Titan International (TWI) Registration Filing summary

Company overview and business model

• Global manufacturer and supplier of wheels, tires, and undercarriage systems for off-highway industries, serving OEM and aftermarket customers in agricultural, earthmoving/construction, and consumer markets.

• Product portfolio includes brands such as Goodyear Farm Tire, Titan Tire, Carlstar, and Voltyre-Prom, with recent expansion through the acquisition of Carlstar, which adds the Carlisle® brand and other consumer-focused products.

• Operations include research and development facilities for tire and wheel design validation, and a global distribution network.

Financial performance and metrics

• Acquired Carlstar for approximately $296.2 million, paid as $127.5 million in cash and $168.7 million in common stock.

• Issued 11,921,766 shares of common stock as part of the Carlstar acquisition.

• As of October 31, 2024, there were 63,139,435 shares of common stock outstanding.

Use of proceeds and capital allocation

• Will not receive any proceeds from the sale of shares by selling stockholders; all proceeds go to the selling stockholders.

• Responsible for all registration-related fees and up to $30,000 of outside counsel fees for selling stockholders, as well as customary underwriter fees if required.