10-Q

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2017

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission File Number 1-898

AMPCO-PITTSBURGH CORPORATION

Pennsylvania	25-1117717
(State of Incorporation)	(I.R.S. Employer Identification No.)

726 Bell Avenue, Suite 301

Carnegie, Pennsylvania 15106

(Address of principal executive offices)

(412) 456-4400

(Registrant’s telephone number)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter periods that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act    ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes    ☐  No    ☒

On November 3, 2017, 12,361,486 common shares were outstanding.

AMPCO-PITTSBURGH CORPORATION

INDEX

		Page No.
Part I – Financial Information:
Item 1 – Financial Statements (Unaudited)
	Condensed Consolidated Balance Sheets – September 30, 2017 and December 31, 2016		3
	Condensed Consolidated Statements of Operations – Three and Nine Months Ended September 30, 2017 and 2016		4
	Condensed Consolidated Statements of Comprehensive Income (Loss) – Three and Nine Months Ended September 30, 2017 and 2016		5
	Condensed Consolidated Statements of Cash Flows – Nine Months Ended September 30, 2017 and 2016		6
	Notes to Condensed Consolidated Financial Statements		7
Item 2 –	Management’s Discussion and Analysis of Financial Condition and Results of Operations		20
Item 3 –	Quantitative and Qualitative Disclosures About Market Risk		23
Item 4 –	Controls and Procedures		23
Part II – Other Information:
Item 1 –	Legal Proceedings		24
Item 1A –	Risk Factors		24
Item 6 –	Exhibits		24
Signatures			25
Exhibits
	Exhibit 10.1
	Exhibit 31.1
	Exhibit 31.2
	Exhibit 32.1
	Exhibit 32.2
	Exhibit 101

2

PART I – FINANCIAL INFORMATION

AMPCO-PITTSBURGH CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands, except par value)

	September 30, 2017			December 31, 2016
Assets
Current assets:
Cash and cash equivalents	$	25,367		$	38,579
Receivables, less allowance for doubtful accounts of $728 in 2017 and $2,228 in 2016		83,839			72,233
Inventories		102,234			83,579
Insurance receivable – asbestos		13,000			13,000
Other current assets		21,152			14,073
Total current assets		245,592			221,464
Property, plant and equipment – net		215,685			214,408
Insurance receivable – asbestos		90,891			102,945
Deferred income tax assets		1,087			4,824
Investments in joint ventures		2,175			2,019
Intangible assets – net		11,322			11,601
Other noncurrent assets		8,256			8,628
Total assets	$	575,008		$	565,889
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	47,881		$	37,104
Accrued payrolls and employee benefits		21,899			20,166
Debt – current portion		19,416			26,825
Asbestos liability – current portion		18,000			18,000
Other current liabilities		38,689			42,197
Total current liabilities		145,885			144,292
Employee benefit obligations		90,448			91,947
Asbestos liability		136,663			153,181
Long-term debt		46,864			25,389
Deferred income tax liabilities		627			591
Other noncurrent liabilities		526			655
Total liabilities		421,013			416,055
Commitments and contingent liabilities (Note 9)
Shareholders’ equity:
Common stock – par value $1; authorized 20,000 shares; issued and outstanding 12,361 shares in 2017 and 12,271 in 2016		12,361			12,271
Additional paid-in capital		152,794			151,089
Retained earnings		35,451			45,443
Accumulated other comprehensive loss		(49,183	)		(60,885	)
Total Ampco-Pittsburgh shareholders’ equity		151,423			147,918
Noncontrolling interest		2,572			1,916
Total shareholders’ equity		153,995			149,834
Total liabilities and shareholders’ equity	$	575,008		$	565,889

See Notes to Condensed Consolidated Financial Statements.

3

AMPCO-PITTSBURGH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

(in thousands, except per share amounts)

	Three Months Ended Sept 30,						Nine Months Ended Sept 30,
	2017			2016			2017			2016
Net sales	$	103,886		$	82,861		$	317,952		$	239,740
Operating costs and expenses:
Costs of products sold (excluding depreciation and amortization)		87,295			67,267			263,975			195,824
Selling and administrative		14,243			15,045			44,444			43,740
Depreciation and amortization		5,451			5,490			17,019			14,945
Loss (gain) on disposal of assets		110			0			109			(9	)
Total operating expenses		107,099			87,802			325,547			254,500
Loss from operations		(3,213	)		(4,941	)		(7,595	)		(14,760	)
Other income (expense):
Investment-related income		34			48			105			540
Interest expense		(778	)		(684	)		(2,683	)		(1,502	)
Other – net		250			(365	)		(447	)		327
		(494	)		(1,001	)		(3,025	)		(635	)
Loss before income taxes and equity gains in Chinese joint venture		(3,707	)		(5,942	)		(10,620	)		(15,395	)
Income tax benefit (provision)		1,804			(21,602	)		1,771			(21,627	)
Equity gains in Chinese joint venture		0			4			535			115
Net loss		(1,903	)		(27,540	)		(8,314	)		(36,907	)
Less: Net income (loss) attributable to noncontrolling interest		299			(158	)		584			(149	)
Net loss attributable to Ampco-Pittsburgh	$	(2,202	)	$	(27,382	)	$	(8,898	)	$	(36,758	)
Net loss per common share attributable to Ampco-Pittsburgh:
Basic	$	(0.18	)	$	(2.23	)	$	(0.72	)	$	(3.10	)
Diluted	$	(0.18	)	$	(2.23	)	$	(0.72	)	$	(3.10	)
Cash dividends declared per share	$	0		$	0.09		$	0.09		$	0.27
Weighted average number of common shares outstanding:
Basic		12,361			12,271			12,320			11,844
Diluted		12,361			12,271			12,320			11,844

See Notes to Condensed Consolidated Financial Statements.

