8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):  July 28, 2010

Commission file number: 001-13337

STONERIDGE, INC.

(Exact name of registrant as specified in its charter)

Ohio	34-1598949
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

9400 East Market Street, Warren, Ohio	44484
(Address of principal executive offices)	(Zip Code)

(330) 856-2443

Registrant’s telephone number, including area code

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 Results of Operations and Financial Condition.

On July 28, 2010, Stoneridge, Inc. issued a press release announcing its results for the second quarter of 2010.  A copy of the press release is attached hereto as Exhibit 99.1.  This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Stoneridge, Inc.
Date: July 28, 2010	/s/ George E. Strickler
	George E. Strickler, Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer)

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Exhibit Index

99.1 Press release dated July 28, 2010, announcing results for the second quarter of 2010.

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EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

STONERIDGE REPORTS SECOND-QUARTER 2010 RESULTS

Increasing Volume Drives Net Sales up 62.6%

Cost Savings Initiatives Benefitting Operating Income and Leveraging Volume to Improve Gross Margin

WARREN, Ohio – July 28, 2010 – Stoneridge, Inc. (NYSE: SRI) today announced net sales of $166.3 million and net income of $4.2 million, or $0.17 per diluted share, for the second quarter ended June 30, 2010.

Net sales increased $64.0 million, or 62.6%, to $166.3 million, compared with $102.3 million for the second quarter of 2009, driven by market demand coupled with internal organic growth.  The increase in net sales was primarily caused by increased volume in the second quarter of 2010 compared with the second quarter of 2009 in the passenger car and light truck markets in North America (72.7%) and medium- and heavy-duty truck markets in both North America (28.3%) and Europe (58.1%).

Net income for the second quarter of 2010 was $4.2 million, or $0.17 per diluted share, compared with a net loss of $19.8 million, or $(0.84) per diluted share, in the second quarter of 2009.  The increase in net income was primarily due to increased production volume and the favorable impact of previous restructuring and cost-reduction initiatives.

Stoneridge generated operating income of $8.2 million in the second quarter as the Company leveraged its streamlined cost structure against improving industry volumes.

As of June 30, 2010, Stoneridge’s consolidated cash position was $74.6 million, $17.3 million lower than its 2009 year-end balance of $91.9 million, and was primarily the result of higher accounts receivable balances from higher sales. The Company’s Asset Based Lending facility remains undrawn.

Outlook

“We are encouraged by the improvement we are beginning to see in industry volumes,” said John C. Corey, the Company’s president and chief executive officer. “While the state of the economic recovery remains a variable in our future forecast, we now believe our 2010 sales will increase and be in the range of $605 million to $625 million based on the market outlook we have today.  I am further encouraged by our team’s ability to maintain the Company’s cost structure vis-a-vis the improving industry volumes and our new business wins.  We look forward to benefits that we believe we will recognize as higher industry volumes and new business wins enhance our financial results.”

Conference Call on the Web

A live Internet broadcast of Stoneridge’s conference call regarding 2010 second-quarter results can be accessed at 11 a.m. Eastern time on Wednesday, July 28, 2010, at www.stoneridge.com, which will also offer a webcast replay.

About Stoneridge, Inc.

Stoneridge, Inc., headquartered in Warren, Ohio, is an independent designer and manufacturer of highly engineered electrical and electronic components, modules and systems principally for the medium- and heavy-duty truck, automotive and agricultural and off-highway vehicle markets.  Additional information about Stoneridge can be found at www.stoneridge.com.

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Forward-Looking Statements

Statements in this release that are not historical fact are forward-looking statements, which involve risks and uncertainties that could cause actual events or results to differ materially from those expressed or implied in this release.  Things that may cause actual results to differ materially from those in the forward-looking statements include, among other factors, the loss of a major customer; a significant change in medium- and heavy-duty truck, automotive or agricultural and off-highway vehicle production; disruption in the OEM supply chain due to bankruptcies; a significant change in general economic conditions in any of the various countries in which the Company operates; labor disruptions at the Company’s facilities or at any of the Company’s significant customers or suppliers; the ability of the Company’s suppliers to supply the Company with parts and components at competitive prices on a timely basis; customer acceptance of new products; and the failure to achieve successful integration of any acquired company or business.  In addition, this release contains time-sensitive information that reflects management’s best analysis only as of the date of this release.  The Company does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release.  Further information concerning issues that could materially affect financial performance related to forward-looking statements contained in this release can be found in the Company’s periodic filings with the Securities and Exchange Commission.

