This report may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 about our financial condition, results of operations and business. These forward-looking statements can be identified by the use of forward-looking words, such as “may,” “could,” “should,” “estimate,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “target,” “plan” or other comparable words, or by discussions of strategy that may involve risks and uncertainties.

These forward-looking statements are subject to numerous assumptions, risks and uncertainties which could materially affect our business, financial condition or future results including, but not limited to: the severity and duration of the ongoing coronavirus (“COVID-19”) pandemic on our operations, customers and suppliers, as well as related actions taken by governmental authorities and other third parties in response, each of which is uncertain, rapidly changing and difficult to predict; general economic and currency conditions; material and energy costs; risks and uncertainties associated with intangible assets, including goodwill or other intangible asset impairment charges; competitive factors; future trends; our ability to realize our business strategies; our ability to identify attractive acquisition candidates, successfully integrate acquired operations or realize the intended benefits of such acquisitions; information technology and other cyber-related risks; the performance of our subcontractors and suppliers; supply ~~constraints;~~constraints, including the availability and cost of raw materials; market demand; intellectual property factors; litigation; government and regulatory actions, including, without limitation, climate change legislation and other environmental regulations, as well as the impact of tariffs, quotas and surcharges; our leverage; liabilities imposed by our debt instruments; labor disputes; changes to fiscal and tax policies; contingent liabilities relating to acquisition activities; the disruption of operations from catastrophic or extraordinary events, including natural disasters and public health crises; the potential impact of Brexit; our future prospects; and other risks that are discussed in Part I, Item 1A, "Risk Factors," in our Annual Report on Form 10-K for the year ended December 31, 2020 and elsewhere in this report. The risks described in our Annual Report on Form 10-K and elsewhere in this report are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deemed to be immaterial also may materially adversely affect our business, financial position and results of operations or cash flows.

The cautionary statements set forth above should be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. We caution readers not to place undue reliance on the statements, which speak only as of the date of this report. We do not undertake any obligation to review or confirm analysts' expectations or estimates or to release publicly any revisions to any forward-looking statement to reflect events or circumstances after the date of this report or to reflect the occurrence of unanticipated events, except as required by law.

We disclose important factors that could cause our actual results to differ materially from our expectations implied by our forward-looking statements under Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations," and elsewhere in this report. These cautionary statements qualify all forward-looking statements attributed to us or persons acting on our behalf. When we indicate that an event, condition or circumstance could or would have an adverse effect on us, we mean to include effects upon our business, financial and other conditions, results of operations, prospects and ability to service our debt.


		June 30, 2021		December 31, 2020			September 30, 2021		December 31, 2020
Assets	Assets	(unaudited)				Assets	(unaudited)
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	117,410	$	73,950	Cash and cash equivalents	$	136,960	$	73,950
Receivables, net of reserves of approximately $1.5 million and $2.1 million as of June 30, 2021 and December 31, 2020, respectively		135,220		113,410
Receivables, net of reserves of approximately $1.4 million and $2.1 million as of September 30, 2021 and December 31, 2020, respectively						Receivables, net of reserves of approximately $1.4 million and $2.1 million as of September 30, 2021 and December 31, 2020, respectively	135,010		113,410
Inventories	Inventories	149,920		149,380		Inventories	154,330		149,380
Prepaid expenses and other current assets	Prepaid expenses and other current assets	19,910		15,090		Prepaid expenses and other current assets	17,070		15,090
Total current assets	Total current assets	422,460		351,830		Total current assets	443,370		351,830
Property and equipment, net	Property and equipment, net	253,230		253,060		Property and equipment, net	254,330		253,060
Operating lease right-of-use assets	Operating lease right-of-use assets	38,970		37,820		Operating lease right-of-use assets	37,360		37,820
Goodwill	Goodwill	301,430		303,970		Goodwill	299,040		303,970
Other intangibles, net	Other intangibles, net	194,150		206,200		Other intangibles, net	187,770		206,200
Deferred income taxes	Deferred income taxes	12,300		19,580		Deferred income taxes	9,190		19,580
Other assets	Other assets	22,410		21,420		Other assets	27,200		21,420
Total assets	Total assets	$	1,244,950	$	1,193,880	Total assets	$	1,258,260	$	1,193,880
Liabilities and Shareholders' Equity	Liabilities and Shareholders' Equity					Liabilities and Shareholders' Equity
Current liabilities:	Current liabilities:					Current liabilities:

Accounts payable	Accounts payable	$	77,250	$	69,910	Accounts payable	$	71,990	$	69,910
Accrued liabilities	Accrued liabilities	56,320		60,540		Accrued liabilities	59,820		60,540
Operating lease liabilities, current portion	Operating lease liabilities, current portion	6,530		6,740		Operating lease liabilities, current portion	6,600		6,740
Total current liabilities	Total current liabilities	140,100		137,190		Total current liabilities	138,410		137,190
Long-term debt, net	Long-term debt, net	393,370		346,290		Long-term debt, net	393,600		346,290
Operating lease liabilities	Operating lease liabilities	32,890		31,610		Operating lease liabilities	31,860		31,610
Deferred income taxes	Deferred income taxes	19,560		24,850		Deferred income taxes	19,250		24,850
Other long-term liabilities	Other long-term liabilities	61,430		69,690		Other long-term liabilities	60,820		69,690
Total liabilities	Total liabilities	647,350		609,630		Total liabilities	643,940		609,630
Preferred stock, $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None	Preferred stock, $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None	0		0		Preferred stock, $0.01 par: Authorized 100,000,000 shares; Issued and outstanding: None	—		—
Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 42,966,074 shares at June 30, 2021 and 43,178,165 shares at December 31, 2020		430		430
Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 42,841,573 shares at September 30, 2021 and 43,178,165 shares at December 31, 2020						Common stock, $0.01 par: Authorized 400,000,000 shares; Issued and outstanding: 42,841,573 shares at September 30, 2021 and 43,178,165 shares at December 31, 2020	430		430
Paid-in capital	Paid-in capital	735,880		749,050		Paid-in capital	733,520		749,050
Accumulated deficit	Accumulated deficit	(134,710)		(159,610)		Accumulated deficit	(115,120)		(159,610)
Accumulated other comprehensive loss	Accumulated other comprehensive loss	(4,000)		(5,620)		Accumulated other comprehensive loss	(4,510)		(5,620)
Total shareholders' equity	Total shareholders' equity	597,600		584,250		Total shareholders' equity	614,320		584,250
Total liabilities and shareholders' equity	Total liabilities and shareholders' equity	$	1,244,950	$	1,193,880	Total liabilities and shareholders' equity	$	1,258,260	$	1,193,880


		Three months ended June 30,				Six months ended June 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2021		2020		2021		2020
Net sales	Net sales	$	218,990	$	199,550	$	425,720	$	382,340	Net sales	$	222,420	$	199,460	$	648,140	$	581,800
Cost of sales	Cost of sales	(160,960)		(162,320)		(316,360)		(298,740)		Cost of sales	(163,980)		(147,530)		(480,340)		(446,270)
Gross profit	Gross profit	58,030		37,230		109,360		83,600		Gross profit	58,440		51,930		167,800		135,530
Selling, general and administrative expenses	Selling, general and administrative expenses	(32,460)		(55,380)		(62,680)		(81,920)		Selling, general and administrative expenses	(27,620)		(25,650)		(90,300)		(107,570)

Impairment of goodwill and indefinite-lived intangible assets										Impairment of goodwill and indefinite-lived intangible assets	—		(134,600)		—		(134,600)
Operating profit (loss)	Operating profit (loss)	25,570		(18,150)		46,680		1,680		Operating profit (loss)	30,820		(108,320)		77,500		(106,640)
Other expense, net:	Other expense, net:									Other expense, net:
Interest expense	Interest expense	(4,120)		(4,230)		(7,670)		(7,810)		Interest expense	(3,440)		(3,450)		(11,110)		(11,260)
Debt financing and related expenses	Debt financing and related expenses	(10,320)		0		(10,520)		0		Debt financing and related expenses	—		—		(10,520)		—
Other income (expense), net	Other income (expense), net	670		1,130		(260)		1,050		Other income (expense), net	(540)		(1,200)		(800)		(150)
Other expense, net	Other expense, net	(13,770)		(3,100)		(18,450)		(6,760)		Other expense, net	(3,980)		(4,650)		(22,430)		(11,410)
Income (loss) before income tax expense	Income (loss) before income tax expense	11,800		(21,250)		28,230		(5,080)		Income (loss) before income tax expense	26,840		(112,970)		55,070		(118,050)
Income tax benefit (expense)	Income tax benefit (expense)	40		5,550		(3,330)		2,500		Income tax benefit (expense)	(7,250)		12,100		(10,580)		14,600

Net income (loss)	Net income (loss)	$	11,840	$	(15,700)	$	24,900	$	(2,580)	Net income (loss)	$	19,590	$	(100,870)	$	44,490	$	(103,450)
Basic earnings (loss) per share:	Basic earnings (loss) per share:									Basic earnings (loss) per share:

Net income (loss) per share	Net income (loss) per share	$	0.27	$	(0.36)	$	0.58	$	(0.06)	Net income (loss) per share	$	0.46	$	(2.32)	$	1.03	$	(2.37)
Weighted average common shares—basic	Weighted average common shares—basic	43,110,191		43,463,235		43,147,599		43,832,144		Weighted average common shares—basic	42,889,922		43,457,704		43,061,707		43,707,331
Diluted earnings (loss) per share:	Diluted earnings (loss) per share:									Diluted earnings (loss) per share:

Net income (loss) per share	Net income (loss) per share	$	0.27	$	(0.36)	$	0.57	$	(0.06)	Net income (loss) per share	$	0.45	$	(2.32)	$	1.03	$	(2.37)
Weighted average common shares—diluted	Weighted average common shares—diluted	43,308,356		43,463,235		43,471,616		43,832,144		Weighted average common shares—diluted	43,094,099		43,457,704		43,345,777		43,707,331


		Three months ended June 30,				Six months ended June 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2021		2020		2021		2020
Net income (loss)	Net income (loss)	$	11,840	$	(15,700)	$	24,900	$	(2,580)	Net income (loss)	$	19,590	$	(100,870)	$	44,490	$	(103,450)
Other comprehensive income (loss):	Other comprehensive income (loss):									Other comprehensive income (loss):
Defined benefit plans (Note 17)	Defined benefit plans (Note 17)	160		160		310		310		Defined benefit plans (Note 17)	160		160		470		470
Foreign currency translation	Foreign currency translation	1,400		1,310		(2,020)		(6,950)		Foreign currency translation	(4,550)		5,740		(6,570)		(1,210)
Derivative instruments (Note 10)	Derivative instruments (Note 10)	(570)		(2,130)		3,330		2,300		Derivative instruments (Note 10)	3,880		(4,580)		7,210		(2,280)
Total other comprehensive income (loss)	Total other comprehensive income (loss)	990		(660)		1,620		(4,340)		Total other comprehensive income (loss)	(510)		1,320		1,110		(3,020)
Total comprehensive income (loss)	Total comprehensive income (loss)	$	12,830	$	(16,360)	$	26,520	$	(6,920)	Total comprehensive income (loss)	$	19,080	$	(99,550)	$	45,600	$	(106,470)


		Six months ended June 30,					Nine months ended September 30,
		2021		2020			2021		2020
Cash Flows from Operating Activities:	Cash Flows from Operating Activities:					Cash Flows from Operating Activities:
Net income (loss)	Net income (loss)	$	24,900	$	(2,580)	Net income (loss)	$	44,490	$	(103,450)

Adjustments to reconcile net income to net cash provided by operating activities, net of acquisition impact:	Adjustments to reconcile net income to net cash provided by operating activities, net of acquisition impact:					Adjustments to reconcile net income to net cash provided by operating activities, net of acquisition impact:

Impairment of goodwill and indefinite-lived intangible assets						Impairment of goodwill and indefinite-lived intangible assets	—		134,600
Loss on dispositions of assets	Loss on dispositions of assets	130		1,010		Loss on dispositions of assets	130		1,080
Depreciation	Depreciation	15,830		14,770		Depreciation	23,740		21,700
Amortization of intangible assets	Amortization of intangible assets	10,780		10,150		Amortization of intangible assets	16,150		15,460
Amortization of debt issue costs	Amortization of debt issue costs	520		570		Amortization of debt issue costs	740		860
Deferred income taxes	Deferred income taxes	1,790		(1,460)		Deferred income taxes	3,480		(17,790)
Non-cash compensation expense	Non-cash compensation expense	5,660		4,680		Non-cash compensation expense	7,320		5,610
Non-cash change in legacy liability estimate	Non-cash change in legacy liability estimate	0		23,400		Non-cash change in legacy liability estimate	—		23,400
Debt financing and related expenses	Debt financing and related expenses	10,520		0		Debt financing and related expenses	10,520		—
Increase in receivables	Increase in receivables	(22,600)		(12,300)		Increase in receivables	(23,260)		(6,210)
(Increase) decrease in inventories	(Increase) decrease in inventories	(900)		5,260		(Increase) decrease in inventories	(5,850)		4,510
(Increase) decrease in prepaid expenses and other assets	(Increase) decrease in prepaid expenses and other assets	(7,430)		290		(Increase) decrease in prepaid expenses and other assets	(3,830)		5,500
Increase (decrease) in accounts payable and accrued liabilities	Increase (decrease) in accounts payable and accrued liabilities	1,350		(14,530)		Increase (decrease) in accounts payable and accrued liabilities	450		(7,410)
Other operating activities	Other operating activities	2,120		1,580		Other operating activities	3,660		1,250

Net cash provided by operating activities, net of acquisition impact	Net cash provided by operating activities, net of acquisition impact	42,670		30,840		Net cash provided by operating activities, net of acquisition impact	77,740		79,110
Cash Flows from Investing Activities:	Cash Flows from Investing Activities:					Cash Flows from Investing Activities:
Capital expenditures	Capital expenditures	(18,330)		(9,250)		Capital expenditures	(29,850)		(17,670)
Acquisition of businesses, net of cash acquired	Acquisition of businesses, net of cash acquired	0		(95,160)		Acquisition of businesses, net of cash acquired	—		(95,160)
Net proceeds from disposition of business, property and equipment	Net proceeds from disposition of business, property and equipment	140		2,110		Net proceeds from disposition of business, property and equipment	160		1,930

Net cash used for investing activities	Net cash used for investing activities	(18,190)		(102,300)		Net cash used for investing activities	(29,690)		(110,900)
Cash Flows from Financing Activities:	Cash Flows from Financing Activities:					Cash Flows from Financing Activities:
Retirement of senior notes	Retirement of senior notes	(300,000)		0		Retirement of senior notes	(300,000)		—
Proceeds from issuance of senior notes	Proceeds from issuance of senior notes	400,000		0		Proceeds from issuance of senior notes	400,000		—

Proceeds from borrowings on revolving credit facilities	Proceeds from borrowings on revolving credit facilities	0		245,700		Proceeds from borrowings on revolving credit facilities	—		300,950
Repayments of borrowings on revolving credit facilities	Repayments of borrowings on revolving credit facilities	(48,620)		(247,320)		Repayments of borrowings on revolving credit facilities	(48,620)		(303,240)

Debt financing fees and senior notes redemption premium	Debt financing fees and senior notes redemption premium	(13,570)		0		Debt financing fees and senior notes redemption premium	(13,570)		—

Shares surrendered upon exercise and vesting of equity awards to cover taxes	Shares surrendered upon exercise and vesting of equity awards to cover taxes	(4,620)		(2,570)		Shares surrendered upon exercise and vesting of equity awards to cover taxes	(4,690)		(2,600)

Payments to purchase common stock	Payments to purchase common stock	(14,210)		(31,570)		Payments to purchase common stock	(18,160)		(36,050)

Net cash provided by (used for) financing activities	Net cash provided by (used for) financing activities	18,980		(35,760)		Net cash provided by (used for) financing activities	14,960		(40,940)
Cash and Cash Equivalents:	Cash and Cash Equivalents:					Cash and Cash Equivalents:
Increase (decrease) for the period	Increase (decrease) for the period	43,460		(107,220)		Increase (decrease) for the period	63,010		(72,730)
At beginning of period	At beginning of period	73,950		172,470		At beginning of period	73,950		172,470
At end of period	At end of period	$	117,410	$	65,250	At end of period	$	136,960	$	99,740
Supplemental disclosure of cash flow information:	Supplemental disclosure of cash flow information:					Supplemental disclosure of cash flow information:
Cash paid for interest	Cash paid for interest	$	6,170	$	7,150	Cash paid for interest	$	6,490	$	7,490
Cash paid for taxes	Cash paid for taxes	$	4,420	$	3,410	Cash paid for taxes	$	8,250	$	6,660


		Common Stock		Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total			Common Stock		Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total
Balances, December 31, 2020	Balances, December 31, 2020	$	430	$	749,050	$	(159,610)	$	(5,620)	$	584,250	Balances, December 31, 2020	$	430	$	749,050	$	(159,610)	$	(5,620)	$	584,250
Net income	Net income	—		—		13,060		—		13,060		Net income	—		—		13,060		—		13,060
Other comprehensive income	Other comprehensive income	—		—		—		630		630		Other comprehensive income	—		—		—		630		630

Purchase of common stock	Purchase of common stock	0		(2,640)		—		—		(2,640)		Purchase of common stock	—		(2,640)		—		—		(2,640)
Shares surrendered upon exercise and vesting of equity awards to cover taxes	Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(1,770)		—		—		(1,770)		Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(1,770)		—		—		(1,770)

Non-cash compensation expense	Non-cash compensation expense	—		2,440		—		—		2,440		Non-cash compensation expense	—		2,440		—		—		2,440

Balances, March 31, 2021	Balances, March 31, 2021	$	430	$	747,080	$	(146,550)	$	(4,990)	$	595,970	Balances, March 31, 2021	$	430	$	747,080	$	(146,550)	$	(4,990)	$	595,970
Net income	Net income	—		—		11,840		—		11,840		Net income	—		—		11,840		—		11,840
Other comprehensive income	Other comprehensive income	—		—		—		990		990		Other comprehensive income	—		—		—		990		990
Purchase of common stock	Purchase of common stock	—		(11,570)		—		—		(11,570)		Purchase of common stock	—		(11,570)		—		—		(11,570)
Shares surrendered upon exercise and vesting of equity awards to cover taxes	Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(2,850)		—		—		(2,850)		Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(2,850)		—		—		(2,850)