4

AMPCO-PITTSBURGH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(UNAUDITED)

(in thousands)

	Three Months Ended Sept 30,						Nine Months Ended Sept 30,
	2017			2016			2017			2016
Net loss	$	(1,903	)	$	(27,540	)	$	(8,314	)	$	(36,907	)
Other comprehensive income, net of tax where applicable:
Adjustments for changes in:
Foreign currency translation		3,526			(2,219	)		10,704			(8,623	)
Unrecognized employee benefit costs (including effects of foreign currency translation)		(652	)		5,145			(1,773	)		7,095
Unrealized holding gains on marketable securities		136			167			423			384
Fair value of cash flow hedges		217			71			456			126
Reclassification adjustments for items included in net loss:
Amortization of unrecognized employee benefit costs		945			1,267			2,461			2,445
Realized gains from sale of marketable securities		(19	)		(46	)		(25	)		(70	)
Realized (gains) losses from settlement of cash flow hedges		(150	)		103			(472	)		268
Other comprehensive income		4,003			4,488			11,774			1,625
Comprehensive income (loss)		2,100			(23,052	)		3,460			(35,282	)
Less: Comprehensive income (loss) attributable to noncontrolling interest		440			(158	)		656			(149	)
Comprehensive income (loss) attributable to Ampco-Pittsburgh	$	1,660		$	(22,894	)	$	2,804		$	(35,133	)

See Notes to Condensed Consolidated Financial Statements.

5

AMPCO-PITTSBURGH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)

	Nine Months Ended Sept 30,
	2017			2016
Net cash flows used in operating activities	$	(15,946	)	$	(13,165	)
Cash flows from investing activities:
Purchases of property, plant and equipment		(9,744	)		(5,519	)
Proceeds from sale of property, plant and equipment		0			11
Purchase of Åkers, net of cash acquired (Note 2)		0			(27,031	)
Proceeds from sale of investment in joint venture (Note 2)		1,000			0
Purchases of long-term marketable securities		(83	)		(619	)
Proceeds from sale of long-term marketable securities		245			619
Net cash flows used in investing activities		(8,582	)		(32,539	)
Cash flows from financing activities:
Dividends paid		(2,236	)		(4,102	)
Repayment of debt		(730	)		(508	)
Debt issuance costs		0			(1,091	)
Proceeds from Revolving Credit and Security Agreement (Note 8)		23,339			0
Payments on Revolving Credit and Security Agreement (Note 8)		(3,000	)		0
Proceeds from ASW credit facility (Note 8)		8,795			0
Payments on ASW credit facility (Note 8)		(15,941	)		0
Net cash flows provided by (used in) financing activities		10,227			(5,701	)
Effect of exchange rate changes on cash and cash equivalents		1,089			(192	)
Net decrease in cash and cash equivalents		(13,212	)		(51,597	)
Cash and cash equivalents at beginning of period		38,579			95,122
Cash and cash equivalents at end of period	$	25,367		$	43,525
Supplemental information:
Income tax payments	$	988		$	3,706
Interest payments	$	956		$	1,496
Non-cash investing activities:
Purchases of property, plant and equipment included in accounts payable	$	1,947		$	2,818
Non-cash financing activities:
Issuance of common stock to acquire net assets of Åkers (Note 2)	$	0		$	22,137
Issuance of debt to acquire net assets of Åkers (Note 2)	$	0		$	22,619

See Notes to Condensed Consolidated Financial Statements.

6

AMPCO-PITTSBURGH CORPORATION

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(in thousands, except claim amounts)

1. Unaudited Condensed Consolidated Financial Statements

The condensed consolidated balance sheet as of September 30, 2017, and the condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2017 and 2016, and condensed consolidated statements of cash flows for the nine months ended September 30, 2017 and 2016, have been prepared by Ampco-Pittsburgh Corporation (the “Corporation”) without audit. In the opinion of management, all adjustments, consisting of only normal and recurring adjustments necessary to present fairly the financial position, results of operations and cash flows for the periods presented, have been made. The results of operations for the three and nine months ended September 30, 2017, are not necessarily indicative of the operating results expected for the full year.

Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.

Recently Implemented Accounting Pronouncements

In March 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. The guidance also requires presentation of excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. The amended guidance became effective for the Corporation January 1, 2017, and did not have a significant impact on its financial position, operating results or liquidity.

In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which revises the measurement of inventory at the lower of cost or market. In accordance with ASU 2015-11, an entity will measure inventory at the lower of cost and net realizable value which is defined as the estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal and transportation. The amendment does not apply to inventory that is measured using the last-in, first out (LIFO) method. The guidance became effective for the Corporation January 1, 2017, and did not have a significant impact on its financial position, operating results or liquidity.

Recently Issued Accounting Pronouncements

In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging, which amends and simplifies existing guidance to allow companies to more accurately present the economic effects of risk management activities in the financial statements. The amended guidance will be effective for interim and annual periods beginning after December 15, 2018; however, early adoption is permitted. The Corporation is currently evaluating the impact the guidance will have on its financial position and operating results. It will not, however, affect the Corporation’s liquidity.

In May 2017, the FASB issued ASU 2017-09, Scope of Modification Accounting, which provides guidance about which changes to the terms and conditions of a share-based payment award require an entity to apply modification accounting. The amendment will be applied prospectively to an award modified on or after the adoption date. The amended guidance will be effective for interim and annual periods beginning after December 15, 2017. The Corporation is currently evaluating the impact the guidance will have on its financial position, operating results and liquidity.

In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires an employer who offers defined benefit and postretirement benefit plans to report the service cost component of net periodic benefit cost in the same line item or items as other compensation costs arising from services rendered by employees during the period. The other components of net period benefit cost are required to be presented in the income statement separately from the service cost component and outside the subtotal of income from operations. The amendment also allows only for the service cost component of net periodic benefit cost to be eligible for capitalization when applicable. The amended guidance does not change the amount of net periodic benefit cost to be recognized, only where it is to be recognized in the income statement. The amended guidance becomes effective for interim and annual periods beginning after December 15, 2017, and must be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension and other postretirement costs in the income statement and prospectively for capitalization of the service cost component of net periodic benefit cost in inventory. A practical expedient is available permitting employers to use the amounts disclosed in its pension and other postretirement benefit plan footnote (Note 7) as the estimate to apply retrospectively. The guidance will not affect the Corporation’s financial position or liquidity.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments, which clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows. The amended guidance will

7

be effective for interim and annual periods beginning after December 15, 2017. The Corporation is currently evaluating the impact the guidance will have on the presentation of its cash flow statement. It will not, however, affect the Corporation’s financial position, operating results or liquidity.