For more information, contact:

Kenneth A. Kure, Corporate Treasurer and Director of Finance

330/856-2443

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STONERIDGE, INC. AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands, except per share data)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2010			2009			2010			2009
Net Sales	$	166,262		$	102,290		$	314,336		$	223,375
Costs and Expenses:
Cost of goods sold		126,642			88,694			241,189			190,504
Selling, general and administrative		31,447			27,889			61,015			55,924
Operating Income (Loss)		8,173			(14,293	)		12,132			(23,053	)
Interest expense, net		5,630			5,538			11,236			11,035
Equity in earnings of investees		(1,611	)		(903	)		(2,302	)		(1,478	)
Other expense (income), net		(749	)		639			(1,699	)		645
Income (Loss) Before Income Taxes		4,903			(19,567	)		4,897			(33,255	)
Provision (benefit) for income taxes		731			197			(758	)		(1,911	)
Net Income (Loss)		4,172			(19,764	)		5,655			(31,344	)
Net Loss Attributable to Noncontrolling Interest		(21	)		-			(44	)		-
Net Income (Loss) Attributable to Stoneridge, Inc. and
Subsidiaries	$	4,193		$	(19,764	)	$	5,699		$	(31,344	)
Basic net income (loss) per share	$	0.17		$	(0.84	)	$	0.24		$	(1.33	)
Basic weighted average shares outstanding		23,965			23,516			23,922			23,490
Diluted net income (loss) per share	$	0.17		$	(0.84	)	$	0.23		$	(1.33	)
Diluted weighted average shares outstanding		24,389			23,516			24,351			23,490

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STONERIDGE, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

	June 30,			December 31,
	2010			2009
ASSETS	(Unaudited)			(Audited)
Current Assets:
Cash and cash equivalents	$	74,608		$	91,907
Accounts receivable, less reserves of $1,363 and $2,350, respectively		106,813			81,272
Inventories, net		47,061			40,244
Prepaid expenses and other		20,434			17,247
Total current assets		248,916			230,670
Long-Term Assets:
Property, plant and equipment, net		73,424			76,991
Investments and other, net		55,553			54,864
Total long-term assets		128,977			131,855
Total Assets	$	377,893		$	362,525
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Accounts payable	$	63,471		$	50,947
Accrued expenses and other current liabilities		40,977			36,827
Total current liabilities		104,448			87,774
Long-Term Liabilities:
Long-term debt		183,290			183,431
Other long-term liabilities		10,485			17,263
Total long-term liabilities		193,775			200,694
Shareholders' Equity:
Preferred Shares, without par value, authorized 5,000 shares, none issued		-			-
Common Shares, without par value, authorized 60,000 shares, issued 25,969 and 25,301
shares and outstanding 25,440 and 25,000 shares, respectively, with no stated value		-			-
Additional paid-in capital		160,100			158,748
Common Shares held in treasury, 529 and 301 shares, respectively, with no stated value		(411	)		(292	)
Accumulated deficit		(85,861	)		(91,560	)
Accumulated other comprehensive income		1,394			2,669
Total Stoneridge Inc. and Subsidiaries shareholders’ equity		75,222			69,565
Noncontrolling interest		4,448			4,492
Total shareholders' equity		79,670			74,057
Total Liabilities and Shareholders' Equity	$	377,893		$	362,525

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STONERIDGE, INC. AND SUBSIDIARIES

 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)

	Six Months
	Ended June 30,
	2010			2009
OPERATING ACTIVITIES:
Net cash used for operating activities	$	(7,433	)	$	(2,600	)
INVESTING ACTIVITIES:
Capital expenditures		(7,063	)		(6,743	)
Proceeds from sale of fixed assets		21			92
Net cash used for investing activities		(7,042	)		(6,651	)
FINANCING ACTIVITIES:
Share-based compensation activity, net		294			-
Revolving credit facility borrowings, net		477			-
Repayments of debt		(141	)		-
Net cash provided by financing activities		630			-
Effect of exchange rate changes on cash and cash equivalents		(3,454	)		2,040
Net change in cash and cash equivalents		(17,299	)		(7,211	)
Cash and cash equivalents at beginning of period		91,907			92,692
Cash and cash equivalents at end of period	$	74,608		$	85,481

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