Non-cash compensation expense	Non-cash compensation expense	0		3,220		—		—		3,220		Non-cash compensation expense	—		3,220		—		—		3,220
Balances, June 30, 2021	Balances, June 30, 2021	$	430	$	735,880	$	(134,710)	$	(4,000)	$	597,600	Balances, June 30, 2021	$	430	$	735,880	$	(134,710)	$	(4,000)	$	597,600
Net income												Net income	—		—		19,590		—		19,590
Other comprehensive loss												Other comprehensive loss	—		—		—		(510)		(510)
Purchase of common stock												Purchase of common stock	—		(3,950)		—		—		(3,950)
Shares surrendered upon exercise and vesting of equity awards to cover taxes												Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(70)		—		—		(70)

Non-cash compensation expense												Non-cash compensation expense	—		1,660		—		—		1,660
Balances, September 30, 2021												Balances, September 30, 2021	$	430	$	733,520	$	(115,120)	$	(4,510)	$	614,320

Common
Stock Paid-in
Capital Accumulated
Deficit Accumulated
Other
Comprehensive
Loss Total
Balances, December 31, 2019 $ 450 $ 782,880 $ (79,850) $ (6,000) $ 697,480
Net income — — 13,120 — 13,120
Other comprehensive loss — — — (3,680) (3,680)
Purchase of common stock (20) (31,550) — — (31,570)
Shares surrendered upon exercise and vesting of equity awards to cover taxes — (1,830) — — (1,830)
Non-cash compensation expense — 1,940 — — 1,940
Balances, March 31, 2020 $ 430 $ 751,440 $ (66,730) $ (9,680) $ 675,460
Net loss — — (15,700) — (15,700)
Other comprehensive loss — — — (660) (660)
Shares surrendered upon exercise and vesting of equity awards to cover taxes — (740) — — (740)
Non-cash compensation expense 10 2,730 — — 2,740
Balances, June 30, 2020 $ 440 $ 753,430 $ (82,430) $ (10,340) $ 661,100

(Unaudited—dollars in thousands)


	Common Stock		Paid-in Capital		Accumulated Deficit		Accumulated Other Comprehensive Loss		Total
Balances, December 31, 2019	$	450	$	782,880	$	(79,850)	$	(6,000)	$	697,480
Net income	—		—		13,120		—		13,120
Other comprehensive loss	—		—		—		(3,680)		(3,680)

Purchase of common stock	(20)		(31,550)		—		—		(31,570)
Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(1,830)		—		—		(1,830)


Non-cash compensation expense	—		1,940		—		—		1,940

Balances, March 31, 2020	$	430	$	751,440	$	(66,730)	$	(9,680)	$	675,460
Net loss	—		—		(15,700)		—		(15,700)
Other comprehensive loss	—		—		—		(660)		(660)

Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(740)		—		—		(740)
Non-cash compensation expense	10		2,730		—		—		2,740
Balances, June 30, 2020	$	440	$	753,430	$	(82,430)	$	(10,340)	$	661,100
Net loss	—		—		(100,870)		—		(100,870)
Other comprehensive income	—		—		—		1,320		1,320
Purchase of common stock	(10)		(4,470)		—		—		(4,480)
Shares surrendered upon exercise and vesting of equity awards to cover taxes	—		(30)		—		—		(30)


Non-cash compensation expense	—		930		—		—		930
Balances, September 30, 2020	$	430	$	749,860	$	(183,300)	$	(9,020)	$	557,970

The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries and, in the opinion of management, contain all adjustments, including adjustments of a normal and recurring nature, necessary for a fair presentation of financial position and results of operations. The preparation of financial statements requires management of the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities. Actual results may differ from such estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the ongoing outbreak of the coronavirus and related variants (“COVID-19”). While the full impact of the COVID-19 pandemic is unknown and cannot be reasonably estimated at this time, the Company has made appropriate accounting estimates based on the facts and circumstances available as of the reporting date. To the extent there are differences between these estimates and actual results, the Company's consolidated financial statements may be materially affected.


		Three months ended June 30,				Six months ended June 30,					Three months ended September 30,				Nine months ended September 30,
Customer Markets	Customer Markets	2021		2020		2021		2020		Customer Markets	2021		2020		2021		2020
Consumer Products	Consumer Products	$	112,900	$	104,530	$	218,020	$	183,590	Consumer Products	$	110,200	$	114,220	$	328,220	$	298,060
Aerospace & Defense	Aerospace & Defense	44,560		42,610		89,170		91,530		Aerospace & Defense	46,510		39,130		135,680		130,670
Industrial	Industrial	61,530		52,410		118,530		107,220		Industrial	65,710		46,110		184,240		153,070
Total net sales	Total net sales	$	218,990	$	199,550	$	425,720	$	382,340	Total net sales	$	222,420	$	199,460	$	648,140	$	581,800

During the ~~six~~nine months ended ~~June~~September 30, 2021, the Company executed certain realignment actions in response to reductions in current and expected future end market demand. First, the Company closed its Packaging segment's Union City, California manufacturing facility, consolidating the operation into its Indianapolis, Indiana and Woodridge, Illinois facilities. The Company also realigned its Aerospace segment footprint, consolidating certain activities previously in its Stanton, California facilities into its Tolleson, Arizona facility. In addition, the Company also reorganized its corporate office legal and finance groups. The Company recorded pre-tax realignment charges of approximately ~~$4.2~~$0.6 million and ~~$8.2~~$8.8 million during the three and ~~six~~nine months ended ~~June~~September 30, 2021, respectively. Of these costs, approximately ~~$0.7~~$0.5 million and ~~$2.2~~$2.7 million during the three and ~~six~~nine months ended ~~June~~September 30, 2021, respectively, related to facility consolidations, and approximately ~~$3.5~~$0.1 million and ~~$6.0~~$6.1 million, respectively, were for employee separation costs. As of ~~June~~September 30, 2021, approximately ~~$1.0~~$1.5 million of the employee separation costs had been paid. For the three ~~and six~~ months ended ~~June~~September 30, 2021, ~~approximately $0.9 million and $2.7~~$0.6 million of these charges were included in costs of ~~sales, respectively, and~~sales. For the nine months ended September 30, 2021, approximately $3.3 million and $5.5 million of these charges were included in cost of sales and selling, general and administrative expenses, respectively, in the accompanying consolidated statement of operations.

In the three and nine months ended ~~June~~September 30, 2020, the Company executed certain realignment actions, primarily in its Aerospace and Specialty Products segments, in response to reductions in current and expected future end market demand. ~~The~~During the nine months ended September 30, 2020, the Company recorded a non-cash charge of approximately $13.2 million related to inventory reductions, primarily as a result of a strategic decision in its Arrow Engine division to narrow its product line focus. ~~The~~During the three and nine months ended September 30, 2020, the Company also recorded a non-cash ~~charge~~charges of approximately ~~$2.2~~$0.1 million and $2.3 million, respectively, related to certain production equipment removed from service given reduced demand levels. In addition, the Company reduced its employment levels given lower customer demand ~~during second quarter 2020,~~ incurring approximately ~~$3.1~~$0.5 million and $3.6 million during the three and nine months ended September 30, 2020, respectively, in severance charges, of which approximately ~~$1.9~~$2.9 million was paid by ~~June~~September 30, 2020. For the three and nine months ended ~~June~~September 30, 2020, approximately ~~$16.0~~$0.4 million and ~~$2.5~~$16.4 million of these charges were included in cost of sales, respectively, and approximately $0.2 million and $2.7 million were included in selling, general and administrative expenses, respectively, in the accompanying consolidated statement of operations.

On December 15, 2020, the Company acquired Affaba & Ferrari Srl ("Affaba & Ferrari"), which specializes in the design, development and manufacture of precision caps and closures for food & beverage and industrial product applications, for an aggregate amount of approximately $98.4 million, net of cash ~~acquired, subject to normal course adjustments, which are expected to be completed in the third quarter of 2021.~~acquired. The fair value of assets acquired and liabilities assumed included approximately $49.1 million of goodwill, $35.1 million of intangible assets, $9.4 million of net working capital, $17.4 million of property and equipment, and $12.6 million of net deferred tax liabilities. Affaba & Ferrari, which is reported in the Company's Packaging segment, operates out of a highly automated manufacturing facility and support office located in Borgo San Giovanni, Italy and historically generated approximately $34 million in annual revenue.

On February 27, 2020, the Company acquired RSA Engineered Products ("RSA"), a manufacturer of complex, highly-engineered and proprietary ducting, connectors and related products for air management systems used in aerospace and defense applications, for an aggregate amount of approximately $83.7 million, net of cash acquired. The fair value of assets acquired and liabilities assumed included approximately $43.3 million of goodwill, $36.9 million of intangible assets, $10.1 million of net working capital, $2.1 million of property and equipment, and $8.7 million of net deferred tax liabilities. RSA, which is reported in the Company's Aerospace segment, is located in Simi Valley, California and historically generated approximately $30 million in annual revenue.


		June 30, 2021		December 31, 2020			September 30, 2021		December 31, 2020
Cash and cash equivalents - unrestricted	Cash and cash equivalents - unrestricted	$	106,250	$	62,790	Cash and cash equivalents - unrestricted	$	125,800	$	62,790
Cash - restricted (a)	Cash - restricted (a)	11,160		11,160		Cash - restricted (a)	11,160		11,160
Total cash and cash equivalents	Total cash and cash equivalents	$	117,410	$	73,950	Total cash and cash equivalents	$	136,960	$	73,950


		Packaging		Aerospace		Specialty Products		Total			Packaging		Aerospace		Specialty Products		Total
Balance, December 31, 2020	Balance, December 31, 2020	$	234,560	$	62,850	$	6,560	$	303,970	Balance, December 31, 2020	$	234,560	$	62,850	$	6,560	$	303,970

Foreign currency translation and other	Foreign currency translation and other	(2,540)		0		0		(2,540)		Foreign currency translation and other	(4,930)		—		—		(4,930)
Balance, June 30, 2021		$	232,020	$	62,850	$	6,560	$	301,430
Balance, September 30, 2021										Balance, September 30, 2021	$	229,630	$	62,850	$	6,560	$	299,040

The Company assesses goodwill and other indefinite-lived intangible assets for impairment on an annual basis as of October 1, and more frequently if there are changes in the business climate or as a result of a triggering event taking place. During the third quarter of 2020, as a result of a decline in its aerospace-related business' financial results, a significant reduction in its financial projections for the remainder of 2020 compared with prior projections, and uncertainty around the duration and magnitude of the impact of the COVID-19 pandemic on future financial results given their dependence on future levels of air travel and new aircraft builds, the Company determined there was a triggering event requiring an interim quantitative goodwill impairment assessment of each of its two aerospace-related reporting units: Aerospace Fasteners and Aerospace Engineered Products.


		As of June 30, 2021				As of December 31, 2020					As of September 30, 2021				As of December 31, 2020
Intangible Category by Useful Life	Intangible Category by Useful Life	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization		Intangible Category by Useful Life	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Finite-lived intangible assets:	Finite-lived intangible assets:									Finite-lived intangible assets:
Customer relationships, 5 – 12 years	Customer relationships, 5 – 12 years	$	122,010	$	(65,350)	$	122,970	$	(59,470)	Customer relationships, 5 – 12 years	$	121,340	$	(68,280)	$	122,970	$	(59,470)
Customer relationships, 15 – 25 years	Customer relationships, 15 – 25 years	122,280		(65,300)		122,280		(62,450)		Customer relationships, 15 – 25 years	122,280		(66,720)		122,280		(62,450)
Total customer relationships	Total customer relationships	244,290		(130,650)		245,250		(121,920)		Total customer relationships	243,620		(135,000)		245,250		(121,920)
Technology and other, 1 – 15 years	Technology and other, 1 – 15 years	57,180		(34,480)		57,180		(32,800)		Technology and other, 1 – 15 years	57,110		(35,290)		57,180		(32,800)
Technology and other, 17 – 30 years	Technology and other, 17 – 30 years	43,300		(39,680)		43,300		(39,450)		Technology and other, 17 – 30 years	43,300		(39,800)		43,300		(39,450)
Total technology and other	Total technology and other	100,480		(74,160)		100,480		(72,250)		Total technology and other	100,410		(75,090)		100,480		(72,250)
Indefinite-lived intangible assets:	Indefinite-lived intangible assets:									Indefinite-lived intangible assets:
Trademark/Trade names	Trademark/Trade names	54,190		—		54,640		—		Trademark/Trade names	53,830		—		54,640		—
Total other intangible assets	Total other intangible assets	$	398,960	$	(204,810)	$	400,370	$	(194,170)	Total other intangible assets	$	397,860	$	(210,090)	$	400,370	$	(194,170)


		Three months ended June 30,				Six months ended June 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2021		2020		2021		2020
Technology and other, included in cost of sales	Technology and other, included in cost of sales	$	950	$	1,260	$	1,900	$	2,470	Technology and other, included in cost of sales	$	950	$	1,240	$	2,850	$	3,710
Customer relationships, included in selling, general and administrative expenses	Customer relationships, included in selling, general and administrative expenses	4,440		4,040		8,880		7,680		Customer relationships, included in selling, general and administrative expenses	4,420		4,070		13,300		11,750
Total amortization expense	Total amortization expense	$	5,390	$	5,300	$	10,780	$	10,150	Total amortization expense	$	5,370	$	5,310	$	16,150	$	15,460

As a result of the significant forecast reduction in the Company's aerospace-related businesses in third quarter 2020, the Company also performed an interim quantitative assessment for the indefinite-lived intangible assets within the Aerospace segment, using the relief-from-royalty method. Significant management assumptions used under the relief-from-royalty method reflected the Company's current assessment of the risks and uncertainties associated with the aerospace industry. Upon completion of the quantitative impairment test, the Company determined that certain of the Company's aerospace-related trade names had carrying values that exceeded their fair values, and therefore recorded impairment charges of approximately $7.8 million during the three and nine month periods ended September 30, 2020.


		June 30, 2021		December 31, 2020			September 30, 2021		December 31, 2020
Finished goods	Finished goods	$	77,850	$	78,010	Finished goods	$	76,930	$	78,010
Work in process	Work in process	31,040		29,680		Work in process	30,880		29,680
Raw materials	Raw materials	41,030		41,690		Raw materials	46,520		41,690
Total inventories	Total inventories	$	149,920	$	149,380	Total inventories	$	154,330	$	149,380


		June 30, 2021		December 31, 2020			September 30, 2021		December 31, 2020
4.125% Senior Notes due April 2029	4.125% Senior Notes due April 2029	$	400,000	$	0	4.125% Senior Notes due April 2029	$	400,000	$	—
4.875% Senior Notes due October 2025	4.875% Senior Notes due October 2025	0		300,000		4.875% Senior Notes due October 2025	—		300,000
Credit Agreement	Credit Agreement	0		50,450		Credit Agreement	—		50,450

Debt issuance costs	Debt issuance costs	(6,630)		(4,160)		Debt issuance costs	(6,400)		(4,160)

Long-term debt, net	Long-term debt, net	$	393,370	$	346,290	Long-term debt, net	$	393,600	$	346,290

In March 2021, the Company issued $400.0 million aggregate principal amount of 4.125% senior notes due April 15, 2029 ("2029 Senior Notes") at par value in a private placement under Rule 144A of the Securities Act of 1933, as amended ("Securities Act"). The Company used the proceeds from the 2029 Senior Notes offering to pay fees and expenses of approximately $5.1 million related to the offering and pay fees and expenses of $1.1 million related to amending its existing credit agreement. In connection with the issuance, during the second quarter of 2021, the Company completed the redemption of its outstanding 4.875% senior notes due October 15, 2025 ("2025 Senior Notes"), paying $300.0 million to retire the outstanding principal amount plus $7.3 million as a redemption premium. The remaining cash proceeds from the 2029 Senior Notes were used for general corporate purposes, including repaying all outstanding revolving credit facility borrowings. The $5.1 million of fees and expenses related to the 2029 Senior Notes were capitalized as debt issuance costs, while the $7.3 million redemption premium, as well as approximately $3.0 million of unamortized debt issuance costs associated with the 2025 Senior Notes, were included in debt financing and related expenses in the accompanying statement of operations in the ~~six~~nine months ended ~~June~~September 30, 2021.

The 2029 Senior Notes accrue interest at a rate of 4.125% per annum, payable semi-annually in arrears on April 15 and October 15, commencing on October 15, 2021. The payment of principal and interest is jointly and severally guaranteed, on a senior unsecured basis, by certain subsidiaries of the Company (each a "Guarantor" and collectively the "Guarantors"). The 2029 Senior Notes are pari passu in right of payment with all existing and future senior indebtedness and effectively subordinated to all existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness.

Prior to April 15, 2024, the Company may redeem up to 40% of the principal amount of the 2029 Senior Notes at a redemption price of 104.125% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date, with the net cash proceeds of one or more equity offerings provided that each such redemption occurs within 90 days of the date of closing of each such equity offering. In addition, prior to April 15, 2024, the Company may redeem all or part of the 2029 Senior Notes at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, plus a "make whole" premium. On or after April 15, 2024, the Company may redeem all or part of the 2029 Senior Notes at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, to the redemption date, if redeemed during the twelve-month period beginning on April 15 of the years indicated below:

During the first quarter of 2021, the Company amended its credit agreement ("Credit Agreement") in connection with the issuance of the 2029 Senior Notes to extend the maturity date. The Company incurred fees and expenses of approximately $1.1 million related to the amendment, all of which was capitalized as debt issuance costs. The Company also recorded approximately $0.2 million of non-cash expense related to the write-off of previously capitalized deferred financing fees. The Credit Agreement consists of a $300.0 million senior secured revolving credit facility, which permits borrowings denominated in specific foreign currencies, subject to a $125.0 million sub limit, maturing on March 29, 2026 and is subject to interest at London Interbank Offered Rate ("LIBOR") plus 1.50%. The interest rate spread is based upon the leverage ratio, as defined, as of the most recent determination date.

The Credit Agreement also provides incremental revolving credit facility commitments in an amount not to exceed the greater of $200.0 million and an amount such that, after giving effect to such incremental commitments and the incurrence of any other indebtedness substantially simultaneously with the making of such commitments, the senior secured net leverage ratio, as defined, is no greater than 3.00 to 1.00. The terms and conditions of any incremental revolving credit facility commitments must be no more favorable than the existing credit facility.