In May 2016, April 2016, March 2016 and May 2014, the FASB issued ASUs 2016-12, 2016-10, 2016-08 and 2014-09, respectively, Revenue from Contracts with Customers (Topic 606), which provides a common revenue standard for U.S. GAAP and IFRS. The guidance establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from a company’s contracts with customers. It requires companies to apply a five-step model when recognizing revenue relating to the transfer of goods or services to customers in an amount that reflects the consideration that the company expects to be entitled to receive for those goods and services. It also requires comprehensive disclosures regarding revenue recognition. The guidance becomes effective for interim and annual periods beginning after December 15, 2017, and can be implemented on either a full or modified retrospective basis. The Corporation currently anticipates it will use the modified retrospective method (a cumulative adjustment to its January 1, 2018 retained earnings). Based on preliminary analysis, the Corporation has identified certain contracts which may require revenue to be recognized over time versus at a point in time. The Corporation will continue its review of contracts and its assessment of the impact the guidance will have on its business processes, business and accounting systems and consolidated financial statements and disclosures. The Corporation currently expects to complete its analysis, including implementing any necessary changes to existing business processes and systems to accommodate these new standards, during 2017.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with a term of more than one year. Accounting by lessors will remain similar to existing generally accepted accounting principles. The guidance becomes effective for the Corporation January 1, 2019. The Corporation is currently evaluating the impact the guidance will have on its financial position, operating results and liquidity.

2. Acquisitions and Investments in Joint Venture

Acquisition of Åkers

On March 3, 2016, the Corporation acquired 100% of the voting equity interest of Åkers AB and certain of its affiliated companies, including Åkers AB’s 60% equity interest in a Chinese joint venture company (collectively, “Åkers”), from Altor Fund II GP Limited. The purchase price approximated $74,155 and was comprised of $29,399 in cash, $22,619 in the form of three-year promissory notes, and 1,776,604 shares of common stock of the Corporation which, based on the closing price of the Corporation’s common stock as of the date of closing, had a fair value of $22,137. The notes bear interest at 6.5%, compounding annually, with principal and interest payable at maturity on March 3, 2019.

Acquisition of ASW

On November 1, 2016, the Corporation acquired 100% of the voting equity interest of ASW Steel Inc. (“ASW”) from CK Pearl Fund, Ltd., CK Pearl Fund L.P. and White Oak Strategic Master Fund, L.P. The purchase price of $13,116 consisted of $3,500 in cash and $9,616 in the assumption of outstanding indebtedness.

Pro Forma Financial Information for the Åkers and ASW Acquisitions:

Operating results of Åkers and ASW are included in the Forged and Cast Engineered Products segment from their respective dates of acquisition. The following financial information presents the combination of the results of operations of Ampco, Åkers and ASW as though the acquisition date for both of the business combinations had occurred as of January 1, 2016. Pro forma adjustments have been made primarily to (1) include the net incremental depreciation and amortization expense associated with recording property, plant and equipment and definite-lived intangible assets at fair value and (2) remove debt-related expenses associated with previous debt facilities not assumed by the Corporation. The following pro forma financial information is

8

presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved had the acquisition occurred at the beginning of 2016:

	Three Months Ended September 30, 2016			Nine Months Ended September 30, 2016
Net sales	$	93,335		$	298,804
Loss before income taxes (includes noncontrolling interest)	$	(7,803	)	$	(23,100	)
Net loss attributable to Ampco-Pittsburgh	$	(29,243	)	$	(43,555	)
Net loss per common share (basic) attributable to Ampco-Pittsburgh	$	(2.38	)	$	(3.56	)

Investment in Union Electric Steel MG Roll Co., Ltd (“UES-MG”):

In November 2016, in connection with an equity restructuring of UES-MG, UES transferred 16% of its equity interest in UES-MG to a Chinese rollmaker for $2,400, payable in installments over the next three years. As of September 30, 2017, UES has received payments of $1,000.

3. Inventories

At September 30, 2017, and December 31, 2016, approximately 40% and 45%, respectively, of the inventories were valued using the LIFO method with the remaining inventories valued using the FIFO method. Inventories were comprised of the following:

	September 30, 2017		December 31, 2016
Raw materials	$	24,165	$	23,964
Work-in-process		44,087		29,198
Finished goods		18,893		20,046
Supplies		15,089		10,371
Inventories	$	102,234	$	83,579

4. Property, Plant and Equipment

Property, plant and equipment were comprised of the following:

	September 30, 2017			December 31, 2016
Land and land improvements	$	12,199		$	11,747
Buildings		68,154			66,017
Machinery and equipment		332,841			323,684
Construction-in-process		7,369			2,595
Other		9,074			7,495
		429,637			411,538
Accumulated depreciation and amortization		(213,952	)		(197,130	)
Property, plant and equipment – net	$	215,685		$	214,408

9

The majority of the assets of the Corporation, except real property, is pledged as collateral for the Corporation’s Revolving Credit and Security Agreement (Note 8). Land and buildings of Union Electric Steel UK Limited (“UES-UK”), equal to approximately $2,810 (£2,098) at September 30, 2017, are held as collateral by the trustees of the UES-UK defined benefit pension plan (Note 7). The gross value of assets under capital lease and the related accumulated amortization as of September 30, 2017, approximated $4,064 and $1,027, respectively, and at December 31, 2016, approximated $3,610 and $691, respectively.

5. Intangible Assets

Intangible assets were comprised of the following:

	September 30, 2017			December 31, 2016
Customer relationships	$	6,537		$	6,244
Developed technology		4,427			4,248
Trade name		2,694			2,537
		13,658			13,029
Accumulated amortization		(2,336	)		(1,428	)
Intangible assets – net	$	11,322		$	11,601

Movement in foreign currency exchange rates used to translate intangible assets from local currency to the U.S. dollar changed the gross value of intangible assets between the periods. Amortization expense for the three months ended September 30, 2017, and 2016, was $309 and $267, respectively. Amortization for the nine months ended September 30, 2017, and 2016, was $908 and $866, respectively.

6. Other Current Liabilities

Other current liabilities were comprised of the following:

	September 30, 2017		December 31, 2016
Customer-related liabilities	$	20,525	$	21,564
Accrued interest payable		2,621		2,274
Accrued sales commissions		1,787		1,693
Other		13,756		16,666
Other current liabilities	$	38,689	$	42,197

Included in customer-related liabilities are costs expected to be incurred with respect to product warranties. Changes in the liability for product warranty claims consisted of the following:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Balance at beginning of the period	$	12,117		$	11,825		$	11,521		$	6,358
Åkers – opening balance sheet liability for warranty claims		0			0			0			6,032
Satisfaction of warranty claims		(1,169	)		(1,324	)		(2,889	)		(3,029	)
Provision for warranty claims		1,011			1,855			2,964			3,372
Other, primarily impact from changes in foreign currency exchange rates		328			40			691			(337	)
Balance at end of the period	$	12,287		$	12,396		$	12,287		$	12,396

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7. Pension and Other Postretirement Benefits

Contributions were as follows:

	Nine Months Ended September 30,
	2017		2016
Foreign defined benefit pension plans	$	1,323	$	1,260
Other postretirement benefits (e.g., net payments)		852		1,092
U.K. defined contribution pension plan		223		182
U.S. defined contribution plan		1,788		1,792

As part of the Åkers acquisition, the Corporation assumed the obligations for two U.S. defined benefit pension plans, two foreign retirement benefit plans and two other postretirement benefit plans. None of the acquired benefit plans were fully funded as of the acquisition date. Effective June 2016, the Corporation froze participation in one of the U.S. defined benefit pension plans and replaced salary benefit accruals with employer non-elective contributions equaling 3% of compensation. The plan change resulted in a curtailment gain of $887 for the nine months ended September 30, 2016.

Net periodic pension and other postretirement costs include the following components:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
U.S. Defined Benefit Pension Plans
Service cost	$	417		$	453		$	1,238		$	1,264
Interest cost		2,113			2,606			6,310			7,380
Expected return on plan assets		(3,122	)		(3,508	)		(9,377	)		(9,928	)
Amortization of prior service cost		12			10			39			33
Amortization of actuarial loss		1,145			831			3,083			2,493
Curtailment credit		0			0			0			(887	)
Net benefit cost	$	565		$	392		$	1,293		$	355
Foreign Defined Benefit Pension Plans
Service cost	$	81		$	94		$	263		$	223
Interest cost		474			563			1,377			1,727
Expected return on plan assets		(568	)		(607	)		(1,662	)		(1,897	)
Amortization of actuarial loss		195			165			562			516
Net benefit cost	$	182		$	215		$	540		$	569
Other Postretirement Benefit Plans
Service cost	$	16		$	135		$	369		$	371
Interest cost		124			192			428			546
Amortization of prior service benefit		(401	)		(357	)		(1,205	)		(872	)
Amortization of actuarial (gain) loss		(6	)		9			(18	)		27
Net benefit (income) cost	$	(267	)	$	(21	)	$	(426	)	$	72

8. Borrowing Arrangements

The Corporation has a five-year Revolving Credit and Security Agreement (the “Agreement”) with a syndicate of banks. The Agreement provides for a $100,000 senior secured asset-based revolving credit facility with an option to increase the credit facility by an additional $50,000 at the request of the Corporation and with the approval of the banks. The Agreement includes sublimits for letters of credit, not to exceed $40,000, European borrowings not to exceed $15,000, and Canadian borrowings not to exceed $15,000.

Availability under the Agreement is based on eligible accounts receivable, inventory and fixed assets. Amounts outstanding under the credit facility bear interest at the Corporation’s option at either (1) LIBOR plus an applicable margin ranging between 1.25% to 1.75% based on the quarterly average excess availability or (2) the Base Rate plus an applicable margin ranging between 0.25% to 0.75% based on the quarterly average excess availability. Additionally, the Corporation is required to pay a commitment fee ranging between 0.25% and 0.375% based on the daily unused portion of the credit facility. As of

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September 30, 2017, the Corporation had utilized a portion of the credit facility for letters of credit (Note 9) and had outstanding borrowings of $20,339 (including £1,000 of European borrowings for its U.K. subsidiary). Interest accrues on the outstanding balance at an average of 2.68%. As of September 30, 2017, the Corporation had remaining availability of approximately $50,000.

The Agreement is collateralized by a first priority perfected security interest in substantially all of the assets of the Corporation and its subsidiaries (other than real property). Additionally, the Agreement contains customary affirmative and negative covenants and certain limitations, including, but not limited to, investments in Excluded Subsidiaries (as defined in the Agreement), payment of dividends, incurrence of additional indebtedness, upstreaming distributions from subsidiaries, and acquisitions and divestures.

The Corporation must also maintain a certain level of excess availability. If excess availability falls below the established threshold, or in an event of default, the Corporation will be required to maintain a minimum fixed charge coverage ratio of not less than 1.00 to 1.00. The Corporation was in compliance with the applicable bank covenants as of September 30, 2017.

In March 2017, the Corporation repaid the debt assumed (term debt and credit facility) in connection with the acquisition of ASW, including interest, fees and early termination costs. Accordingly, outstanding borrowings of the Corporation as of September 30, 2017, and December 31, 2016, consisted of the following:

	September 30, 2017			December 31, 2016
Industrial Revenue Bonds (“IRB”)	$	13,311		$	13,311
Promissory notes (and interest)		25,003			23,844
Revolving Credit and Security Agreement		20,339			0
Minority shareholder loans		5,645			4,990
Credit facility (ASW)		0			7,146
Term loan (ASW)		0			762
Capital leases		1,982			2,161
		66,280			52,214
Current portion		(19,416	)		(26,825	)
Long-term debt	$	46,864		$	25,389

9. Commitments and Contingent Liabilities

Outstanding standby and commercial letters of credit as of September 30, 2017, approximated $27,828, the majority of which serves as collateral for the IRB debt and foreign exchange contracts. In addition, in connection with the acquisition of Åkers, the Corporation issued two surety bonds to PRI Pensionsgaranti, guaranteeing certain obligations of Åkers Sweden AB and Åkers AB under a credit insurance arrangement relating to pension commitments. The total amount covered by the surety bonds is approximately $4,000 (SEK 33,900).

See Note 10 for derivative instruments, Note 15 for litigation and Note 16 for environmental matters.

10. Derivative Instruments

Certain of the Corporation’s operations are subject to risk from exchange rate fluctuations in connection with sales in foreign currencies. To minimize this risk, foreign currency sales contracts are entered into which are designated as cash flow or fair value hedges. As of September 30, 2017, the Corporation covered approximately $21,108 of anticipated foreign-denominated sales with fair value contracts settling at various dates through October 2018. The fair value of assets held as collateral for the fair value contracts as of September 30, 2017, approximated $5,670, including a $5,000 standby letter of credit.