The Company's revolving credit facility allows for the issuance of letters of credit, not to exceed $40.0 million in aggregate. The Company places cash on deposit with a financial institution to be held as cash collateral for the Company's outstanding letters of credit; therefore, as of ~~June~~September 30, 2021 and December 31, 2020, the Company had 0no letters of credit issued against its revolving credit facility. See Note 5, "Cash and Cash Equivalents," for further information on its cash deposit. At ~~June~~September 30, 2021, the Company had 0no amounts outstanding under its revolving credit facility and had $300.0 million available. At December 31, 2020, the Company had $50.5 million outstanding under its revolving credit facility and had approximately $249.5 million available. The Company's borrowing capacity was not reduced by leverage restrictions contained in the Credit Agreement as of ~~June~~September 30, 2021 and December 31, 2020.

The debt under the Credit Agreement is an obligation of the Company and certain of its domestic subsidiaries and is secured by substantially all of the assets of such parties. Borrowings under the $125.0 million (equivalent) foreign currency sub limit of the $300.0 million senior secured revolving credit facility are secured by a cross-guarantee amongst, and a pledge of the assets of, the foreign subsidiary borrowers that are a party to the agreement. The Credit Agreement also contains various negative and affirmative covenants and other requirements affecting the Company and its subsidiaries, including the ability, subject to certain exceptions and limitations, to incur debt, liens, mergers, investments, loans, advances, guarantee obligations, acquisitions, assets dispositions, sale-leaseback transactions, hedging agreements, dividends and other restricted payments, transactions with affiliates, restrictive agreements and amendments to charters, bylaws, and other material documents. The terms of the Credit Agreement also require the Company and its restricted subsidiaries to meet certain restrictive financial covenants and ratios computed quarterly, including a maximum total net leverage ratio (total consolidated indebtedness plus outstanding amounts under the accounts receivable securitization facility, less the aggregate amount of certain unrestricted cash and unrestricted permitted investments, as defined, over consolidated EBITDA, as defined), a maximum senior secured net leverage ratio (total consolidated senior secured indebtedness, less the aggregate amount of certain unrestricted cash and unrestricted permitted investments, as defined, over consolidated EBITDA, as defined) and a minimum interest expense coverage ratio (consolidated EBITDA, as defined, over the sum of consolidated cash interest expense, as defined, and preferred dividends, as defined). At ~~June~~September 30, 2021, the Company was in compliance with its financial covenants contained in the Credit Agreement.


		June 30, 2021				December 31, 2020					September 30, 2021				December 31, 2020
		Carrying Amount		Fair Value		Carrying Amount		Fair Value			Carrying Amount		Fair Value		Carrying Amount		Fair Value
4.125% Senior Notes due April 2029	4.125% Senior Notes due April 2029	$	400,000	$	404,500	$	0	$	0	4.125% Senior Notes due April 2029	$	400,000	$	408,500	$	—	$	—
4.875% Senior Notes due October 2025	4.875% Senior Notes due October 2025	0		0		300,000		305,630		4.875% Senior Notes due October 2025	—		—		300,000		305,630
Revolving credit facility	Revolving credit facility	0		0		50,450		50,450		Revolving credit facility	—		—		50,450		50,450


		Amount of Loss Recognized in AOCI on Derivatives (Effective Portion, net of tax)							Amount of Income (Loss) Reclassified from AOCI into Earnings												Amount of Loss Recognized in AOCI on Derivatives (Effective Portion, net of tax)								Amount of Income (Loss) Reclassified from AOCI into Earnings
						Three months ended June 30,					Six months ended June 30,															Three months ended September 30,					Nine months ended September 30,
						As of June 30, 2021		As of December 31, 2020			Location of Income (Loss) Reclassified from AOCI into Earnings (Effective Portion)			2021			2020			2021			2020			As of September 30, 2021		As of December 31, 2020			Location of Income Reclassified from AOCI into Earnings (Effective Portion)			2021			2020			2021	2020
Net Investment Hedges	Net Investment Hedges																			Net Investment Hedges
Cross-currency swaps	Cross-currency swaps	$	(250)	$	(3,580)		Other income (expense), net		$	0		$	0		$	0		$	0	Cross-currency swaps	$	3,630		$	(3,580)		Other income (expense), net		$	—		$	—		$	—		$	—

As of ~~June~~September 30, 2021, the Company was party to foreign currency exchange forward contracts to economically hedge changes in foreign currency rates with notional amounts of approximately ~~$126.5~~$126.9 million. The Company uses foreign exchange contracts to mitigate the risk associated with fluctuations in currency rates impacting cash flows related to certain of its receivables, payables and intercompany transactions denominated in foreign currencies. The foreign exchange contracts primarily mitigate currency exposures between the U.S. dollar and the Euro, Mexican peso and the Chinese yuan, and have various settlement dates through December 2021. These contracts are not designated as hedge instruments; therefore, gains and losses on these contracts are recognized each period directly into the consolidated statement of operations.


			Amount of Income (Loss) Recognized in Earnings on Derivatives										Amount of Income Recognized in Earnings on Derivatives
			Three months ended June 30,				Six months ended June 30,						Three months ended September 30,				Nine months ended September 30,
		Location of Income (Loss) Recognized in Earnings on Derivatives	2021		2020		2021		2020			Location of Income Recognized in Earnings on Derivatives	2021		2020		2021		2020
Derivatives not designated as hedging instruments	Derivatives not designated as hedging instruments										Derivatives not designated as hedging instruments
Foreign exchange contracts	Foreign exchange contracts	Other income (expense), net	$	(1,160)	$	550	$	2,860	$	480	Foreign exchange contracts	Other income (expense), net	$	2,220	$	800	$	5,080	$	1,280

The fair value of the Company's derivatives are estimated using an income approach based on valuation techniques to convert future amounts to a single, discounted amount. Estimates of the fair value of the Company's cross-currency swaps and foreign exchange contracts use observable inputs such as interest rate yield curves and forward currency exchange rates. Fair value measurements and the fair value hierarchy level for the Company's assets and liabilities measured at fair value on a recurring basis as of ~~June~~September 30, 2021 and December 31, 2020 are shown below (dollars in thousands):


Description	Description	Frequency	Asset / (Liability)		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Description	Frequency	Asset / (Liability)		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
June 30, 2021
September 30, 2021											September 30, 2021
Cross-currency swaps	Cross-currency swaps	Recurring	$	(580)	$	0	$	(580)	$	0	Cross-currency swaps	Recurring	$	4,570	$	—	$	4,570	$	—
Foreign exchange contracts	Foreign exchange contracts	Recurring	$	(670)	$	0	$	(670)	$	0	Foreign exchange contracts	Recurring	$	1,260	$	—	$	1,260	$	—
December 31, 2020	December 31, 2020										December 31, 2020
Cross-currency swaps	Cross-currency swaps	Recurring	$	(5,000)	$	0	$	(5,000)	$	0	Cross-currency swaps	Recurring	$	(5,000)	$	—	$	(5,000)	$	—
Foreign exchange contracts	Foreign exchange contracts	Recurring	$	140	$	0	$	140	$	0	Foreign exchange contracts	Recurring	$	140	$	—	$	140	$	—


Year ended December 31,	Year ended December 31,	Operating Leases(a)		Year ended December 31,	Operating Leases(a)
2021 (excluding the six months ended June 30, 2021)		$	3,940
2021 (excluding the nine months ended September, 2021)				2021 (excluding the nine months ended September, 2021)	$	2,060
2022	2022	7,720		2022	7,990
2023	2023	6,880		2023	7,160
2024	2024	6,000		2024	6,160
2025	2025	4,850		2025	4,840
Thereafter	Thereafter	15,800		Thereafter	15,740
Total lease payments	Total lease payments	45,190		Total lease payments	43,950
Less: Imputed interest	Less: Imputed interest	(5,770)		Less: Imputed interest	(5,490)
Present value of lease liabilities	Present value of lease liabilities	$	39,420	Present value of lease liabilities	$	38,460


		June 30, 2021		December 31, 2020			September 30, 2021		December 31, 2020
Non-current asbestos-related liabilities	Non-current asbestos-related liabilities	$	24,810	$	26,170	Non-current asbestos-related liabilities	$	24,250	$	26,170
Other long-term liabilities	Other long-term liabilities	36,620		43,520		Other long-term liabilities	36,570		43,520
Total other long-term liabilities	Total other long-term liabilities	$	61,430	$	69,690	Total other long-term liabilities	$	60,820	$	69,690

As of ~~June~~September 30, 2021, the Company was a party to ~~374~~370 pending cases involving an aggregate of ~~4,725~~4,709 claimants primarily alleging personal injury from exposure to asbestos containing materials formerly used in gaskets (both encapsulated and otherwise) manufactured or distributed by its former Lamons division and certain other related subsidiaries for use primarily in the petrochemical, refining and exploration industries. The following chart summarizes the number of claims, number of claims filed, number of claims dismissed, number of claims settled, the average settlement amount per claim and the total defense costs, at the applicable date and for the applicable periods:


		Claims pending at beginning of period	Claims filed during period	Claims dismissed during period	Claims settled during period	Claims pending at end of period	Average settlement amount per claim during period		Total defense costs during period			Claims pending at beginning of period	Claims filed during period	Claims dismissed during period	Claims settled during period	Claims pending at end of period	Average settlement amount per claim during period		Total defense costs during period
Six Months Ended June 30, 2021		4,655	143	55	18	4,725	$	15,228	$	1,060,000
Nine Months Ended September 30, 2021											Nine Months Ended September 30, 2021	4,655	171	89	28	4,709	$	11,632	$	1,560,000
Fiscal Year Ended December 31, 2020	Fiscal Year Ended December 31, 2020	4,759	219	287	36	4,655	$	18,314	$	2,130,000	Fiscal Year Ended December 31, 2020	4,759	219	287	36	4,655	$	18,314	$	2,130,000

The Company may be subjected to significant additional asbestos-related claims in the future, and will aggressively defend or reasonably resolve, as appropriate. The cost of settling cases in which product identification can be made may increase, and the Company may be subjected to further claims in respect of the former activities of its acquired gasket distributors. The cost of claims varies as claims may be initially made in some jurisdictions without specifying the amount sought or by simply stating the requisite or maximum permissible monetary relief, and may be amended to alter the amount sought. The large majority of claims do not specify the amount sought. Of the ~~4,725~~4,709 claims pending at ~~June~~September 30, 2021, 3324 set forth specific amounts of damages (other than those stating the statutory minimum or maximum). At ~~June~~September 30, 2021, of the 3324 claims that set forth specific amounts, there was ~~one~~1 claim seeking more than $5 million for punitive damages. Below is a breakdown of the compensatory damages sought for those claims seeking specific amounts:

Compensatory

Range of damages sought (dollars in millions)

$0.0 to $0.6

$0.6 to $5.0

$5.0+

Range of damages sought (dollars in millions)

$0.0 to $0.6

$0.6 to $5.0

$5.0+

Number of claims

—

Relatively few claims have reached the discovery stage and even fewer claims have gone past the discovery stage. Total settlement costs (exclusive of defense costs) for all such cases, some of which were filed over 25 years ago, have been approximately $10.3 million. All relief sought in the asbestos cases is monetary in nature. Based on the settlements made to date and the number of claims dismissed or withdrawn for lack of product identification, the Company believes that the relief sought (when specified) does not bear a reasonable relationship to its potential liability.

There has been significant volatility in the historical number of claim filings and costs to defend, with previous claim counts and spend levels much higher than current levels. Management believes this volatility was associated more with tort reform, plaintiff practices and state-specific legal dockets than the Company’s underlying asbestos-related exposures. From 2017 to 2019, however, the number of new claim filings, and costs to defend, had become much more consistent, ranging between 143 to 173 new claims per year and total defense costs ranging between $2.2 million and $2.3 million.

The higher degree of consistency in census data and spend levels, as well as lower claim activity levels and an evolving defense strategy, has allowed the Company to more effectively and efficiently manage claims, making process or local counsel arrangement improvements where possible. Given the consistency of activity over a multi-year period, the Company believed a trend may have formed where it could be possible to reasonably estimate its future cash exposure for all asbestos-related activity with an adequate level of precision. As such, the Company commissioned an actuary to help evaluate the nature and predictability of its asbestos-related costs, and provide an actuarial range of estimates of future exposures. Based upon its review of the actuarial study, which was completed in June 2020 using data as of December 31, 2019 and which projected spend levels through a terminal year of 2064, the Company affirmed its belief that it now has the ability to reasonably estimate its future asbestos-related exposures for pending as well as unknown future claims.

During the second quarter 2020, the Company elected to change its method of accounting for asbestos-related defense costs from accruing for probable and reasonably estimable defense costs associated with known claims expected to settle to accrue for all future defense costs for both known and unknown claims, which the Company now believes are reasonably estimable. The Company believes this change is preferable, as asbestos-related defense costs represent expenditures related to legacy activities that do not contribute to current or future revenue generating activities, and recording an estimate of the full liability for asbestos-related costs, where estimable with reasonable precision, provides a more complete assessment of the liability associated with resolving asbestos-related claims. This accounting change was reflected as a change in accounting estimate effected by a change in accounting principle.

Following the change in accounting estimate, the Company’s liability for asbestos-related claims will be based on a study from the Company’s third-party actuary, the Company's review of the study, as well as the Company’s own review of asbestos claims and claim resolution activity. The study from the Company’s actuary, based on data as of December 31, 2019, provided for a range of possible future liability from $31.5 million to $43.3 million. The Company did not believe any amount within the range of potential outcomes represented a better estimate than another given the many factors and assumptions inherent in the projections, and therefore recorded a non-cash, pre-tax charge of $23.4 million in second quarter 2020 to increase the liability estimate to $31.5 million, at the low-end of the range. This charge is included in selling, general and administrative expenses in the accompanying consolidated statement of operations. As of ~~June~~September 30, 2021, the Company’s total asbestos-related liability is ~~$27.3~~$26.8 million, and is included in accrued liabilities and other long-term liabilities, respectively, in the accompanying consolidated balance sheet.

The Company’s primary insurance, which covered approximately 40% of historical costs related to settlement and defense of asbestos litigation, expired in November 2018, upon which the Company became solely responsible for defense costs and indemnity payments. The Company is party to a coverage-in-place agreement (entered into in 2006) with its first level excess carriers regarding the coverage to be provided to the Company for asbestos-related claims. The coverage-in-place agreement makes asbestos defense costs and indemnity insurance coverage available to the Company that might otherwise be disputed by the carriers and provides a methodology for the administration of such expenses. The Company will continue to be solely responsible for defense costs and indemnity payments prior to the commencement of coverage under this agreement, the duration of which would be subject to the scope of damage awards and settlements paid. Based upon the Company’s review of the actuarial study, the Company does not believe it is probable that it will reach the threshold of qualified future settlements required to commence excess carrier insurance coverage under the coverage-in-place agreement.

TriMas reports its operations in three segments: Packaging, Aerospace, and Specialty Products. Each of these segments has discrete financial information that is regularly evaluated by TriMas' president and chief executive officer (chief operating decision maker) in determining resource, personnel and capital allocation, as well as assessing strategy and performance. The Company utilizes its proprietary TriMas Business Model as its platform which is based upon a standardized set of processes to manage and drive results and strategy across its multi-industry businesses.

Packaging – The Packaging segment, which consists primarily of the Rieke®, Taplast™, Affaba & Ferrari™, Stolz and ~~Rapak®~~Rapak® brands, develops and manufactures a broad array of dispensing products (such as foaming pumps, lotion and hand soap pumps, sanitizer pumps, beverage dispensers, perfume sprayers, nasal sprayers and trigger sprayers), polymeric and steel caps and closures (such as food lids, flip-top closures, child resistance caps, beverage closures, drum and pail closures, flexible spouts, and agricultural closures), polymeric jar products, and fully integrated dispensers for fill-ready bag-in-box applications, all for a variety of consumer products submarkets including, but not limited to, beauty and personal care, food and beverage, home care, and pharmaceutical and nutraceutical, as well as the industrial market.


		Three months ended June 30,				Six months ended June 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2021		2020		2021		2020
Net Sales	Net Sales									Net Sales
Packaging	Packaging	$	139,630	$	128,830	$	271,720	$	228,880	Packaging	$	138,010	$	135,120	$	409,730	$	364,000
Aerospace	Aerospace	44,560		42,610		89,170		91,530		Aerospace	46,510		39,130		135,680		130,660
Specialty Products	Specialty Products	34,800		28,110		64,830		61,930		Specialty Products	37,900		25,210		102,730		87,140
Total	Total	$	218,990	$	199,550	$	425,720	$	382,340	Total	$	222,420	$	199,460	$	648,140	$	581,800
Operating Profit (Loss)	Operating Profit (Loss)									Operating Profit (Loss)
Packaging	Packaging	$	27,850	$	24,040	$	49,150	$	42,320	Packaging	$	27,340	$	28,020	$	76,490	$	70,340
Aerospace	Aerospace	2,120		(4,210)		6,620		870		Aerospace	3,980		(133,500)		10,600		(132,630)
Specialty Products	Specialty Products	6,010		(5,940)		10,530		(2,510)		Specialty Products	6,660		3,380		17,190		870
Corporate	Corporate	(10,410)		(32,040)		(19,620)		(39,000)		Corporate	(7,160)		(6,220)		(26,780)		(45,220)
Total	Total	$	25,570	$	(18,150)	$	46,680	$	1,680	Total	$	30,820	$	(108,320)	$	77,500	$	(106,640)


		Number of Stock Options	Weighted Average Option Price		Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value			Number of Stock Options	Weighted Average Option Price		Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
Outstanding at January 1, 2021	Outstanding at January 1, 2021	150,000	$	17.87				Outstanding at January 1, 2021	150,000	$	17.87
Granted	Granted	0	0					Granted	—	—
Exercised	Exercised	(150,000)	17.87					Exercised	(150,000)	17.87
Cancelled	Cancelled	0	0					Cancelled	—	—
Expired	Expired	0	0					Expired	—	—
Outstanding at June 30, 2021		0	$	0	—	$	0
Outstanding at September 30, 2021								Outstanding at September 30, 2021	—	$	—	—	$	—

During 2021, the Company awarded 72,962 performance-based RSUs to certain Company key employees which vest three years from the grant date as long as the employee remains with the Company. These awards are earned 50% based upon the Company's achievement of an earnings per share compound annual growth rate ("EPS CAGR") metric over a period beginning January 1, 2021 and ending December 31, 2023. The remaining 50% of the awards are earned based on the Company's total shareholder return ("TSR") relative to the TSR of the common stock of a pre-defined industry peer-group, measured over the performance period. TSR is calculated as the Company's average closing stock price for the 20 trading days at the end of the performance period plus Company dividends, divided by the Company's average closing stock price for the 20 trading days prior to the start of the performance period. The Company estimates the grant-date fair value subject to a market condition using a Monte Carlo simulation model, using the following weighted average assumptions: risk-free rate of 0.28% and annualized volatility of 35.5%. Depending on the performance achieved for these two metrics, the amount of shares earned, if any, can vary for each metric from 0% of the target award to a maximum of 200% of the target award. For similar performance-based RSUs awarded in 2018, the Company attained 126.2% of the target on a weighted average basis, resulting in an increase of 25,993 shares during the three months ended March 31, 2021.