Additionally, certain of the divisions of the Air and Liquid Processing segment are subject to risk from increases in the price of commodities (copper and aluminum) used in the production of inventory. To minimize this risk, futures contracts are entered into which are designated as cash flow hedges. At September 30, 2017, approximately 57%, or $2,720, of anticipated copper purchases over the next 11 months and 56%, or $513, of anticipated aluminum purchases over the next six months were hedged.

The Corporation previously entered into foreign currency purchase contracts to manage the volatility associated with Euro-denominated progress payments to be made for certain machinery and equipment. As of December 31, 2010, all contracts had been settled and the underlying fixed assets were placed in service.

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No portion of the existing cash flow or fair value hedges is considered to be ineffective, including any ineffectiveness arising from the unlikelihood of an anticipated transaction to occur. Additionally, no amounts have been excluded from assessing the effectiveness of a hedge.

The Corporation does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes.

Gains (losses) on foreign exchange transactions included in other income (expense) approximated $87 and $(385) for the three months ended September 30, 2017, and 2016, respectively, and $(616) and $263 for the nine months ended September 30, 2017, and 2016, respectively.

The location and fair value of the foreign currency sales contracts recorded on the condensed consolidated balance sheets were as follows:

	Location	September 30, 2017			December 31, 2016
Fair value hedge contracts	Other current assets	$	1,078		$	214
	Other noncurrent assets		38			2
	Other current liabilities		70			940
	Other noncurrent liabilities		0			35
Fair value hedged items	Receivables		(332	)		121
	Other current assets		100			808
	Other noncurrent assets		0			45
	Other current liabilities		812			233
	Other noncurrent liabilities		92			5

The change in the fair value of the cash flow contracts is recorded as a component of accumulated other comprehensive loss. The balances as of September 30, 2017, and 2016, and the amount recognized as and reclassified from accumulated other comprehensive loss for each of the periods is summarized below. Amounts are after-tax, where applicable. Certain amounts recognized as and reclassified from comprehensive income (loss) for 2017 have no tax effect due to the Corporation recording a valuation allowance against its deferred income tax assets in the related jurisdictions.

	Comprehensive Income (Loss) Beginning of the Period			Plus Recognized as Comprehensive Income (Loss)		Less Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss			Comprehensive Income (Loss) End of the Period
Three Months Ended September 30, 2017
Foreign currency sales contracts	$	0		$	0	$	0		$	0
Foreign currency purchase contracts		203			0		11			192
Futures contracts – copper and aluminum		265			217		139			343
	$	468		$	217	$	150		$	535
Three Months Ended September 30, 2016
Foreign currency sales contracts	$	0		$	3	$	3		$	0
Foreign currency purchase contracts		233			0		12			221
Futures contracts – copper and aluminum		32			68		(118	)		218
	$	265		$	71	$	(103	)	$	439
Nine Months Ended September 30, 2017
Foreign currency sales contracts	$	0		$	0	$	0		$	0
Foreign currency purchase contracts		216			0		24			192
Futures contracts – copper and aluminum		335			456		448			343
	$	551		$	456	$	472		$	535
Nine Months Ended September 30, 2016
Foreign currency sales contracts	$	4		$	6	$	10		$	0
Foreign currency purchase contracts		241			0		20			221
Futures contracts – copper and aluminum		(200	)		120		(298	)		218
	$	45		$	126	$	(268	)	$	439

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The change in fair value reclassified or expected to be reclassified from accumulated other comprehensive loss to earnings is summarized below. All amounts are pre-tax.

	Location of Gain (Loss) in Statements	Estimated to be Reclassified in the		Three Months Ended September 30,					Nine Months Ended September 30,
	of Operations	Next 12 Months		2017		2016			2017		2016
Foreign currency sales contracts – cash flow hedges	Sales	$	0	$	0	$	0		$	0	$	10
Foreign currency purchase contracts	Depreciation and amortization		27		11		6			24		20
Futures contracts – copper and aluminum	Costs of products sold (excluding depreciation and amortization)		343		139		(7	)		448		(298	)

11. Accumulated Other Comprehensive Loss

Net change and ending balances for the various components of accumulated other comprehensive loss as of and for the nine months ended September 30, 2017, and 2016, are summarized below. All amounts are net of tax, where applicable.

	Foreign Currency Translation Adjustments			Unrecognized Employee Benefit Costs			Unrealized Holding Gains on Marketable Securities		Cash Flow Hedges			Accumulated Other Comprehensive Loss
Balance at January 1, 2017	$	(22,973	)	$	(38,636	)	$	59	$	551		$	(60,999	)
Net Change		10,704			688			398		(16	)		11,774
Balance at September 30, 2017	$	(12,269	)	$	(37,948	)	$	457	$	535		$	(49,225	)
Balance at January 1, 2016	$	(8,393	)	$	(49,943	)	$	692	$	45		$	(57,599	)
Net Change		(8,623	)		9,540			314		394			1,625
Balance at September 30, 2016	$	(17,016	)	$	(40,403	)	$	1,006	$	439		$	(55,974	)

The following summarizes the line items affected on the condensed consolidated statements of operations for components reclassified from accumulated other comprehensive loss. Amounts in parentheses represent credits to net income.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Amortization of unrecognized employee benefit costs:
Costs of products sold (excluding depreciation and amortization)	$	1,202		$	28		$	1,607		$	1,689
Selling and administrative		(304	)		179			703			109
Other income (expense)		47			451			151			647
Total before income tax		945			658			2,461			2,445
Income tax benefit (provision)		0			609			0			0
Net of tax	$	945		$	1,267		$	2,461		$	2,445
Realized gains from sale of marketable securities:
Selling and administrative	$	(19	)	$	(33	)	$	(25	)	$	(70	)
Income tax (benefit) provision		0			(13	)		0			0
Net of tax	$	(19	)	$	(46	)	$	(25	)	$	(70	)
Realized (gains) losses from settlement of cash flow hedges:
Net sales (foreign currency sales contracts)	$	0		$	0		$	0		$	(10	)
Depreciation and amortization (foreign currency purchase contracts)		(11	)		(6	)		(24	)		(20	)
Costs of products sold (excluding depreciation and amortization) (futures contracts – copper and aluminum)		(139	)		7			(448	)		298
Total before income tax		(150	)		1			(472	)		268
Income tax benefit (provision)		0			102			0			0
Net of tax	$	(150	)	$	103		$	(472	)	$	268

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The income tax (benefit) expense associated with the various components of other comprehensive income for the three and nine months ended September 30, 2017, and 2016, is summarized below. During the nine months ended September 30, 2016, the Corporation established valuation allowances against certain of the Corporation’s deferred income tax assets. Accordingly, for 2017, and the nine months ended September 30, 2016, no income tax (benefit) expense has been recognized. The income tax (benefit) expense recognized for the three months ended September 30, 2016, represents a reversal of income tax (benefit) expense recognized through June 30, 2016, prior to establishing the valuation allowances. Foreign currency translation adjustments exclude the effect of income taxes since earnings of non-U.S. subsidiaries are deemed to be reinvested for an indefinite period of time.