		Number of Unvested RSUs	Weighted Average Grant Date Fair Value		Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value			Number of Unvested RSUs	Weighted Average Grant Date Fair Value		Average Remaining Contractual Life (Years)	Aggregate Intrinsic Value
Outstanding at January 1, 2021	Outstanding at January 1, 2021	784,968	$	26.46				Outstanding at January 1, 2021	784,968	$	26.46
Granted	Granted	234,566	34.62					Granted	252,672	34.31
Vested	Vested	(301,008)	30.80					Vested	(308,576)	30.65
Cancelled	Cancelled	(19,252)	25.54					Cancelled	(18,152)	25.30
Outstanding at June 30, 2021		699,274	$	27.35	1.3	$	21,208,980
Outstanding at September 30, 2021								Outstanding at September 30, 2021	710,912	$	27.46	1.1	$	23,005,000

Net income is divided by the weighted average number of common shares outstanding during the period to calculate basic earnings per share. Diluted earnings per share is calculated to give effect to stock options and RSUs. For the three and ~~six~~nine months ended ~~June~~September 30, 2020, no restricted shares or options to purchase shares were included in the computation of net income (loss) per share because to do so would be anti-dilutive. The following table summarizes the dilutive effect of RSUs and options to purchase common stock for the three and ~~six~~nine months ended ~~June~~September 30, 2021 and 2020:


		Three months ended June 30,		Six months ended June 30,			Three months ended September 30,		Nine months ended September 30,
		2021	2020	2021	2020		2021	2020	2021	2020
Weighted average common shares—basic	Weighted average common shares—basic	43,110,191	43,463,235	43,147,599	43,832,144	Weighted average common shares—basic	42,889,922	43,457,704	43,061,707	43,707,331
Dilutive effect of restricted stock units	Dilutive effect of restricted stock units	198,165	0	299,425	0	Dilutive effect of restricted stock units	204,177	—	267,675	—
Dilutive effect of stock options	Dilutive effect of stock options	0	0	24,592	0	Dilutive effect of stock options	—	—	16,395	—
Weighted average common shares—diluted	Weighted average common shares—diluted	43,308,356	43,463,235	43,471,616	43,832,144	Weighted average common shares—diluted	43,094,099	43,457,704	43,345,777	43,707,331

In March 2020, the Company announced its Board of Directors had authorized the Company to increase the purchase of its common stock up to $250 million in the aggregate. The initial authorization, approved in November 2015, authorized up to $50 million of purchases in the aggregate of its common stock. In the three and ~~six~~nine months ended ~~June~~September 30, 2021, the Company purchased ~~358,047~~129,866 and ~~440,218~~570,084 shares of its outstanding common stock for approximately ~~$11.6~~$4.0 million and ~~$14.2~~$18.2 million, respectively. ~~The~~During three and nine months ended September 30, 2020, the Company purchased ~~0 shares during the three months ended June 30, 2020~~188,028 and ~~1,253,650~~1,441,678 shares of its outstanding common stock for approximately ~~$31.6~~$4.5 million ~~during the six months ended June 30, 2020.~~and $36.0 million, respectively. As of ~~June~~September 30, 2021, the Company has approximately ~~$147.5~~$143.5 million remaining under the repurchase authorization.


		Pension Plans									Pension Plans
		Three months ended June 30,				Six months ended June 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2021		2020		2021		2020
Service costs	Service costs	$	320	$	310	$	650	$	630	Service costs	$	330	$	320	$	980	$	950
Interest costs	Interest costs	200		230		400		470		Interest costs	200		240		600		710
Expected return on plan assets	Expected return on plan assets	(390)		(360)		(780)		(730)		Expected return on plan assets	(380)		(380)		(1,160)		(1,110)

Amortization of net loss	Amortization of net loss	230		230		460		450		Amortization of net loss	220		220		680		670
Net periodic benefit cost	Net periodic benefit cost	$	360	$	410	$	730	$	820	Net periodic benefit cost	$	370	$	400	$	1,100	$	1,220


		Defined Benefit Plans		Derivative Instruments		Foreign Currency Translation		Total			Defined Benefit Plans		Derivative Instruments		Foreign Currency Translation		Total
Balance, December 31, 2020	Balance, December 31, 2020	$	(8,620)	$	(3,580)	$	6,580	$	(5,620)	Balance, December 31, 2020	$	(8,620)	$	(3,580)	$	6,580	$	(5,620)
Net unrealized gains (losses) arising during the period (a)	Net unrealized gains (losses) arising during the period (a)	0		3,330		(2,020)		1,310		Net unrealized gains (losses) arising during the period (a)	—		7,210		(6,570)		640
Less: Net realized losses reclassified to net income (b)	Less: Net realized losses reclassified to net income (b)	(310)		0		0		(310)		Less: Net realized losses reclassified to net income (b)	(470)		—		—		(470)
Net current-period other comprehensive income (loss)	Net current-period other comprehensive income (loss)	310		3,330		(2,020)		1,620		Net current-period other comprehensive income (loss)	470		7,210		(6,570)		1,110

Balance, June 30, 2021		$	(8,310)	$	(250)	$	4,560	$	(4,000)
Balance, September 30, 2021										Balance, September 30, 2021	$	(8,150)	$	3,630	$	10	$	(4,510)


		Defined Benefit Plans		Derivative Instruments		Foreign Currency Translation		Total			Defined Benefit Plans		Derivative Instruments		Foreign Currency Translation		Total
Balance, December 31, 2019	Balance, December 31, 2019	$	(9,930)	$	4,230	$	(300)	$	(6,000)	Balance, December 31, 2019	$	(9,930)	$	4,230	$	(300)	$	(6,000)
Net unrealized gains (losses) arising during the period (a)		0		2,300		(6,950)		(4,650)
Net unrealized losses arising during the period (a)										Net unrealized losses arising during the period (a)	—		(2,280)		(1,210)		(3,490)
Less: Net realized losses reclassified to net income (b)	Less: Net realized losses reclassified to net income (b)	(310)		0		0		(310)		Less: Net realized losses reclassified to net income (b)	(470)		—		—		(470)
Net current-period other comprehensive income (loss)	Net current-period other comprehensive income (loss)	310		2,300		(6,950)		(4,340)		Net current-period other comprehensive income (loss)	470		(2,280)		(1,210)		(3,020)

Balance, June 30, 2020		$	(9,620)	$	6,530	$	(7,250)	$	(10,340)
Balance, September 30, 2020										Balance, September 30, 2020	$	(9,460)	$	1,950	$	(1,510)	$	(9,020)

The effective income tax rate for the three months ended ~~June~~September 30, 2021 and 2020 was ~~(0.3)%~~27.0% and ~~26.1%~~10.7%, respectively. The rate for the three months ended ~~June~~September 30, 2021 is ~~lower~~higher than in the prior year primarily due to goodwill and intangible asset impairment charges, a portion of which was not tax deductible. The tax benefit associated with the goodwill and intangible asset impairment charges was treated as a ~~result~~discrete item in determining tax expense for the three months ended September 30, 2020.

The effective income tax rate for the nine months ended September 30, 2021 and 2020 was 19.2% and 12.4%, respectively. The rate for the nine months ended September 30, 2021 is higher than in the prior year as the effective tax rate for the nine months ended September 30, 2020 was impacted by a decrease in profitability resulting from various realignment charges, expense for a change in the Company’s accounting policy for asbestos-related defense costs and impairment of goodwill and indefinite-lived intangible assets. The effective tax rate for the nine months ended September 30, 2021 was impacted by the recognition of approximately $3.0 million of deferred tax benefits in Italy, the majority of which related to a reduction in deferred tax liabilities in connection with certain tax incentives.

On October 21, 2021, the ~~six months ended June 30,~~Company announced that its Board of Directors had declared a cash dividend of $0.04 per share of TriMas Corporation common stock, which will be payable on November 10, 2021 ~~and 2020 was 11.8% and 49.2%, respectively. The rate for the six months ended June 30, 2021 is lower than in the prior year primarily~~to shareholders of record as ~~a result~~ of the ~~recognition~~close of ~~approximately $3.0 million of deferred tax benefits~~business on November 3, 2021. This is TriMas’ first dividend since its initial public offering in Italy, the majority of which related to a reduction in deferred tax liabilities in connection with certain tax incentives. The rate for the six months ended June 30, 2020 was impacted by a decrease in profitability resulting from various realignment charges as well as an expense for a change in the Company’s accounting policy for asbestos-related defense costs.2007.

The following discussion and analysis of our financial condition contains forward-looking statements regarding industry outlook and our expectations regarding the performance of our business. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described under the heading "Forward-Looking Statements," at the beginning of this report. Our actual results may differ materially from those contained in or implied by any forward-looking statements. You should read the following discussion together with the Company's reports on file with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2020.

We are a diversified manufacturer and provider of products for customers primarily in the consumer products, aerospace & defense and industrial markets. Our wide range of innovative products are designed and engineered to solve application-specific challenges that our customers face. We believe our businesses share important and distinguishing characteristics, including: well-recognized and leading brand names in the focused markets we serve; innovative product technologies and features; a high-degree of customer approved processes and qualifications; established distribution networks; relatively low ongoing capital investment requirements; strong cash flow conversion and long-term growth opportunities. While the majority of our revenue is in the United States, we manufacture and supply products globally to a wide range of companies. We report our business activity in three segments: Packaging, Aerospace and Specialty Products.

In March 2020, the President of the United States declared the coronavirus ("COVID-19") outbreak a national emergency, as the World Health Organization determined it was a pandemic. In response to the COVID-19 pandemic, federal, provincial, state, county and local governments and public health organizations or authorities around the world implemented a variety of measures intended to control the spread of the virus, including quarantines, "shelter-in-place" or "stay-at-home" and similar orders, travel restrictions, business curtailments and closures, social distancing, personal hygiene requirements, and other measures.

We have been, and continue to be, focused on making sure the working environments for our employees are safe so our operations have the ability to deliver the products needed to support efforts to mitigate the COVID-19 pandemic. Nearly all of our manufacturing sites have been deemed essential operations and remained open during the COVID-19 pandemic, at varying levels of capacity and efficiency, experiencing only temporary shutdowns due to country-specific government mandates or for thorough cleaning as a result of suspected COVID-19 cases. The health of our employees, and the ability of our facilities to remain operational in the current regulated environment, will be critical to our future results of operations.

Our divisions were impacted in 2020 at differing levels and times, beginning with our Asian facilities and strategic supply network, both primarily in China, in late January, followed by our European (primarily Italy) and North American facilities in February and March. We implemented new work rules and processes, which promote social distancing and increased hygiene to ensure the safety of our employees, particularly at our production facilities. These measures, while not easily quantifiable, have increased the level of manufacturing inefficiencies due to elevated levels of absenteeism, resulting in less efficient production scheduling and, in certain cases, short-term idling of production. We expect that we will continue to operate with these protocols in place, which have impacted our results since early 2020.

Overall, our ~~second~~third quarter 2021 net sales increased approximately $~~19.4~~23.0 million, or ~~9.7%~~11.5%, compared to ~~second~~third quarter 2020, primarily ~~as a result of acquisitions in our Packaging segment and~~ as a result of increased industrial demand in our Specialty Products ~~segment. Sales~~segment, an acquisition in our Packaging segment ~~related to~~and the impact of customers' stocking orders within our Aerospace segment. These increases were partially offset by a decline in sales of our Packaging segment's dispensing and closure products ~~we supply~~ that are used in applications to fight the spread of germs, ~~continue at very high~~which sales reached record-high levels ~~but, as expected, lower than second~~in third quarter 2020 ~~levels~~ when there was a significant spike in demand atfollowing the onset of the ~~pandemic.~~COVID-19 pandemic, but now have abated to what we believe is a new, and higher, normalized level.

The most significant drivers affecting our results of operations ~~and our financial position~~ in ~~second~~third quarter 2021 compared with ~~second~~third quarter 2020, other than as directly impacted by demand level changes as a result of the COVID-19 pandemic, were ~~a change~~goodwill and intangible asset impairment charges in ~~accounting policy for asbestos-related defense costs in second~~third quarter 2020 ~~the refinancing of~~in our ~~long-term debt agreements in 2021,~~Aerospace segment, the impact of our recent acquisitions and increases in the cost of certain raw ~~materials, our realignment actions, and a decrease in our effective tax rate primarily as a result of the recognition of deferred tax benefits in Italy.~~materials.

~~In second~~During the third quarter of 2020, we ~~elected to change~~determined there was a triggering event requiring an interim quantitative impairment assessment for goodwill and indefinite-lived intangible assets within our ~~accounting policy~~Aerospace segment. While third quarter operating results were below pre-pandemic projected levels, the larger driver of the triggering event was a significant reduction in the July 2020 financial projection update for ~~asbestos-related defense costs from accruing for probable~~the remainder of 2020 compared with prior projections, and ~~reasonably estimable defense costs associated with known claims expected to settle to accruing for all~~uncertainty around the duration and magnitude of the impact of the COVID-19 pandemic on future ~~defense costs for~~financial results given the dependence of our Aerospace segment reporting units on future levels of air travel and new aircraft builds. We determined the carrying value of both ~~known and unknown claims, which we now believe can be reasonably estimated. This accounting change has been reflected~~of our Aerospace reporting units, as ~~a change~~well as of certain trade names, exceeded the fair value, resulting in ~~accounting estimate effected by a change in accounting principle. We recorded a~~ non-cash, pre-tax ~~charge for asbestos-related costs~~impairment charges of approximately ~~$23.4~~$126.8 million to goodwill and $7.8 million to indefinite lived intangible assets.

In December 2020, we completed the acquisition of Affaba & Ferrari Srl ("Affaba & Ferrari"), which specializes in the design, development and manufacture of precision caps and closures for food & beverage and industrial product applications, for an aggregate amount of approximately $98.4 million, net of cash acquired. Affaba & Ferrari, which is reported in our Packaging segment, operates out of a highly automated manufacturing facility and support office located in Borgo San Giovanni, Italy. Affaba & Ferrari contributed approximately $11.4 million of net sales during third quarter 2021.

In first quarter 2021, we began experiencing an increase in material costs compared with 2020 levels, primarily for resin-based raw materials and components, as well as for certain types of steel. These material costs further increased during both the second and third quarters of 2021. We have escalator/de-escalator clauses in our commercial contracts with certain of our customers, or can modify prices based on market conditions, and we have been taking actions to recover the increased cost of raw materials. However, given the lag nature of the commercial pricing mechanisms, we have and will continue to experience net earnings pressure until resin costs begin to stabilize and/or decline for several consecutive months. We estimate that due to the lag in timing between incurring the cost increases and recovering via commercial actions, our operating profit was negatively impacted by approximately $3 million and $9 million in the three and nine months ended ~~June~~September 30, 2021, respectively, compared with 2020, ~~which is included~~primarily in ~~selling, general and administrative expenses.~~our Packaging segment.

In March 2021, we refinanced our long-term debt, issuing $400 million aggregate principal amount of 4.125% senior unsecured notes due April 15, 2029 ("2029 Senior Notes") at par value in a private placement ~~offering,~~under Rule 144A of the Securities Act of 1933, as amended, and amending our existing credit agreement ("Credit Agreement"), extending the maturity to March 2026. We used the proceeds from the 2029 Senior Notes offering to pay fees and expenses of approximately $5.1 million related to the offering and approximately $1.1 million related to amending the Credit Agreement. The remaining cash proceeds from the 2029 Senior Notes were used for general corporate purposes, including repaying all outstanding revolving credit facility ~~borrowings.~~ ~~In April 2021, we completed the refinancing,~~borrowings and redeeming all of our outstanding senior notes due October 2025 ("2025 Senior Notes"), paying cash for the entire $300.0 million outstanding principal amount plus $7.3 million as a redemption premium. The $5.1 million of fees and expenses related to the 2029 Senior Notes were capitalized as debt issuance costs, while the $7.3 million redemption premium as well as approximately $3.0 million of unamortized debt issuance costs associated with the 2025 Senior Notes were expensed in the second quarter of 2021.

In ~~December~~the second quarter of 2020, we ~~completed the acquisition of Affaba & Ferrari Srl ("Affaba & Ferrari"),~~elected to change our accounting policy for asbestos-related defense costs from accruing for probable and reasonably estimable defense costs associated with known claims expected to settle to accruing for all future defense costs for both known and unknown claims, which ~~specializes~~we now believe can be reasonably estimated. This accounting change has been reflected as a change in ~~the design, development and manufacture of precision caps and closures~~accounting estimate effected by a change in accounting principle. We recorded a non-cash, pre-tax charge in second quarter 2020 for ~~food & beverage and industrial product applications, for an aggregate amount~~asbestos-related costs of approximately ~~$98.4~~$23.4 million, ~~net of cash acquired, subject to normal course adjustments, which are expected to be completed~~ ~~in third quarter 2021. Affaba & Ferrari,~~ which is ~~reported~~included in ~~the Company's Packaging segment, operates out of a highly automated manufacturing facility~~selling, general and ~~support office located~~administrative expenses.

In first quarter 2021, we began experiencing an increase in material costs compared with 2020 levels, primarily for resin-based raw materials and components, as well as for certain types of steel. These material costs further increased during second quarter 2021. We have escalator/de-escalator clauses in our commercial contracts with certain of our customers, or can modify prices based on market conditions, and we have been taking actions to recover the increased cost of raw materials. We estimate that due to the lag in timing between incurring the cost increases and recovering via commercial actions, our operating profit was negatively impacted by approximately $4 million and $6 million in the three and six months ended June 30, 2021, respectively, compared with 2020, primarily in our Packaging segment.