	Three Months Ended September 30,					Nine Months Ended September 30,
	2017		2016			2017		2016
Tax (benefit) expense associated with changes in:
Unrecognized employee benefit costs	$	0	$	(87	)	$	0	$	0
Unrealized holding gains on marketable securities		0		117			0		0
Fair value of cash flow hedges		0		35			0		0
Tax (benefit) expense associated with reclassification adjustments:
Amortization of unrecognized employee benefit costs		0		609			0		0
Realized gains from sale of marketable securities		0		(13	)		0		0
Realized gains/losses from settlement of cash flow hedges		0		102			0		0

12. Stock-Based Compensation

In May 2016, the shareholders of the Corporation approved the adoption of the Ampco-Pittsburgh Corporation 2016 Omnibus Incentive Plan (the “Incentive Plan”), which authorizes the issuance of up to 1,100,000 shares of the Corporation’s common stock for awards under the Incentive Plan. Awards under the Incentive Plan may include incentive non-qualified stock options, stock appreciation rights, restricted shares and restricted stock units, performance awards, other stock-based awards or short-term cash incentive awards.

The Incentive Plan also provides for equity-based awards during any one year to non-employee members of the Board of Directors, based on the grant date fair value, not to exceed $200 per non-employee member. The limit does not apply to shares received by a non-employee director at his or her election in lieu of all or a portion of the director’s retainer for board service. In May 2017, 50,000 shares of the Corporation’s common stock were granted to the non-employee directors.

Stock-based compensation expense for the three months ended September 30, 2017, and 2016, equaled $644 and $444, respectively. Stock-based compensation expense for the nine months ended September 30, 2017, and 2016, equaled $1,980 and $1,647, respectively. There was no income tax benefit for any of the periods, due to the Corporation having a valuation allowance recorded against its deferred income tax assets for the jurisdiction where the expense is recognized.

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13. Fair Value

The Corporation’s financial assets and liabilities that are reported at fair value in the condensed consolidated balance sheets as of September 30, 2017, and December 31, 2016, were as follows:

	Quoted Prices in Active Markets for Identical Inputs (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
As of September 30, 2017
Investments
Other noncurrent assets	$	4,086	$	0	$	0	$	4,086
Foreign currency exchange contracts
Other current assets		0		1,178		0		1,178
Other noncurrent assets		0		38		0		38
Other current liabilities		0		882		0		882
Other noncurrent liabilities		0		92		0		92
As of December 31, 2016
Investments
Other noncurrent assets	$	3,863	$	0	$	0	$	3,863
Foreign currency exchange contracts
Other current assets		0		1,022		0		1,022
Other noncurrent assets		0		47		0		47
Other current liabilities		0		1,173		0		1,173
Other noncurrent liabilities		0		40		0		40

The investments held as other noncurrent assets represent assets held in a “Rabbi” trust for the purpose of providing benefits under a non-qualified defined benefit pension plan. The fair value of the investments is based on quoted prices of the investments in active markets. The fair value of foreign currency exchange contracts is determined based on the fair value of similar contracts with similar terms and remaining maturities. The fair value of futures contracts is based on market quotations. The fair value of the variable-rate IRB debt approximates its carrying value. Additionally, the fair value of trade receivables and trade payables approximates their carrying value.

14. Business Segments

Presented below are the net sales and (loss) income before income taxes for the Corporation’s two business segments. Other expense, including corporate costs, for the nine months ended September 30, 2017, includes higher interest expense of $1,181, and foreign exchange losses of $616 in the current year compared to foreign exchange gains of $263 recorded in the prior year.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Net Sales:
Forged and Cast Engineered Products	$	81,679		$	62,929		$	251,739		$	176,077
Air and Liquid Processing		22,207			19,932			66,213			63,663
Total Reportable Segments	$	103,886		$	82,861		$	317,952		$	239,740
(Loss) income before income taxes:
Forged and Cast Engineered Products	$	(1,474	)	$	(3,363	)	$	(2,405	)	$	(9,385	)
Air and Liquid Processing		2,441			1,985			7,874			7,273
Total Reportable Segments		967			(1,378	)		5,469			(2,112	)
Other expense, including corporate costs – net		(4,674	)		(4,564	)		(16,089	)		(13,283	)
Total	$	(3,707	)	$	(5,942	)	$	(10,620	)	$	(15,395	)

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15. Litigation

The Corporation and its subsidiaries are involved in various claims and lawsuits incidental to their businesses and are also subject to asbestos litigation as described below. In February 2017, the Corporation, its indirect subsidiary Akers National Roll Company, as well as the Akers National Roll Company Health & Welfare Benefits Plan were named as defendants in a class action complaint filed in the United States District Court for the Western District of Pennsylvania, where the plaintiffs (currently retired former employees of Akers National Roll Company and the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial, and Service Workers International Union, AFL-CIO) alleged that the defendants breached collective bargaining agreements and violated the benefit plan by modifying medical benefits of the plaintiffs and similarly situated retirees. The defendants moved to dismiss the case, and plaintiffs petitioned the court to compel arbitration. On June 13, 2017, the District Court compelled arbitration and denied the defendants’ motion to dismiss as moot. Defendants appealed this decision to the Third Circuit Court of Appeals on June 21, 2017. Defendants also filed a motion to stay arbitration pending the resolution of the appeal, and that motion was granted on September 5, 2017. The Third Circuit Court of Appeals will next consider whether the District Court erred in compelling arbitration. While no assurance can be given as to the ultimate outcome of this matter, the Corporation believes that the final resolution of this action will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources.