~~Since~~ second quarter 2020, we have been executing certain realignment actions in response to r~~eductions~~reductions in current and expected future end market demand following the onset of the COVID-19 pandemic. ~~In second quarter 2021, we~~ ~~continued our facility consolidation initiatives within our Packaging and Aerospace segments and also reorganized our corporate office finance group. As a result of these realignment efforts, we~~We recorded pre-tax facility consolidation and employee separation costs of approximately ~~$0.7~~$2.7 million and ~~$3.5~~$6.1 million, respectively, ~~during second quarter~~in the nine months ended September 30, 2021. In ~~second quarter~~the nine months ended September 30, 2020, we recorded ~~non-cash charges~~a pre-tax charge of approximately $13.2 million related to inventory reductions, primarily as a result of a strategic decision in our Arrow Engine division to streamline its product line offering. We also recorded charges of approximately ~~$2.2~~$2.3 million related to certain production equipment removed from service given reduced demand levels, and ~~reduced~~employee separation costs of approximately $3.6 million.

~~Our~~ effective tax rate ~~in second quarter~~for the first nine months of 2021 was ~~(0.3)%~~19.2%, compared to ~~26.1% in second quarter~~12.4% for the first nine months of 2020. The rate for the ~~second quarter~~nine months ended September 30, 2021 is ~~lower~~higher than in the prior year ~~primarily~~ as the effective tax rate for the nine months ended September 30, 2020 was impacted by a ~~result~~decrease in profitability resulting from various realignment charges, expense for a change in the Company’s accounting policy for asbestos-related defense costs and impairment of goodwill and indefinite-lived intangible assets. The effective tax rate for the nine months ended September 30, 2021 was impacted by the recognition of approximately $3.0 million of deferred tax benefits in Italy, the majority of which related to a reduction in deferred tax liabilities in connection with certain tax incentives.

We expect the COVID-19 pandemic will continue to impact us in the future at varying degrees. We expect the robust customer demand, compared with pre-pandemic demand levels, for our Packaging segment's dispensing pumps and closure products used in personal care and home care applications will continue, as we believe there is a positive secular trend focused on consumers' desire to stop the spread of germs and improve personal hygiene. We are actively collaborating with our customers and strategic supply partners to manage production capacity and supply chain availability as efficiently as possible. Industrial demand in North America was lower in 2020 compared to previous levels, and while demand levels significantly increased in both the second ~~quarter~~and third quarters of 2021, we are uncertain how and at what level demand will be impacted as governmental, travel or other restrictions are lifted, particularly in North America, where orders for our industrial cylinders, for example, are heavily influenced by the levels of construction and HVAC activity. We expect the aerospace market to continue to experience severe dislocation going forward, as except for the significant stocking ~~order~~orders for certain of our products received during 2021, our sales levels would be significantly lower than historical levels. With the current travel restrictions and significant drop in passenger miles, aircraft manufacturers have slowed production, and since second quarter 2020 we have experienced a significant drop in aerospace-related sales related to new commercial airplane builds compared to prior levels. We expect, except as favorably impacted by the ~~customer~~customers' stocking orders in 2021, lower levels of sales and related production to continue for the foreseeable future.

We have executed significant realignment actions since the onset of the COVID-19 pandemic, primarily in our Aerospace and Specialty Products segments, and also in certain Packaging product areas where demand has fallen, such as in the quick service and restaurant applications, to protect against the uncertain end market demand. We will continue to assess further actions if required. However, as a result of the COVID-19 pandemic's impact on global economic activity, and the continued potential impact to our future results of operations, as well if there is an impact to TriMas' market capitalization, we may record additional cash and non-cash charges related to incremental realignment actions, as well as for uncollectible customer account balances, excess inventory and idle production equipment.

Beyond the unique risks presented by the COVID-19 pandemic, other critical factors affecting our ability to succeed include: our ability to create organic growth through product development, cross-selling and extending product-line offerings, and our ability to quickly and cost-effectively introduce and successfully launch new products; our ability to acquire and integrate companies or products that supplement existing product lines, add new distribution channels or customers, expand our geographic coverage or enable better absorption of overhead costs; our ability to manage our cost structure more efficiently via supply base management, internal sourcing and/or purchasing of materials, selective outsourcing and/or purchasing of support functions, working capital management, and greater leverage of our administrative functions.

We are sensitive to price movements and availability of our raw materials supply. Our largest raw material purchases are for resins (such as polypropylene and polyethylene), steel, aluminum and other oil and metal-based purchased components. In addition to the factors affecting our ~~second~~third quarter 2021 results, there has been some volatility over the past two years as a direct and indirect result of foreign trade policy, where tariffs on certain of our commodity-based products sourced from Asia have been instituted, and certain North American suppliers have opportunistically increased their prices. We will continue to take actions to mitigate such increases, including implementing commercial pricing adjustments, resourcing to alternate suppliers and insourcing of previously sourced products to better leverage our global manufacturing footprint. Although we believe we are generally able to mitigate the impact of higher commodity costs over time, we may experience additional material costs and disruptions in supply in the future and may not be able to pass along higher costs to our customers in the form of price increases or otherwise mitigate the impacts to our operating results.

We continue to evaluate alternatives to redeploy the cash generated by our businesses, one of which includes returning capital to our shareholders. In 2020, our Board of Directors increased the authorization of share repurchases to a cumulative amount of $250 million. During ~~second~~third quarter 2021, we purchased ~~358,047~~129,866 shares of our outstanding common stock for approximately $~~11.6~~4.0 million. As of ~~June~~September 30, 2021, we had approximately ~~$147.5~~$143.5 million remaining under the repurchase authorization. We will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock, depending on market conditions and other factors.


		Three months ended June 30,									Three months ended September 30,
		2021		As a Percentage of Net Sales		2020		As a Percentage of Net Sales			2021		As a Percentage of Net Sales		2020		As a Percentage of Net Sales
Net Sales	Net Sales									Net Sales
Packaging	Packaging	$	139,630	63.8	%	$	128,830	64.6	%	Packaging	$	138,010	62.0	%	$	135,120	67.7	%
Aerospace	Aerospace	44,560		20.3	%	42,610		21.3	%	Aerospace	46,510		20.9	%	39,130		19.6	%
Specialty Products	Specialty Products	34,800		15.9	%	28,110		14.1	%	Specialty Products	37,900		17.0	%	25,210		12.6	%
Total	Total	$	218,990	100.0	%	$	199,550	100.0	%	Total	$	222,420	100.0	%	$	199,460	100.0	%
Gross Profit (Loss)	Gross Profit (Loss)									Gross Profit (Loss)
Packaging	Packaging	$	40,490	29.0	%	$	37,850	29.4	%	Packaging	$	39,410	28.6	%	$	40,240	29.8	%
Aerospace	Aerospace	9,310		20.9	%	2,670		6.3	%	Aerospace	10,150		21.8	%	6,930		17.7	%
Specialty Products	Specialty Products	8,230		23.6	%	(3,290)		(11.7)	%	Specialty Products	8,880		23.4	%	4,760		18.9	%
Total	Total	$	58,030	26.5	%	$	37,230	18.7	%	Total	$	58,440	26.3	%	$	51,930	26.0	%
Selling, General and Administrative Expenses	Selling, General and Administrative Expenses									Selling, General and Administrative Expenses
Packaging	Packaging	$	12,640	9.1	%	$	13,810	10.7	%	Packaging	$	12,070	8.7	%	$	12,220	9.0	%
Aerospace	Aerospace	7,190		16.1	%	6,880		16.1	%	Aerospace	6,160		13.2	%	5,840		14.9	%
Specialty Products	Specialty Products	2,220		6.4	%	2,650		9.4	%	Specialty Products	2,230		5.9	%	1,370		5.4	%
Corporate	Corporate	10,410		N/A		32,040		N/A		Corporate	7,160		N/A		6,220		N/A
Total	Total	$	32,460	14.8	%	$	55,380	27.8	%	Total	$	27,620	12.4	%	$	25,650	12.9	%
Operating Profit (Loss)	Operating Profit (Loss)									Operating Profit (Loss)
Packaging	Packaging	$	27,850	19.9	%	$	24,040	18.7	%	Packaging	$	27,340	19.8	%	$	28,020	20.7	%
Aerospace	Aerospace	2,120		4.8	%	(4,210)		(9.9)	%	Aerospace	3,980		8.6	%	(133,500)		(341.2)	%
Specialty Products	Specialty Products	6,010		17.3	%	(5,940)		(21.1)	%	Specialty Products	6,660		17.6	%	3,380		13.4	%
Corporate	Corporate	(10,410)		N/A		(32,040)		N/A		Corporate	(7,160)		N/A		(6,220)		N/A
Total	Total	$	25,570	11.7	%	$	(18,150)	(9.1)	%	Total	$	30,820	13.9	%	$	(108,320)	(54.3)	%
Depreciation	Depreciation									Depreciation
Packaging	Packaging	$	5,230	3.7	%	$	5,050	3.9	%	Packaging	$	5,280	3.8	%	$	4,490	3.3	%
Aerospace	Aerospace	1,810		4.1	%	2,070		4.9	%	Aerospace	1,670		3.6	%	1,640		4.2	%
Specialty Products	Specialty Products	910		2.6	%	960		3.4	%	Specialty Products	930		2.5	%	770		3.1	%
Corporate	Corporate	30		N/A		30		N/A		Corporate	30		N/A		30		N/A
Total	Total	$	7,980	3.6	%	$	8,110	4.1	%	Total	$	7,910	3.6	%	$	6,930	3.5	%
Amortization	Amortization									Amortization
Packaging	Packaging	$	2,400	1.7	%	$	2,320	1.8	%	Packaging	$	2,380	1.7	%	$	2,320	1.7	%
Aerospace	Aerospace	2,880		6.5	%	2,860		6.7	%	Aerospace	2,870		6.2	%	2,880		7.4	%
Specialty Products	Specialty Products	110		0.3	%	120		0.4	%	Specialty Products	120		0.3	%	110		0.4	%
Corporate	Corporate	—		N/A		—		N/A		Corporate	—		N/A		—		N/A
Total	Total	$	5,390	2.5	%	$	5,300	2.7	%	Total	$	5,370	2.4	%	$	5,310	2.7	%


		Six months ended June 30,									Nine months ended September 30,
		2021		As a Percentage of Net Sales		2020		As a Percentage of Net Sales			2021		As a Percentage of Net Sales		2020		As a Percentage of Net Sales
Net Sales	Net Sales									Net Sales
Packaging	Packaging	271,720		63.8	%	228,880		59.9	%	Packaging	409,730		63.2	%	364,000		62.6	%
Aerospace	Aerospace	89,170		21.0	%	91,530		23.9	%	Aerospace	135,680		20.9	%	130,660		22.5	%
Specialty Products	Specialty Products	64,830		15.2	%	61,930		16.2	%	Specialty Products	102,730		15.8	%	87,140		15.0	%
Total	Total	$	425,720	100.0	%	$	382,340	100.0	%	Total	$	648,140	100.0	%	$	581,800	100.0	%
Gross Profit	Gross Profit									Gross Profit
Packaging	Packaging	74,360		27.4	%	66,530		29.1	%	Packaging	113,770		27.8	%	106,770		29.3	%
Aerospace	Aerospace	20,280		22.7	%	14,580		15.9	%	Aerospace	30,430		22.4	%	21,510		16.5	%
Specialty Products	Specialty Products	14,720		22.7	%	2,490		4.0	%	Specialty Products	23,600		23.0	%	7,250		8.3	%
Total	Total	$	109,360	25.7	%	$	83,600	21.9	%	Total	$	167,800	25.9	%	$	135,530	23.3	%
Selling, General and Administrative Expenses	Selling, General and Administrative Expenses									Selling, General and Administrative Expenses
Packaging	Packaging	25,210		9.3	%	24,210		10.6	%	Packaging	37,280		9.1	%	36,430		10.0	%
Aerospace	Aerospace	13,660		15.3	%	13,710		15.0	%	Aerospace	19,820		14.6	%	19,550		15.0	%
Specialty Products	Specialty Products	4,190		6.5	%	5,000		8.1	%	Specialty Products	6,420		6.2	%	6,370		7.3	%
Corporate	Corporate	19,620		N/A		39,000		N/A		Corporate	26,780		N/A		45,220		N/A
Total	Total	$	62,680	14.7	%	$	81,920	21.4	%	Total	$	90,300	13.9	%	$	107,570	18.5	%
Operating Profit (Loss)	Operating Profit (Loss)									Operating Profit (Loss)
Packaging	Packaging	49,150		18.1	%	42,320		18.5	%	Packaging	76,490		18.7	%	70,340		19.3	%
Aerospace	Aerospace	6,620		7.4	%	870		1.0	%	Aerospace	10,600		7.8	%	(132,630)		(101.5)	%
Specialty Products	Specialty Products	10,530		16.2	%	(2,510)		(4.1)	%	Specialty Products	17,190		16.7	%	870		1.0	%
Corporate	Corporate	(19,620)		N/A		(39,000)		N/A		Corporate	(26,780)		N/A		(45,220)		N/A
Total	Total	$	46,680	11.0	%	$	1,680	0.4	%	Total	$	77,500	12.0	%	$	(106,640)	(18.3)	%
Depreciation	Depreciation									Depreciation
Packaging	Packaging	10,400		3.8	%	9,140		4.0	%	Packaging	15,680		3.8	%	13,630		3.7	%
Aerospace	Aerospace	3,590		4.0	%	3,760		4.1	%	Aerospace	5,260		3.9	%	5,400		4.1	%
Specialty Products	Specialty Products	1,780		2.7	%	1,800		2.9	%	Specialty Products	2,710		2.6	%	2,570		2.9	%
Corporate	Corporate	60		N/A		70		N/A		Corporate	90		N/A		100		N/A
Total	Total	$	15,830	3.7	%	$	14,770	3.9	%	Total	$	23,740	3.7	%	$	21,700	3.7	%
Amortization	Amortization									Amortization
Packaging	Packaging	4,800		1.8	%	4,650		2.0	%	Packaging	7,180		1.8	%	6,970		1.9	%
Aerospace	Aerospace	5,760		6.5	%	5,260		5.7	%	Aerospace	8,630		6.4	%	8,140		6.2	%
Specialty Products	Specialty Products	220		0.3	%	240		0.4	%	Specialty Products	340		0.3	%	350		0.4	%
Corporate	Corporate	—		N/A		—		N/A		Corporate	—		N/A		—		N/A
Total	Total	$	10,780	2.5	%	$	10,150	2.7	%	Total	$	16,150	2.5	%	$	15,460	2.7	%

Overall, net sales increased approximately ~~$19.4~~$23.0 million, or ~~9.7%~~11.5%, to ~~$219.0~~$222.4 million for the three months ended ~~June~~September 30, 2021, as compared with ~~$199.6~~$199.5 million in the three months ended ~~June~~September 30, 2020. ~~Our acquisitions~~The acquisition of Affaba and Ferrari added approximately $~~9.9~~11.4 million of sales. Organic sales, excluding the impact of currency exchange and acquisitions, increased approximately ~~$4.9~~$9.7 million, as increases in our Aerospace and Specialty Products segments were partially offset by the expected decline in organic sales in our Packaging segment as the high demand levels for products that help fight the spread of germs decreased compared with the record-high levels in the prior year. In addition, net sales increased by approximately ~~$4.6~~$1.9 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of a weakening U.S. dollar relative to foreign ~~currencies.~~currencies, as compared to third quarter 2020.

Gross profit margin (gross profit as a percentage of sales) approximated ~~26.5%~~26.3% and ~~18.7%~~26.0% for the three months ended ~~June~~September 30, 2021 and 2020, respectively. Gross profit margin increased ~~primarily due~~as a result of an approximate $2.0 million charge within our Aerospace segment related to ~~the impact~~an updated estimate of ~~higher realignment costs of $15.1 million~~a pre-acquisition contingent liability taken in the ~~second quarter of 2020 as compared to 2021, the impact of a non-cash purchase accounting charge in the second~~third quarter of 2020 that did not repeat in 2021, as well as ~~favorable foreign currency exchang~~e.due to leveraging our realignment actions taken during 2020, primarily in our Specialty Products segment. These ~~increases~~margin improvements were partially offset by ~~an increase in~~increased material costs, primarily in ~~the second quarter of 2021, primarily for resin-based materials. We estimate that~~our Packaging segment, an overall less favorable product sales mix, and due to production inefficiencies, primarily in our Aerospace segment, driven by the ~~lag in timing between incurring the material cost increases and recovering via commercial actions, our gross profit was negatively impacted by approximately $4 million.~~COVID-19 pandemic.

Operating profit (loss) margin (operating profit as a percentage of sales) approximated ~~11.7%~~13.9% and ~~(9.1)~~(54.3)% for the three months ended ~~June~~September 30, 2021 and 2020, respectively. Operating profit (loss) increased approximately ~~$43.7~~$139.1 million to an operating profit of approximately ~~$25.6~~$30.8 million in the three months ended ~~June~~September 30, 2021, from an operating loss of approximately ~~$18.2~~$108.3 million for the three months ended ~~June~~September 30, ~~2020.~~ ~~Operating profit margin~~2020, primarily due to approximately $134.6 million of goodwill and ~~dollars increased primarily~~indefinite-lived intangible asset impairment charges as ~~a result~~well as the impact of ~~a non-cash, pre-tax~~the $2.0 million pre-acquisition contingent liability charge ~~for asbestos-related costs~~within our Aerospace segment, all of ~~approximately $23.4 million in~~which were recorded during the ~~second~~third quarter of 2020 ~~due to a change in accounting policy that~~and did not repeat in ~~2021, as well as~~2021. Operating profit and margin further increased due to higher ~~realignment costs of $14.3 million in the second quarter of 2020 as compared to 2021~~sales levels and ~~higher sales levels. These increases~~favorable currency exchange, which were partially offset by ~~an increase in~~ material ~~costs.~~cost increases and higher production inefficiencies.

The effective income tax rate for the three months ended ~~June~~September 30, 2021 and 2020 was ~~(0.3)%~~27.0% and ~~26.1%~~10.7%, respectively. We recorded ~~nominal~~ income tax ~~benefit for the three months ended June 30, 2021 as compared to~~expense of approximately ~~$5.6~~$7.3 million for the three months ended ~~June~~September 30, 2021 as compared to an income tax benefit of approximately $12.1 million for the three months ended September 30, 2020. The rate for the three months ended ~~June~~September 30, 2021 is ~~lower~~higher than in the prior year primarily due to goodwill and intangible asset impairment charges, a portion of which was not tax deductible. The tax benefit associated with the goodwill and intangible asset impairment charges was treated as a ~~result of~~discrete item in determining tax expense for the ~~recognition of approximately $3.0 million of deferred tax benefits in Italy, the majority of which related to a reduction in deferred tax liabilities in connection with certain tax incentives.~~three months ended September 30, 2020.

Net income (loss) increased approximately ~~$27.5~~$120.5 million, to net income of ~~$11.8~~$19.6 million for the three months ended ~~June~~September 30, 2021, as compared to a net loss of ~~$15.7~~$100.9 million for the three months ended ~~June~~September 30, 2020. The increase was primarily the result of an increase in operating profit (loss) of approximately ~~$43.7 million, partially offset by debt financing and related expenses of approximately $10.3 million, a decrease in the income tax benefit of approximately $5.5~~$139.1 million and a decrease in other ~~income~~expense of approximately ~~$0.5~~$0.7 million, partially offset by an increase in income tax expense of approximately $19.4 million.

Packaging. Net sales increased approximately ~~$10.8~~$2.9 million, or ~~8.4%~~2.1%, to ~~$139.6~~$138.0 million in the three months ended ~~June~~September 30, 2021, as compared to ~~$128.8~~$135.1 million in the three months ended ~~June~~September 30, 2020. Affaba & Ferrari, acquired in December 2020, contributed approximately ~~$9.9~~$11.4 million of sales in the ~~second~~third quarter of 2021. Sales of products used in food and beverage markets increased by approximately $6.4 million, primarily due to strong demand for closures, dispensers and flexible packaging as the hospitality sector began to rebound from prior COVID-19 pandemic-related shutdowns. Sales of products used in industrial markets increased by approximately $4.7 million, primarily as a result of higher demand for closure products in North America. Sales of beauty and personal care dispensing products used in applications that help fight the spread of germs decreased by approximately ~~$4.7~~$21.0 million, as demand inhas abated for these products from the ~~second quarter of 2021, while still above historical levels, was lower than demand in second quarter 2020, which we believe was at~~ peak levels ~~following the onset~~in 2020 as a result of the COVID-19 ~~pandemic.~~pandemic, to what we believe is a new, and higher, normalized level. Net sales also increased by approximately ~~$4.6~~$1.9 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of the weakening U.S. dollar relative to foreign ~~currencies.~~currencies, as compared to third quarter 2020.

Gross profit ~~increased~~decreased approximately ~~$2.6~~$0.8 million to ~~$40.5~~$39.4 million, or ~~29.0%~~28.6% of sales, in the three months ended ~~June~~September 30, 2021, as compared to ~~$37.9~~$40.2 million, or ~~29.4%~~29.8% of sales, in the three months ended ~~June~~September 30, ~~2020, primarily due to increased~~2020. Gross profit was impacted in third quarter 2021 by approximately $3 million of higher year-over-year material costs (primarily resin) than were recovered via sales ~~levels~~price increases. This decrease was mostly offset by a more favorable product sales mix, with higher margin industrial and food and beverage products comprising a greater percentage of total sales, as well as a result of approximately ~~$1.5~~$0.7 million of currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of the weakening U.S. dollar relative to foreign currencies. During the second quarter of 2021, we recognized approximately $0.3 million of realignment costs primarily related to the closure of our Union City, California manufacturing facility and consolidation into our Indianapolis, Indiana and Woodridge, Illinois facilities as compared to $0.9 million of realignment costs in the second quarter of 2020, primarily related to the disposal of certain equipment removed from service. In addition, we recognized an approximate $0.8 million purchase accounting non-cash charge related to our 2020 acquisition of Rapak for the step-up of inventory to fair value and subsequent amortization during the three months ended June 30, 2020 that did not repeat in 2021. These increases were partially offset by approximately $4 million of higher material costs (primarily resin) than were recovered via sales price increases in the second quarter of 2021, and a less favorable product sales mix.

Selling, general and administrative expenses decreased approximately ~~$1.2~~$0.2 million to ~~$12.6~~$12.1 million, or ~~9.1%~~8.7% of sales, in the three months ended ~~June~~September 30, 2021, as compared to ~~$13.8~~$12.2 million, or ~~10.7%~~9.0% of sales, in the three months ended ~~June~~September 30, 2020, ~~due to approximately $1.4 million in charges~~as the impact of lower employee related costs and third party expenses was mostly offset by higher ongoing selling, general and administrative costs associated with ~~second quarter 2020 realignment actions, primarily for severance, that did not repeat in 2021.~~our acquisition of Affaba & Ferrari.

Operating profit ~~increased~~decreased approximately ~~$3.8~~$0.7 million to ~~$27.9~~$27.3 million, or ~~19.9%~~19.8% of sales, in the three months ended ~~June~~September 30, 2021, as compared to ~~$24.0~~$28.0 million, or ~~18.7%~~20.7% of sales, in the three months ended ~~June~~September 30, 2020, ~~primarily due to~~as the impact of material cost increases and slightly higher selling, general and administrative expenses more than offset a more favorable product sales ~~levels, favorable currency exchange, lower realignment costs,~~mix and the impact of ~~purchase accounting adjustments~~currency exchange.

Aerospace. Net sales for the three months ended September 30, 2021 increased approximately $7.4 million, or 18.9%, to $46.5 million, as compared to $39.1 million in the ~~second~~three months ended September 30, 2020. Sales of our fasteners products increased by approximately $5.6 million, as the impact of customers' stocking orders for specialized fasteners of approximately $6.9 million was partially offset by a decline in overall market-related demand due to the COVID-19 pandemic. Sales of our engineered components increased by approximately $1.8 million, primarily due to timing of end market demand.

Gross profit increased approximately $3.2 million to $10.2 million, or 21.8% of sales, in the three months ended September 30, 2021, from $6.9 million, or 17.7% of sales, in the three months ended September 30, 2020, due to the higher sales levels, as well as to an approximate $2.0 million charge related to an updated estimate of a pre-acquisition contingent liability taken in the third quarter of 2020 that did not repeat in 2021. These increases were partially offset by ~~the impact of higher material costs and a less favorable product sales mix.~~

~~Aerospace.~~ Net sales for the three months ended June 30, 2021 increased approximately $2.0 million, or 4.6%, to $44.6 million, as compared to $42.6 million in the three months ended June 30, 2020. Sales of our engineered components increased by approximately $1.1 million primarily due to timing of end market demand. Sales of our fasteners products increased by approximately $0.9 million, as the impact of stocking orders for specialized fasteners of approximately $7.9 million was mostly offset by a decline in overall market-related demand resulting from current and expected future reduced air travel due to the COVID-19 pandemic.

Gross profit increased approximately $6.6 million to $9.3 million, or 20.9% of sales, in the three months ended June 30, 2021, from $2.7 million, or 6.3% of sales, in the three months ended June 30, 2020, due primarily to realignment actions taken in the second quarter of 2020 to protect against uncertain end market demand and other adverse effects following the outbreak of the COVID-19 pandemic, resulting in charges of approximately $4.2 million related to inventory reductions, approximately $1.7 million related to severance and approximately $0.3 million related to production equipment removed from service. Gross profit also improved due to a more favorable product sales mix and the impact of an approximate $1.5 million purchase accounting non-cash charge related to our 2020 acquisition of RSA Engineered Products ("RSA") for the step-up of inventory to fair value and subsequent amortization during the three months ended June 30, 2020 that did not repeat in 2021. Partially offsetting these year-over-year improvements was a decline in gross profit due to lower absorption of fixed costs and production inefficiencies driven by the effects of the COVID-19 ~~pandemic, as well as approximately $0.6 million of realignment actions taken related to facility consolidations.~~pandemic.

Operating profit (loss) increased approximately ~~$6.3~~$137.5 million to an operating profit of ~~approximately $2.1~~$4.0 million, or ~~4.8%~~8.6% of sales, in the three months ended ~~June~~September 30, 2021, as compared to an operating loss of ~~$4.2~~$133.5 million, or ~~9.9%~~341.2% of sales, in the three months ended ~~June~~September 30, 2020, primarily due to ~~lower year-over-year realignment~~approximately $134.6 million of goodwill and indefinite-lived intangible asset impairment charges ~~a more favorable product sales mix and~~as well as the ~~recognition~~impact of ~~a purchase accounting adjustment related to RSA's step-up to fair value and subsequent amortization~~the updated pre-acquisition contingent liability charge, all of which were recorded during the ~~second~~third quarter of 2020 ~~that~~and did not repeat in ~~2021,~~2021. These improvements, plus the impact of higher sales levels, were partially offset by ~~lower absorption of fixed costs,~~ production inefficiencies and higher selling, general and administrative expenses.

Specialty Products. Net sales for the three months ended ~~June~~September 30, 2021 increased approximately ~~$6.7~~$12.7 million, or ~~23.8%~~50.3%, to ~~$34.8~~$37.9 million, as compared to ~~$28.1~~$25.2 million in the three months ended ~~June~~September 30, 2020. Sales of our cylinder products increased approximately ~~$5.0~~$9.3 million, due to higher demand for steel cylinders in North America as industrial activity ~~begins~~continues to increase following the previous lower levels a year ago as a result of the COVID-19 pandemic. Sales of engines, compressors and related parts used in upstream oil and gas applications increased by approximately ~~$1.7~~$3.4 million, primarily as a result of higher oil-field activity in North America. The second quarter of 2020 included approximately $0.7 million of sales related to the liquidation of non-core inventory following our strategic decision to streamline Arrow Engine's product line offering.

Gross profit increased approximately ~~$11.5~~$4.1 million to ~~$8.2~~$8.9 million, or ~~23.6%~~23.4% of sales, in the three months ended ~~June~~September 30, 2021, as compared to ~~$3.3~~$4.8 million, or ~~11.7%~~18.9% of sales, in the three months ended ~~June~~September 30, 2020. During the second quarter of 2020, we executed certain realignment actions in response to reduced end market demand as a result of the COVID-19 pandemic, resulting in approximately $9.0 million of non-cash charges, primarily related to Arrow Engine streamlining its product line offering and liquidating the non-core inventory, which did not repeat in 2021. In addition, grossGross profit increased in the ~~second~~third quarter of 2021 due to higher sales levels, while margins further improved due to favorable product sales mix and leveraging ~~the~~ previous realignment actions.

Selling, general and administrative expenses ~~decreased~~increased approximately ~~$0.4~~$0.9 million to $2.2 million, or ~~6.4%~~5.9% of sales, in the three months ended ~~June~~September 30, 2021, as compared to ~~$2.7~~$1.4 million, or ~~9.4%~~5.4% of sales, in the three months ended ~~June~~September 30, 2020, ~~as we incurred selling, general~~primarily due to higher employment and ~~administrative realignment expenses~~spending levels in support of ~~approximately $0.7 million~~the increase in ~~the second quarter of 2020 related to severance as we reduced our employment~~sales levels.

Operating profit ~~(loss)~~ increased approximately ~~$12.0~~$3.3 million to ~~an operating profit of $6.0~~$6.7 million, or ~~17.3%~~17.6% of sales, in the three months ended ~~June~~September 30, 2021, as compared to ~~an operating loss of $5.9~~$3.4 million, or ~~21.1%~~13.4% of sales, in the three months ended ~~June~~September 30, 2020, primarily due to ~~the impact of the second quarter 2020 realignment costs that did not repeat in 2021, as well as higher~~increased sales levels, a more favorable product sales mix and ~~related profit conversion~~ leveraging ~~the 2020~~previous realignment actions.


		Three months ended June 30,					Three months ended September 30,
		2021		2020			2021		2020
Corporate operating expenses	Corporate operating expenses	$	6.6	$	5.6	Corporate operating expenses	$	5.5	$	5.1
Non-cash stock compensation	Non-cash stock compensation	3.3		2.8		Non-cash stock compensation	1.6		0.9
Legacy expenses	Legacy expenses	0.5		23.6		Legacy expenses	0.1		0.2
Corporate expenses	Corporate expenses	$	10.4	$	32.0	Corporate expenses	$	7.2	$	6.2

Corporate expenses ~~decreased~~increased approximately ~~$21.6~~$0.9 million to approximately ~~$10.4~~$7.2 million for the three months ended ~~June~~September 30, 2021, from approximately ~~$32.0~~$6.2 million for the three months ended ~~June~~September 30, 2020, primarily as a result of ~~the $23.4 million~~an increase in non-cash ~~charge recorded in second quarter 2020~~stock compensation due to ~~the change~~timing and higher estimated attainment of ~~our accounting policy for asbestos-related defense costs.~~existing awards, as well as due to higher Corporate operating ~~expenses increased primarily as a result of realignment charges recorded in the second quarter 2021 relating to the corporate office finance group reorganization.~~expenses.

Overall, net sales increased approximately ~~$43.4~~$66.3 million, or ~~11.3%~~11.4%, to ~~$425.7~~$648.1 million for the ~~six~~nine months ended ~~June~~September 30, 2021, as compared with ~~$382.3~~$581.8 million in the ~~six~~nine months ended ~~June~~September 30, 2020, primarily as a result of acquisitions, which added approximately ~~$27.6~~$39.0 million of sales. Organic sales, excluding the impact of currency exchange and acquisitions, increased in each of our three segments, growing a total of approximately ~~$8.4~~$18.1 million. Organic sales in our Specialty Products segment increased approximately $15.6 million as a ~~sales increase~~result of ~~$12.1 million~~increased industrial and oil-field activity. Organic sales in our Packaging segment ~~primarily for~~increased approximately $1.8 million, as increases in products used in food and beverage, industrial and other applications were mostly offset by a decrease in sales of dispensing products used in beauty and personal care and home care applications that help fight the spread of ~~germs, and an increase of $2.9 million in our Specialty Products segment, primarily for steel cylinders used in industrial applications in North America, were partially offset by $6.6 million lower~~germs. Organic sales in our Aerospace segment ~~primarily due to lower demand~~increased approximately $0.7 million, as sales for customers' stocking orders were mostly offset by a ~~result of~~decline in sales resulting from the impact from the COVID-19 ~~pandemic. In addition, net~~pandemic on the overall aerospace industry. Net sales increased by approximately ~~$7.4~~$9.3 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of athe weakening U.S. dollar relative to foreign currencies.

Gross profit margin (gross profit as a percentage of sales) approximated ~~25.7%~~25.9% and ~~21.9%~~23.3% for the ~~six~~nine months ended ~~June~~September 30, 2021 and 2020, respectively. Gross profit margin increased primarily due to the impact of ~~higher~~lower realignment, ~~costs~~contingent liability and purchase accounting charges of ~~$13.3~~approximately $13.1 million, $2.0 million and $2.0 million, respectively, in the first ~~half~~nine months of ~~2020 as compared to~~ 2021 ~~the impact of non-cash purchase accounting charges in~~than the first ~~half~~nine months of ~~2020 that did not repeat~~2020. These increases, plus a more favorable product sales mix and leveraging of our prior realignment actions in ~~2021, as well as favorable foreign currency exchange. This increase was~~our Specialty Products segment were partially offset by ~~an increase in~~higher material costs (primarily resin) in ~~the first half of 2021, primarily for resin-based materials. We estimate that due to the lag in timing between incurring the material cost increases~~our Packaging segment and ~~recovering via commercial actions,~~production inefficiencies within our ~~gross profit was negatively impacted by approximately $6 million.~~Aerospace segment.

Operating profit (loss) margin (operating profit as a percentage of sales) approximated ~~11.0%~~12.0% and ~~0.4%~~(18.3)% for the ~~six~~nine months ended ~~June~~September 30, 2021 and 2020, respectively. Operating profit increased approximately ~~$45.0~~$184.1 million, to ~~$46.7~~$77.5 million for the ~~six~~nine months ended ~~June~~September 30, 2021, compared to ~~$1.7~~$106.6 million for the ~~six~~nine months ended ~~June~~September 30, ~~2020.~~ ~~Operating profit margin~~2020, primarily due to approximately $134.6 million of goodwill and ~~dollars increased primarily~~indefinite-lived intangible asset impairment charges as ~~a result~~well as the impact of ~~a non-cash, pre-tax~~the $2.0 million pre-acquisition contingent liability charge ~~for asbestos-related costs~~within our Aerospace segment, all of ~~approximately $23.4 million in~~which were recorded during the ~~second~~third quarter of 2020 ~~due to a change in accounting policy that~~and did not repeat in ~~2021, as well as~~2021. Operating profit and margin further increased due to higher ~~realignment costs of $10.3~~ ~~million in the second quarter of 2020 as compared to 2021 and higher~~ sales levels. and lower realignment and purchase accounting costs than in 2020. These increases were partially offset by ~~an increase~~higher material costs (primarily resin) in ~~material costs.~~our Packaging segment and production inefficiencies within our Aerospace segment.

Interest expense decreased approximately ~~$0.1~~$0.2 million, to ~~$7.7~~$11.1 million, for the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$7.8~~$11.3 million for the ~~six~~nine months ended ~~June~~September 30, 2020 as a lower ~~weighted average borrowings~~effective interest rate more than offset an increase in our ~~interest rates. We drew $150 million on our revolving credit facility in first quarter 2020 to ensure availability of cash on hand, but subsequently repaid this amount late in second quarter 2020.~~weighted average borrowings.

The effective income tax rate for the ~~six~~nine months ended ~~June~~September 30, 2021 and 2020 was ~~11.8%~~19.2% and ~~49.2%~~12.4%, respectively. We recorded tax expense of approximately ~~$3.3~~$10.6 million for the ~~six~~nine months ended ~~June~~September 30, 2021 as compared to a tax benefit of approximately ~~$2.5~~$14.6 million for the ~~six~~nine months ended ~~June~~September 30, 2020. The rate for the ~~six~~nine months ended ~~June~~September 30, 2021 is ~~lower~~higher than in the prior year ~~primarily~~ as the effective tax rate for the nine months ended September 30, 2020 was impacted by a ~~result~~decrease in profitability resulting from various realignment charges, expense for a change in the Company’s accounting policy for asbestos-related defense costs and impairment of goodwill and indefinite-lived intangible assets. The effective tax rate for the nine months ended September 30, 2021 was impacted by the recognition of approximately $3.0 million of deferred tax benefits in Italy, the majority of which related to a reduction in deferred tax liabilities in connection with certain tax incentives. The rate for the six months ended June 30, 2020 was impacted by a decrease in profitability resulting from various realignment charges as well as an expense for a change in the Company’s accounting policy for asbestos-related defense costs.