Asbestos Litigation

Claims have been asserted alleging personal injury from exposure to asbestos-containing components historically used in some products of predecessors of Air & Liquid Systems Corporation (“Asbestos Liability”). Those subsidiaries, and in some cases the Corporation, are defendants (among a number of defendants) in cases filed in various state and federal courts.

Asbestos Claims

The following table reflects information about the claims for Asbestos Liability against the subsidiaries and the Corporation for the nine months ended September 30, 2017, and 2016 (claims not in thousands):

	Nine Months Ended September 30,
	2017			2016
Total claims pending at the beginning of the period		6,618			6,212
New claims served		1,037			1,105
Claims dismissed		(627	)		(649	)
Claims settled		(283	)		(203	)
Total claims pending at the end of the period (1)		6,745			6,465
Gross settlement and defense costs (in 000’s)	$	16,518		$	13,762
Avg. gross settlement and defense costs per claim resolved (in 000’s)	$	18.15		$	16.15

(1) Included as “open claims” are approximately 480 and 415 claims as of September 30, 2017, and 2016, respectively, classified in various jurisdictions as “inactive” or transferred to a state or federal judicial panel on multi-district litigation, commonly referred to as the MDL.

A substantial majority of the settlement and defense costs reflected in the above table was reported and paid by insurers. Because claims are often filed and can be settled or dismissed in large groups, the amount and timing of settlements, as well as the number of open claims, can fluctuate significantly from period to period.

Asbestos Insurance

The Corporation and its Air & Liquid Systems Corporation (“Air & Liquid”) subsidiary are parties to a series of settlement agreements (“Settlement Agreements”) with insurers that have coverage obligations for Asbestos Liability (the “Settling Insurers”). Under the Settlement Agreements, the Settling Insurers accept financial responsibility, subject to the terms and conditions of the respective agreements, including overall coverage limits, for pending and future claims for Asbestos Liability. The Settlement Agreements encompass the substantial majority of insurance policies that provide coverage for claims for Asbestos Liability.

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The Settlement Agreements include acknowledgements that Howden North America, Inc. (“Howden”) is entitled to coverage under policies covering Asbestos Liability for claims arising out of the historical products manufactured or distributed by Buffalo Forge, a former subsidiary of the Corporation (the “Products”). The Settlement Agreements do not provide for any prioritization of access to the applicable policies or any sublimits of liability as to Howden or the Corporation and Air & Liquid, and, accordingly, Howden may access the coverage afforded by the Settling Insurers for any covered claim arising out of a Product. In general, access by Howden to the coverage afforded by the Settling Insurers for the Products will erode coverage under the Settlement Agreements available to the Corporation and Air & Liquid for Asbestos Liability.

Asbestos Valuations

In 2006, the Corporation retained Hamilton, Rabinovitz & Associates, Inc. (“HR&A”), a nationally recognized expert in the valuation of asbestos liabilities, to assist the Corporation in estimating the potential liability for pending and unasserted future claims for Asbestos Liability. Based on this analysis, the Corporation recorded a reserve for Asbestos Liability claims pending or projected to be asserted through 2013 as of December 31, 2006. HR&A’s analysis has been periodically updated since that time. Most recently, the HR&A analysis was updated in 2016, and additional reserves were established by the Corporation as of December 31, 2016, for Asbestos Liability claims pending or projected to be asserted through 2026. The methodology used by HR&A in its projection in 2016 of the operating subsidiaries’ liability for pending and unasserted potential future claims for Asbestos Liability, which is substantially the same as the methodology employed by HR&A in prior estimates, relied upon and included the following factors:

• HR&A’s interpretation of a widely accepted forecast of the population likely to have been exposed to asbestos;

• epidemiological studies estimating the number of people likely to develop asbestos-related diseases;

• HR&A’s analysis of the number of people likely to file an asbestos-related injury claim against the subsidiaries and the Corporation based on such epidemiological data and relevant claims history from January 1, 2014, to September 9, 2016;

• an analysis of pending cases, by type of injury claimed and jurisdiction where the claim is filed;

• an analysis of claims resolution history from January 1, 2014, to September 9, 2016, to determine the average settlement value of claims, by type of injury claimed and jurisdiction of filing; and

• an adjustment for inflation in the future average settlement value of claims, at an annual inflation rate based on the Congressional Budget Office’s ten year forecast of inflation.

Using this information, HR&A estimated in 2016 the number of future claims for Asbestos Liability that would be filed through the year 2026, as well as the settlement or indemnity costs that would be incurred to resolve both pending and future unasserted claims through 2026. This methodology has been accepted by numerous courts.

In conjunction with developing the aggregate liability estimate referenced above, the Corporation also developed an estimate of probable insurance recoveries for its Asbestos Liabilities. In developing the estimate, the Corporation considered HR&A’s projection for settlement or indemnity costs for Asbestos Liability and management’s projection of associated defense costs (based on the current defense to indemnity cost ratio), as well as a number of additional factors. These additional factors included the Settlement Agreements then in effect, policy exclusions, policy limits, policy provisions regarding coverage for defense costs, attachment points, prior impairment of policies and gaps in the coverage, policy exhaustions, insolvencies among certain of the insurance carriers, and the nature of the underlying claims for Asbestos Liability asserted against the subsidiaries and the Corporation as reflected in the Corporation’s asbestos claims database, as well as estimated erosion of insurance limits on account of claims against Howden arising out of the Products. In addition to consulting with the Corporation’s outside legal counsel on these insurance matters, the Corporation consulted with a nationally-recognized insurance consulting firm it retained to assist the Corporation with certain policy allocation matters that also are among the several factors considered by the Corporation when analyzing potential recoveries from relevant historical insurance for Asbestos Liabilities. Based upon all of the factors considered by the Corporation, and taking into account the Corporation’s analysis of publicly available information regarding the credit-worthiness of various insurers, the Corporation estimated the probable insurance recoveries for Asbestos Liability and defense costs through 2026. Although the Corporation believes that the assumptions employed in the insurance valuation were reasonable and previously consulted with its outside legal counsel and insurance consultant regarding those assumptions, there are other assumptions that could have been employed that would have resulted in materially lower insurance recovery projections.