Net income increased by approximately ~~$27.5~~$147.9 million, to net income of ~~$24.9~~$44.5 million for the ~~six~~nine months ended ~~June~~September 30, 2021, compared to a net loss of ~~$2.6~~$103.5 million for the ~~six~~nine months ended ~~June~~September 30, 2020. The increase was primarily the result of an increase in operating profit of approximately ~~$45.0~~$184.1 million and a decrease in interest expense of $0.2 million, partially offset by debt financing and related expenses of approximately ~~$10.5~~$10.5 million, an increase in ~~the~~ income tax ~~benefit (expense)~~expense of approximately ~~$5.8~~$25.2 million and ~~a decrease~~an increase in other ~~income (expense)~~expense of approximately ~~$1.3~~$0.7 million.

Packaging. Net sales increased approximately ~~$42.8~~$45.7 million, or ~~18.7%~~12.6%, to ~~$271.7~~$409.7 million in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$228.9~~$364.0 million in the ~~six~~nine months ended ~~June~~September 30, 2020. Acquisition-related sales growth was approximately ~~$23.3~~$34.7 million, comprised of ~~$18.0~~$29.4 million of sales from our December 2020 acquisition of Affaba & Ferrari and $5.3 million resulting from the January through March 2021 sales of our April 2020 acquisition of Rapak. Sales of products used in food and beverage markets increased by approximately $8.4 million, primarily due to strong demand for caps, closures and flexible packaging as the hospitality sector began to rebound from prior COVID-19 pandemic-related shutdowns. Sales of products used in industrial markets increased by approximately $7.9 million, primarily as a result of higher demand for closure products in North America. Sales of dispensing products used in beauty and personal care ~~and~~as well as home care applications that help fight the spread of germs ~~increased~~decreased by approximately ~~$4.1~~$18.6 million, ~~primarily for personal hygiene applications,~~ as demand ~~rose,~~has abated for these products from the peak levels in ~~part, due to the COVID-19 pandemic. Sales of products used in industrial markets increased by approximately $3.2 million, primarily~~2020 as a result of ~~higher demand from~~ the drums and metal closure markets in North America. Sales of products used in food and beverage markets increased by approximately $2.0 million, as the sub-markets in which many of these products are used, such as vending machines in exercise facilities, began to rebound from prior pandemic-related shutdowns.COVID-19 pandemic. Net sales also increased by approximately ~~$7.4~~$9.3 million due to currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of the weakening U.S. dollar relative to foreign currencies.

Packaging's gross profit increased approximately ~~$7.8~~$7.0 million to ~~$74.4~~$113.8 million, or ~~27.4%~~27.8% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$66.5~~$106.8 million, or ~~29.1%~~29.3% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020, primarily due to ~~increased~~the higher sales levels, ~~and~~plus approximately ~~$2.5~~$3.2 million of currency exchange, as our reported results in U.S. dollars were favorably impacted as a result of the weakening U.S. dollar relative to foreign currencies. ~~In addition, we recognized an approximate $0.8 million purchase accounting non-cash charge related to the step-up~~Gross profit margin also increased as a result of ~~Rapak's inventory to fair value~~a more favorable product sales mix, as higher margin industrial and ~~subsequent amortization during the three months ended June 30, 2020 that did not repeat in 2021.~~food and beverage products comprised a larger percentage of total sales. These increases were partially offset by approximately $6$9 million of higher material costs (primarily resin) than were recovered via sales price increases in the ~~first half of~~nine months ended September 30, 2021. ~~During~~In addition, during the first ~~half~~three quarters of 2021, we recognized approximately $1.6 million of realignment costs primarily related to the closure of our Union City, California manufacturing facility and consolidation into our Indianapolis, Indiana and Woodridge, Illinois facilities as compared to $0.9 million of realignment costs in the ~~second quarter of~~comparable period in 2020, primarily related to the disposal of certain equipment removed from service. In addition, we recognized an approximate $0.8 million purchase accounting non-cash charge related to the step-up of Affaba & Ferrari's inventory to fair value and subsequent amortization in the first half of 2021.

Packaging's selling, general and administrative expenses increased approximately ~~$1.0~~$0.9 million to ~~$25.2~~$37.3 million, or ~~9.3%~~9.1% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$24.2~~$36.4 million, or ~~10.6%~~10.0% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020, primarily due to higher ongoing selling, general and administrative costs associated with our acquisitions, partially offset by approximately $1.4 million in charges associated with ~~first half 2020~~ realignment actions in the first nine months of 2020, primarily for severance, that did not repeat in ~~the first half of~~ 2021.

Packaging's operating profit increased approximately ~~$6.8~~$6.2 million to ~~$49.2~~$76.5 million, or ~~18.1%~~18.7% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$42.3~~$70.3 million, or ~~18.5%~~19.3% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020, primarily due to higher sales levels, a more favorable product sales mix and favorable currency ~~exchange. These increases~~exchange, which were partially offset by the impact of higher material costs, incremental realignment charges, and higher selling, general and administrative expenses.

Aerospace. Net sales for the ~~six~~nine months ended ~~June~~September 30, 2021 ~~decreased~~increased approximately ~~$2.4~~$5.0 million, or ~~2.6%~~3.8%, to ~~$89.2~~$135.7 million, as compared to ~~$91.5~~$130.7 million in the ~~six~~nine months ended ~~June~~September 30, 2020. RSA, acquired in February 2020, added approximately $4.3 million of sales for January and February 2021. ~~While sales~~Sales of our fastener products ~~benefited from~~increased approximately ~~$13.9~~$1.3 million, as approximately $20.8 million of sales of customers' stocking orders for specialized fasteners in the first ~~six~~nine months of 2021 ~~sales of our fastener and engineered components products declined~~were mostly offset by ~~approximately $4.4 million and $2.3 million, respectively, both due to the~~ lower ~~demand~~year-over-year sales resulting from current and expected future reduced air travel due to the COVID-19 pandemic. Sales of our engineered components products declined by approximately $0.6 million.

Gross profit within Aerospace increased approximately ~~$5.7~~$8.9 million to ~~$20.3~~$30.4 million, or ~~22.7%~~22.4% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, from ~~$14.6~~$21.5 million, or ~~15.9%~~16.5% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020, primarily due ~~primarily~~ to ~~realignment actions taken~~charges recorded in the ~~second quarter~~first nine months of 2020 ~~to protect against uncertain end market demand and other adverse effects following~~that did not repeat in the ~~outbreak~~first nine months of 2021. First, we recorded approximately $5.0 million lower realignment charges in the ~~COVID-19 pandemic, resulting in charges~~first nine months of ~~approximately $4.2 million~~2021 compared with the first nine months of 2020, which were principally related to inventory reductions ~~approximately $1.7~~and facility consolidations in response to the COVID-19 pandemic. In addition, in the first nine months of 2020, we recorded a $2.0 million charge related to ~~severance and approximately $0.3 million related to production equipment removed from service. Gross profit also improved due to~~an updated estimate of a ~~more favorable product sales mix and the impact of~~pre-acquisition contingent liability, as well as an approximate $2.0 million purchase accounting non-cash charge related to the step-up of RSA's inventory to fair value and subsequent amortization, ~~during the six months ended June 30, 2020 that~~each of which did not repeat in 2021. ~~Partially offsetting~~In addition to the impact of these ~~improvements was a decline in~~charges, gross profit further increased due to the impact of higher sales. All of these factors were partially offset by lower absorption of fixed costs and production inefficiencies during 2021 driven by the COVID-19 ~~pandemic and by approximately $1.1 million due to realignment actions taken related to facility consolidations.~~pandemic.

Selling, general and administrative expenses ~~was flat at $13.7~~increased approximately $0.3 million to $19.8 million, or ~~15.3%~~14.6% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$13.7~~$19.6 million, or 15.0% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020, asprimarily due to the impact of higher ongoing selling, general and administrative costs associated with our acquisition of ~~RSA was offset by cost reduction efforts to mitigate the impact of lower sales levels~~RSA.

Operating profit (loss) within Aerospace increased approximately ~~$5.8~~$143.2 million to an operating profit of ~~$6.6~~$10.6 million, or ~~7.4%~~7.8% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to an operating loss of ~~$0.9~~$132.6 million, or ~~1.0%~~(101.5)% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020, primarily due to approximately $134.6 million of goodwill and indefinite-lived intangible asset impairment charges during the third quarter of 2020. Operating profit also improved due to lower realignment and other charges ~~a more favorable product sales mix and the recognition of a purchase accounting adjustment related to RSA's step-up to fair value and subsequent amortization during~~recorded in the first ~~half~~nine months of 2020 that did not repeat in 2021, partially offset by ~~lower fixed cost absorption~~production inefficiencies and ~~production inefficiencies.~~higher selling, general and administrative expenses.

Specialty Products. Net sales for the ~~six~~nine months ended ~~June~~September 30, 2021 increased approximately ~~$2.9~~$15.6 million, or ~~4.7%~~17.9%, to ~~$64.8~~$102.7 million, as compared to ~~$61.9~~$87.1 million in the ~~six~~nine months ended ~~June~~September 30, 2020. Sales of our cylinder products increased approximately ~~$1.9~~$11.2 million, due to higher demand for steel cylinders in North America as industrial activity ~~began to increase in second quarter 2021~~is now increasing following the previous lower levels in 2020 as a result of the COVID-19 pandemic. Sales of engines, compressors and related parts used in upstream oil and gas applications increased by approximately ~~$1.0~~$4.4 million, primarily as a result of higher oil-field activity in North America. Our sales in the first ~~six~~nine months of 2020 included approximately $0.7 million related to the liquidation of non-core inventory following our strategic decision to streamline Arrow Engine's product line offering.

Gross profit within Specialty Products increased approximately ~~$12.2~~$16.4 million to ~~$14.7~~$23.6 million, or ~~22.7%~~23.0% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$2.5~~$7.3 million, or ~~4.0%~~8.3% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020. During the ~~six~~nine months ended ~~June~~September 30, 2020, we executed certain realignment actions in response to reduced end market demand as a result of the COVID-19 pandemic, resulting in approximately $9.0 million of non-cash charges, primarily related to Arrow Engine streamlining its product line offering and liquidating the non-core inventory, which did not repeat in 2021. In addition, gross profit increased in the ~~six~~nine months ended ~~June~~September 30, 2021 due to higher sales levels, while margins further improved due to favorable product sales mix and leveraging the previous realignment actions.

Selling, general and administrative expenses within Specialty Products ~~decreased~~increased approximately ~~$0.8~~$0.1 million to ~~$4.2~~$6.4 million, or ~~6.5%~~6.2% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~$5.0~~$6.4 million, or ~~8.1%~~7.3% of sales, in the ~~six~~nine months ended ~~June~~September 30, ~~2020, as we~~2020. Our 2021 selling, general and administrative expenses have increased primarily due to higher employment and spending levels aligned with the increase in sales levels. We incurred selling, general and administrative realignment expenses of approximately $0.7 million in the ~~six~~nine months ended ~~June~~September 30, 2020 related to severance ~~as we reduced our employment levels.~~that did not repeat in 2021.

Operating profit ~~(loss)~~ within Specialty Products increased approximately ~~$13.0~~$16.3 million to ~~an operating profit of $10.5~~$17.2 million, or ~~16.2%~~16.7% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2021, as compared to ~~an operating loss of $2.5~~$0.9 million, ~~of operating profit,~~ or ~~4.1%~~1.0% of sales, in the ~~six~~nine months ended ~~June~~September 30, 2020, primarily due to the impact of ~~the first half~~ 2020 realignment costs that did not repeat in 2021, as well as higher sales and related profit conversion leveraging the 2020 realignment actions without the need to add incremental fixed costs.


		Six months ended June 30,					Nine months ended September 30,
		2021		2020			2021		2020
Corporate operating expenses	Corporate operating expenses	$	13.0	$	10.9	Corporate operating expenses	$	18.5	$	16.1
Non-cash stock compensation	Non-cash stock compensation	5.7		4.7		Non-cash stock compensation	7.3		5.6
Legacy expenses	Legacy expenses	0.9		23.4		Legacy expenses	1.0		23.5
Corporate expenses	Corporate expenses	$	19.6	$	39.0	Corporate expenses	$	26.8	$	45.2

Corporate expenses decreased approximately ~~$19.4~~$18.4 million to ~~$19.6~~$26.8 million for the ~~six~~nine months ended ~~June~~September 30, 2021, from ~~$39.0~~$45.2 million for the ~~six~~nine months ended ~~June~~September 30, 2020, primarily as a result of the $23.4 million non-cash charge recorded in ~~second quarter~~ 2020 due to the change of our accounting policy for asbestos-related defense costs. Corporate operating expenses increased primarily as a result of realignment charges related to the corporate office legal and finance groups ~~during~~in the ~~first half of~~nine months ended September 30, 2021.

•For the ~~six~~nine months ended ~~June~~September 30, 2021, the Company generated approximately ~~$72.3~~$110.2 million of cash, based on the reported net income of approximately ~~$24.9~~$44.5 million and after considering the effects of non-cash items related to depreciation, amortization, loss on dispositions of assets, changes in deferred income taxes, debt financing and related expenses, stock-based compensation and other operating activities. For the ~~six~~nine months ended ~~June~~September 30, 2020, the Company generated approximately ~~$52.1~~$82.7 million in cash flows based on the reported net loss of approximately ~~$2.6~~$103.5 million and after considering the effects of similar non-cash items, ~~and~~ the asbestos-related change in liability ~~estimate.~~estimate and the impairment of goodwill and indefinite-lived intangible assets.

•Increases in accounts receivable resulted in a use of cash of approximately ~~$22.6~~$23.3 million and ~~$12.3~~$6.2 million for the ~~six~~nine months ended ~~June~~September 30, 2021 and 2020, respectively. The increased use of cash for each of the ~~six~~nine month periods is due primarily to the timing of sales and collection of cash related thereto within the periods. Days sales outstanding of receivables increased two days through the nine months ended September 30, 2021, and remained relatively consistent ~~during these periods~~through the nine months ended September 30, 2020.

•We increased our investment in inventory by approximately ~~$0.9~~$5.9 million for the ~~six~~nine months ended ~~June~~September 30, 2021 and decreased our investment in inventory by approximately ~~$5.3~~$4.5 million for the ~~six~~nine months ended ~~June~~September 30, 2020. Our days sales in inventory decreased by approximately ten days in 2021 through solid inventory management even as our 2021 net sales increased above 2020 levels. Our days sales in inventory ~~also~~ decreased by approximately ~~ten~~12 days inthrough the nine months ended September 30, 2020, ~~compared with 2019~~primarily as a result of ~~second quarter 2020 realignment actions to reduce inventory, primarily related to our~~of the strategic decision in our Arrow Engine division to streamline its product line offering.

•An increase in accounts payable and accrued liabilities resulted in a source of cash of approximately ~~$1.4~~$0.5 million for the ~~six~~nine months ended ~~June~~September 30, 2021, while a decrease in accounts payable and accrued liabilities resulted in a use of cash of approximately ~~$14.5~~$7.4 million for the ~~six~~nine months ended ~~June~~September 30, 2020. Days accounts payable on hand remained consistent in 2021, while days payables decreased by ~~approximately two days in 2021 compared with a decrease of approximately nine~~six days in 2020, primarily as we paid certain key Packaging vendors more quickly in 2020 to ensure our orders remained a top priority for them given our robust demand levels and minimal available capacity in the ~~marketplace in 2020.~~marketplace.

Net cash used for investing activities for the ~~six~~nine months ended ~~June~~September 30, 2021 and 2020 was approximately ~~$18.2~~$29.7 million and ~~$102.3~~$110.9 million, respectively. During the first ~~six~~nine months of 2021, we invested approximately ~~$18.3~~$29.9 million in capital expenditures, as we continued our investment in growth, capacity and productivity-related capital projects. During the first ~~six~~nine months of 2020, we invested approximately ~~$9.3~~$17.7 million in capital expenditures and paid approximately $95.2 million, net of cash acquired, to acquire RSA and Rapak. We also received proceeds from disposition of business, property and equipment of approximately ~~$2.1 million.~~$1.9 million in the first nine months of 2020.

Net cash provided by financing activities for the ~~six~~nine months ended ~~June~~September 30, 2021 was approximately ~~$19.0~~$15.0 million, while net cash used for financing activities was approximately ~~$35.8~~$40.9 million for the ~~six~~nine months ended ~~June~~September 30, 2020. During the first ~~six~~nine months of 2021, we issued $400.0 million principal amount of senior notes, made net repayments of approximately $48.6 million on our revolving credit facilities, and redeemed $300.0 million principal amount of senior notes. In connection with refinancing our long-term debt, we paid approximately $13.6 million of debt financing fees and redemption premium. We also purchased approximately ~~$14.2~~$18.2 million of outstanding common stock and used a net cash amount of approximately ~~$4.6~~$4.7 million related to our stock compensation arrangements. During the first ~~six~~nine months of 2020, we ~~borrowed~~made net repayments of approximately ~~$1.6~~$2.3 million, ~~net of repayments,~~ on our revolving credit facilities. We also purchased approximately ~~$31.6~~$36.1 million of outstanding common stock and used a net cash amount of approximately $2.6 million related to our stock compensation arrangements.

In March 2021, we issued the 2029 Senior Notes in a private placement under Rule 144A of the Securities Act of 1933, as amended. We used the proceeds from the 2029 Senior Notes offering to pay fees and expenses of approximately $5.1 million related to the offering and pay fees and expenses of $1.1 million related to amending our Credit Agreement. In connection with the issuance, during the second quarter of 2021, we completed the redemption of our 2025 Senior Notes, paying $300.0 million to retire the outstanding principal amount plus $7.3 million as a redemption premium. The remaining cash proceeds from the 2029 Senior Notes were used for general corporate purposes, including repaying all outstanding revolving credit facility borrowings. The $5.1 million of fees and expenses related to the 2029 Senior Notes were capitalized as debt issuance costs, while the $7.3 million redemption premium as well as approximately $3.0 million of unamortized debt issuance costs associated with the 2025 Senior Notes were recorded as expense within debt financing and related expenses in the accompanying statement of operations in the ~~six~~nine months ended ~~June~~September 30, 2021.

The 2029 Senior Notes accrue interest at a rate of 4.125% per annum, payable semi-annually in arrears on April 15 and October 15, commencing October 15, 2021. The payment of principal and interest is jointly and severally guaranteed, on a senior unsecured basis, by certain subsidiaries of the Company (each a "Guarantor" and collectively the "Guarantors"). The 2029 Senior Notes are pari passu in right of payment with all existing and future senior indebtedness and effectively subordinated to all existing and future secured indebtedness to the extent of the value of the assets securing such indebtedness.

Prior to April 15, 2024, we may redeem up to 40% of the principal amount of the 2029 Senior Notes at a redemption price of 104.125% of the principal amount, plus accrued and unpaid interest, if any, to the redemption date, with the net cash proceeds of one or more equity offerings provided that each such redemption occurs within 90 days of the date of closing of each such equity offering. In addition, prior to April 15, 2024, we may redeem all or part of the 2029 Senior Notes at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, to the redemption date, plus a "make whole" premium.

For the ~~six~~nine months ended ~~June~~September 30, 2021, our consolidated subsidiaries that do not guarantee the 2029 Senior Notes represented approximately 28% of the total of guarantor and non-guarantor net sales, treating each as a consolidated group and excluding intercompany transactions between guarantor and non-guarantor subsidiaries. In addition, our non-guarantor subsidiaries represented approximately ~~37%~~42% and 49% of the total guarantor and non-guarantor assets and liabilities, respectively, as of ~~June~~September 30, 2021, treating the guarantor and non-guarantor subsidiaries each as a consolidated group.

In March 2021, we amended our Credit Agreement in connection with the issuance of the 2029 Senior Notes to extend the maturity date. We incurred fees and expenses of approximately $1.1 million related to the amendment, all of which were capitalized as debt issuance costs. We also recorded approximately $0.2 million of non-cash expense related to the write-off of previously capitalized deferred financing fees. The Credit Agreement consists of a $300.0 million senior secured revolving credit facility, which permits borrowings denominated in specific foreign currencies, subject to a $125.0 million sub limit, maturing on March 29, 2026 and is subject to interest at London Interbank Offered Rate ("LIBOR") plus 1.50%. The interest rate spread is based upon the leverage ratio, as defined, as of the most recent determination date.

The Credit Agreement provides for incremental revolving credit commitments in an amount not to exceed the greater of $200.0 million and an amount such that, after giving effect to such incremental commitments and the incurrence of any other indebtedness substantially simultaneously with the making of such commitments, the senior secured net leverage ratio, as defined in the Credit Agreement, is no greater than 3.00 to 1.00. The terms and conditions of any incremental revolving credit facility commitments must be no more favorable than the existing credit facility.

Amounts drawn under our revolving credit facility fluctuate daily based upon our working capital and other ordinary course needs. Availability under our revolving credit facility depends upon, among other things, compliance with our Credit Agreement's financial covenants. Our Credit Agreement contains various negative and affirmative covenants and other requirements affecting us and our subsidiaries, including the ability to, subject to certain exceptions and limitations, incur debt, liens, mergers, investments, loans, advances, guarantee obligations, acquisitions, asset dispositions, sale-leaseback transactions, hedging agreements, dividends and other restricted payments, transactions with affiliates, restrictive agreements and amendments to charters, bylaws, and other material documents. The terms of our Credit Agreement require us and our subsidiaries to meet certain restrictive financial covenants and ratios computed quarterly, including a maximum total net leverage ratio (total consolidated indebtedness plus outstanding amounts under the accounts receivable securitization facility, less the aggregate amount of certain unrestricted cash and unrestricted permitted investments, as defined, over consolidated EBITDA, as defined), a maximum senior secured net leverage ratio (total consolidated senior secured indebtedness, less the aggregate amount of certain unrestricted cash and unrestricted permitted investments, as defined, over consolidated EBITDA, as defined) and a minimum interest expense coverage ratio (consolidated EBITDA, as defined, over the sum of consolidated cash interest expense, as defined, and preferred dividends, as defined). Our permitted total net leverage ratio under the Credit Agreement is 4.00 to 1.00 as of ~~June~~September 30, 2021. If we were to complete an acquisition which qualifies for a Covenant Holiday Period, as defined in our Credit Agreement, then our permitted total net leverage ratio cannot exceed 4.50 to 1.00 during that period. Our actual total net leverage ratio was ~~1.79~~1.65 to 1.00 at ~~June~~September 30, 2021. Our permitted interest expense coverage ratio under the Credit Agreement is 3.00 to 1.00 as of ~~June~~September 30, 2021. Our actual interest expense coverage ratio was ~~12.83~~12.94 to 1.00 at ~~June~~September 30, 2021. At ~~June~~September 30, 2021, we were in compliance with our financial covenants.

Twelve Months
Ended
~~June~~September 30, 2021

Net ~~loss~~income

~~(52,280)~~68,180

Bank stipulated adjustments:

Interest expense

~~14,520~~14,510

Income tax expense

~~(17,370)~~1,980

Depreciation and amortization

~~51,460~~52,500

~~Impairment charges and asset write-offs~~

~~134,600~~

Non-cash compensation expense(1)

~~9,150~~9,880

Non-cash charges for deferred tax asset valuation allowances

250

Other non-cash expenses or losses

1,880

Non-recurring expenses or costs(2)

~~14,780~~14,890

Extraordinary, non-recurring or unusual gains or losses

~~4,150~~1,470

Effects of purchase accounting adjustments

830

Business and asset dispositions

~~540~~450

Net losses on early extinguishment of debt

3,000

Permitted acquisitions

~~3,500~~1,770

Currency gains and losses

~~980~~420

Consolidated Bank EBITDA, as defined

~~169,990~~172,010

Our revolving credit facility allows for the issuance of letters of credit, not to exceed $40.0 million in aggregate. We placed restricted cash on deposit with a financial institution to be held as cash collateral for our outstanding letters of credit; therefore, as of ~~June~~September 30, 2021 and December 31, 2020, we had no letters of credit issued against our revolving credit facility. At ~~June~~September 30, 2021, we had no amounts outstanding under our revolving credit facility and had approximately $300.0 million available after giving effect to letters of credit issued and outstanding. At December 31, 2020, we had $50.5 million ~~amounts~~ outstanding under our revolving credit facility and had approximately $249.5 million available after giving effect to letters of credit issued and outstanding. Our letters of credit, or corresponding restricted cash deposits, are used for a variety of purposes, including support of certain operating lease agreements, vendor payment terms and other subsidiary operating activities, and to meet various states' requirements to self-insure workers' compensation claims, including incurred but not reported claims. Our borrowing capacity was not reduced by leverage restrictions contained in the Credit Agreement as of ~~June~~September 30, 2021 and December 31, 2020.

Our weighted average borrowings during the first ~~six~~nine months of 2021 approximated ~~$403.7~~$402.5 million, compared to approximately ~~$413.6~~$387.7 million during the first ~~six~~nine months of ~~2020. In March~~ 2020, ~~we proactively drew $150 million~~primarily due to a higher aggregate principal balance on our ~~revolving credit facility~~senior notes due to ~~ensure availability of cash on hand given~~ the ~~potential uncertainty surrounding the financial markets as a result~~issuance of the ~~COVID-19 pandemic. We repaid~~2029 Senior Notes and the ~~$150 million~~redemption of the 2025 Senior Notes during ~~second quarter 2020.~~the first half of 2021.

In considering the economic uncertainty surrounding the potential business impacts from the COVID-19 pandemic with respect to our operations, supply chains, distribution channels, and end-market customers, we have taken certain defensive actions as we monitor our cash position and available liquidity. These actions have included suspending our repurchase of our common stock, borrowing on our revolving credit facility, tightening our capital expenditures, advanced monitoring of our accounts receivable balances and flexing cost structures of operations expected to be most impacted by COVID-19. Given strong cash generation and our current liquidity position, we have subsequently relaxed certain of these actions, choosing to further invest in capital expenditures for our businesses and resume purchasing shares of our common stock.

The majority of our cash on hand as of ~~June~~September 30, 2021 is located within the U.S., and given available funding under our revolving credit facility of $300.0 million at ~~June~~September 30, 2021 (after consideration of the aforementioned leverage restrictions) and based on forecasted cash sources and requirements inherent in our business plans, we believe that our liquidity and capital resources, including anticipated cash flows from operations, will be sufficient to meet our debt service, capital expenditure and other short-term and long-term obligations for the foreseeable ~~future.~~future, as well as dividends and share repurchases.

In March 2020, we announced our Board of Directors had authorized us to increase the purchase of our common stock up to $250 million in the aggregate, an increase of $100 million from the prior authorization. In the three and ~~six~~nine months ended ~~June~~September 30, 2021, we purchased ~~358,047~~129,866 and ~~440,218~~570,084 shares of our outstanding common stock for an aggregate purchase price of approximately ~~$11.6~~$4.0 million and ~~$14.2~~$18.2 million, respectively. Since the initial authorization through ~~June~~September 30, 2021, we have purchased ~~3,694,949~~3,824,815 shares of our outstanding common stock for an aggregate purchase price of approximately ~~$102.5~~$106.5 million. We will continue to evaluate opportunities to return capital to shareholders through the purchase of our common stock and the payment of dividends, depending on market conditions, including the potential impact of the COVID-19 pandemic, and other factors.

We conduct business in various locations throughout the world and are subject to market risk due to changes in the value of foreign currencies. The functional currencies of our foreign subsidiaries are primarily the local currency in the country of domicile. We manage these operating activities at the local level and revenues and costs are generally denominated in local currencies; however, results of operations and assets and liabilities reported in U.S. dollars will fluctuate with changes in exchange rates between such local currencies and the U.S. dollar.

We use derivative financial instruments to manage currency risks associated with our procurement activities denominated in currencies other than the functional currency of our subsidiaries and the impact of currency rate volatility on our earnings. As of ~~June~~September 30, 2021, we were party to foreign exchange forward and swap contracts to hedge changes in foreign currency exchange rates with notional amounts of approximately ~~$126.5~~$126.9 million. We also use cross-currency swap agreements to mitigate currency risks associated with the net investment in certain of our foreign subsidiaries. See Note 10, "Derivative Instruments," included in Part 1, Item 1, "Notes to Unaudited Consolidated Financial Statements," within this quarterly report on Form 10-Q for additional information.

We and certain of our outstanding debt obligations are rated by Standard & Poor's and Moody's. On March 24, 2021, Moody's assigned a Ba3 rating to our 2029 Senior Notes. See Note 9, "Long-term Debt" included in Part I, Item 1, "Notes to Unaudited Consolidated Financial Statements" within this quarterly report on Form 10-Q. Moody's also affirmed a Ba2 Corporate Family Rating and maintained its outlook as stable. On March 15, 2021, Standard & Poor's assigned a BB- rating to our 2029 Senior Notes. On February 26, 2021, Standard & Poor's affirmed a BB corporate credit rating and maintained its outlook as stable. If our credit ratings were to decline, our ability to access certain financial markets may become limited, our cost of borrowings may increase, the perception of us in the view of our customers, suppliers and security holders may worsen and as a result, we may be adversely affected.

It has now been more than one year since the onset of the COVID-19 pandemic. The COVID-19 pandemic has significantly affected each of our businesses and how we operate, albeit in different ways and magnitudes. Sales in our Packaging segment for dispensing and closure products we supply that are used in applications to fight the spread of germs continue to be much stronger than before the COVID-19 pandemic, although, as expected, have ~~declined~~abated from peak levels in ~~second quarter~~ 2020 at the onset of the COVID-19 pandemic. Sales in our Specialty Products segment ~~have~~had been depressed by low levels of industrial activity in the U.S., but ~~began~~have begun to rebound in second ~~quarter~~and third quarters of 2021. Sales in our Aerospace segment are expected to be lower than historical levels for an indefinite period as a result of low new commercial aircraft builds, but have been boosted by ~~a customer's~~customers' stocking orders during the first ~~half~~nine months of 2021.

We believe our financial results demonstrate our ability to effectively leverage our TriMas Business Model, working across our businesses with a high degree of connectivity to respond to changing market conditions, including the ongoing challenges presented by the COVID-19 pandemic. We have capitalized on opportunities where market demand was high, while also taking swift actions where market demand was sharply reduced. We have continued to take proactive realignment actions to mitigate the effects of lower demand from the COVID-19 pandemic as much as practical.

While we experienced increased sales levels during ~~second~~third quarter 2021, as compared to the same period in 2020, we believe there will be a continued period of uncertainty related to demand levels for our ~~other~~ products, whether it be when new aircraft builds will ramp-up that require our fasteners or engineered products or whether industrial demand will continue to improve toward pre-pandemic levels. We expect to continue to mitigate, as much as practical, the impact of low volumes in the most challenged end markets, executing realignment actions as necessary so we are positioned to gain operating leverage when these end markets recover. We believe we remain well positioned to capitalize on the recovery of the aerospace and industrial markets, as well as available market growth opportunities. We believe the continued effectiveness of vaccines, as well as continued measures intended to control the spread of the virus and future variants thereof, are among the most significant factors that could impact demand for our products.

In the normal course of business, we are exposed to market risk associated with fluctuations in foreign currency exchange rates. We are also subject to interest risk as it relates to long-term debt. See Part I, Item 2, "Management's Discussion and Analysis of Financial Condition and Results of Operations," for details about our primary market risks, and the objectives and strategies used to manage these risks. Also see Note 9, "Long-term Debt," and Note 10, "Derivative Instruments," in Part I, Item 1, "Notes to Unaudited Consolidated Financial Statements," included within this quarterly report on Form 10-Q for additional information.

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized, and reported within the time periods specified in the SEC's rules and forms, and that such information is accumulated and communicated to the Company's management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.

As of ~~June~~September 30, 2021, an evaluation was carried out by management, with the participation of the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company's disclosure controls and procedures (as such term is defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) pursuant to Rule 13a-15 of the Exchange Act. The Company's disclosure controls and procedures are designed only to provide reasonable assurance that they will meet their objectives. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that as of ~~June~~September 30, 2021, the Company's disclosure controls and procedures are effective to provide reasonable assurance that they would meet their objectives.

In response to the COVID-19 pandemic, we have required certain employees, some of whom are involved in the operation of our internal controls over financial reporting, to work from home. Despite this change, there have been no changes in the Company's internal control over financial reporting during the quarter ended ~~June~~September 30, 2021 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting. We are continually monitoring and assessing the COVID-19 pandemic on our internal controls to minimize any impact it may have on their design and operating effectiveness.

Period Total Number of Shares Purchased Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (1)
April 1, 2021 to April 30, 2021 52,204 $ 30.92 52,204 $ 157,453,974
May 1, 2021 to May 31, 2021 228,475 $ 32.78 228,475 $ 149,964,638
June 1, 2021 to June 30, 2021 77,368 $ 31.96 77,368 $ 147,492,131
Total 358,047 $ 32.33 358,047 $ 147,492,131


Period	Total Number of Shares Purchased	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (1)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (1)
July 1, 2021 to July 31, 2021	65,611	$	29.98	65,611	$	145,525,137
August 1, 2021 to August 31, 2021	37,067	$	31.90	37,067	$	144,342,519
September 1, 2021 to September 30, 2021	27,188	$	29.50	27,188	$	143,540,446
Total	129,866	$	30.43	129,866	$	143,540,446

(1) In March 2020, the Company announced its Board of Directors had authorized the Company to increase the purchase of its common stock up to $250 million in the aggregate from its previous authorization of $150 million. The increased authorization includes the value of shares already purchased under the previous authorization. Pursuant to this share repurchase program, during the three months ended ~~June~~September 30, 2021, the Company repurchased ~~358,047~~129,866 shares of its common stock at a cost of approximately ~~$11.6~~$4.0 million. The share repurchase program is effective and has no expiration date.


(Mark One)
☒	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarterly Period Ended		~~June~~September 30, 2021
Or
☐	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Transition Period from to .


Delaware						38-2687639
(State or other jurisdiction of incorporation or organization)						(IRS Employer Identification No.)


Title of each class	Trading symbol(s)	Name of exchange on which registered
Common stock, $0.01 par value	TRS	The NASDAQ Stock Market LLC


	September 30, 2021		December 31, 2020
Land and land improvements	$	19,730	$	20,040
Buildings	92,520		91,970
Machinery and equipment	404,450		384,010
	516,700		496,020
Less: Accumulated depreciation	262,370		242,960
Property and equipment, net	$	254,330	$	253,060


	June 30, 2021		December 31, 2020
Land and land improvements	$	19,870	$	20,040
Buildings	92,170		91,970
Machinery and equipment	397,290		384,010
	509,330		496,020
Less: Accumulated depreciation	256,100		242,960
Property and equipment, net	$	253,230	$	253,060


Year	Percentage
2024	102.063	%
2025	101.031	%
2026 and thereafter	100.000	%


	~~June~~September 30, 2021


Total Indebtedness, as defined	$	~~303,750~~284,200
Consolidated Bank EBITDA, as defined	~~169,990~~172,010
Total net leverage ratio	~~1.79~~1.65		x
Covenant requirement	4.00		x


3.1			Fourth Amended and Restated Certificate of Incorporation of TriMas Corporation (Incorporated by reference to the Exhibits filed with TriMas Corporation's Quarterly Report on Form 10-Q filed on August 3, 2007 (File No. 001-10716)).
3.2			Third Amended and Restated By-laws of TriMas Corporation (Incorporated by reference to the Exhibits filed with TriMas Corporation's Current Report on Form 8-K filed on December 18, 2015 (File No. 001-10716)).
10.1			Separation Agreement between TriMas Corporation and Robert J. Zalupski dated May 1, 2021.*
~~10.2~~			~~Offer Letter between TriMas Corporation and Scott Mell dated March 15, 2021.~~Executive Severance / Change in Control Policy (Incorporated by reference to the Exhibits filed with Corporation's Current Report on Form 8-K filed on August 11, 2021 (File No. 001-10716)).*
31.1			Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
31.2			Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
32.1			Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
32.2			Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
101			The following materials from TriMas Corporation's Quarterly Report on Form 10-Q for the quarter ended ~~June~~September 30, 2021, formatted in Inline XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheet, (ii) the Consolidated Statement of Operations, (iii) the Consolidated Statement of Comprehensive Income, (iv) the Consolidated Statement of Cash Flows, (v) the Consolidated Statement of Shareholders' Equity, (vi) Notes to Consolidated Financial Statements, and (vii) document and entity information.






104			Cover Page Interactive Data File (embedded within the Inline XBRL document)