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Based on the analyses described above, the Corporation’s reserve at December 31, 2016, for the total costs, including defense costs, for Asbestos Liability claims pending or projected to be asserted through 2026 was $171,181, of which approximately 70% was attributable to settlement costs for unasserted claims projected to be filed through 2026 and future defense costs. The reserve at September 30, 2017, was $154,663. While it is reasonably possible that the Corporation will incur additional charges for Asbestos Liability and defense costs in excess of the amounts currently reserved, the Corporation believes that there is too much uncertainty to provide for reasonable estimation of the number of future claims, the nature of such claims and the cost to resolve them beyond 2026. Accordingly, no reserve has been recorded for any costs that may be incurred after 2026.

The Corporation’s receivable at December 31, 2016, for insurance recoveries attributable to the claims for which the Corporation’s Asbestos Liability reserve has been established, including the portion of incurred defense costs covered by the Settlement Agreements in effect through December 31, 2016, and the probable payments and reimbursements relating to the estimated indemnity and defense costs for pending and unasserted future Asbestos Liability claims, was $115,945 ($103,891 at September 30, 2017).

The following table summarizes activity relating to insurance recoveries:

	Nine Months Ended September 30,
	2017			2016
Insurance receivable – asbestos, beginning of the year	$	115,945		$	125,423
Settlement and defense costs paid by insurance carriers		(12,054	)		(10,478	)
Insurance receivable – asbestos, end of the period	$	103,891		$	114,945

The insurance receivable recorded by the Corporation does not assume any recovery from insolvent carriers and a substantial majority of the insurance recoveries deemed probable was from insurance companies rated A – (excellent) or better by A.M. Best Corporation. There can be no assurance, however, that there will not be further insolvencies among the relevant insurance carriers, or that the assumed percentage recoveries for certain carriers will prove correct. The difference between insurance recoveries and projected costs is not due to exhaustion of all insurance coverage for Asbestos Liability. The Corporation and the subsidiaries have substantial additional insurance coverage which the Corporation expects to be available for Asbestos Liability claims and defense costs that the subsidiaries and it may incur after 2026. However, this insurance coverage also can be expected to have gaps creating significant shortfalls of insurance recoveries against claims expense, which could be material in future years.

The amounts recorded by the Corporation for Asbestos Liabilities and insurance receivables rely on assumptions that are based on currently known facts and strategy. The Corporation’s actual expenses or insurance recoveries could be significantly higher or lower than those recorded if assumptions used in the Corporation’s or HR&A’s calculations vary significantly from actual results. Key variables in these assumptions are identified above and include the number and type of new claims to be filed each year, the average cost of disposing of each such new claim, average annual defense costs, compliance by relevant parties with the terms of the Settlement Agreements, the resolution of remaining coverage issues with insurance carriers, and the solvency risk with respect to the relevant insurance carriers. Other factors that may affect the Corporation’s Asbestos Liability and ability to recover under its insurance policies include uncertainties surrounding the litigation process from jurisdiction to jurisdiction and from case to case, reforms that may be made by state and federal courts, and the passage of state or federal tort reform legislation.

The Corporation intends to evaluate its estimated Asbestos Liability and related insurance receivables, as well as the underlying assumptions, on a regular basis to determine whether any adjustments to the estimates are required. Due to the uncertainties surrounding asbestos litigation and insurance, these regular reviews may result in the Corporation incurring future charges; however, the Corporation is currently unable to estimate such future charges. Adjustments, if any, to the Corporation’s estimate of its recorded Asbestos Liability and/or insurance receivables could be material to operating results for the periods in which the adjustments to the liability or receivable are recorded, and to the Corporation’s liquidity and consolidated financial position.

16. Environmental Matters

The Corporation is currently performing certain remedial actions in connection with the sale of real estate previously owned and periodically incurs costs to maintain compliance with environmental laws and regulations. Environmental exposures are difficult to assess and estimate for numerous reasons, including lack of reliable data, the multiplicity of possible solutions, the years of remedial and monitoring activity required, and identification of new sites. In the opinion of management, the potential liability for all environmental compliance measures of approximately $952 at September 30, 2017, is considered adequate based on information known to date.

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ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

(in thousands, except share and per share amounts)

Executive Overview

Ampco-Pittsburgh Corporation and its subsidiaries (the “Corporation”) manufacture and sell highly engineered, high performance specialty metal products and customized equipment utilized by industry throughout the world. We operate in two business segments –the Forged and Cast Engineered Products segment and the Air and Liquid Processing segment.

The Forged and Cast Engineered Products segment historically consisted of Union Electric Steel Corporation (“Union Electric Steel” or “UES”) and Union Electric Steel UK Limited (“UES-UK”). In March 2016, UES acquired the stock of Åkers AB and certain of its affiliated companies, including Åkers AB’s 60% equity interest in a Chinese joint venture company (collectively, “Åkers”). The segment produces ingot and forged products and cast products that service a wide variety of industries globally. They specialize in the production of forged hardened steel rolls used mainly for cold rolling by producers of steel, aluminum and other metals and cast rolls for hot and cold strip mills, medium/heavy section mills and plate mills in a variety of iron and steel qualities.

The segment also produces ingot and open-die forged products (“other forged engineered products”) which are used in the oil and gas industry and the aluminum and plastic extrusion industries. In November 2016, UES acquired the stock of ASW Steel Inc. (“ASW”). ASW is a specialty steel producer based in Canada and supports our diversification efforts in the open-die forging market.

The segment has operations in the United States, England, Sweden, Slovenia, Canada and an equity interest in three joint venture companies in China. Collectively, the segment primarily competes with European, Asian and North and South American companies in both domestic and foreign markets and sells a significant portion of its products through sales offices located throughout the world. The consolidated financial statements of the Corporation include the results of operations of the acquired companies from their respective dates of acquisition.

The Forged and Cast Engineered Products segment has been operating at levels below capacity and, in April 2017, we temporarily idled a portion of one of our cast roll plants. While it is anticipated that market conditions in the United States, Europe and other world regions will remain difficult, protectionist acts (tariffs) appear to be benefitting our two largest markets – North America and Europe. Improvement in demand, which began in the latter part of 2016, has continued and backlog has improved by roughly 45% from year end. Many of our customers also have announced better financial results which should lead to ongoing improvement in demand and pricing for us in the future. Additionally, the oil and gas market activity has remained strong, resulting in improved order intake for our other forged engineered products.

The Air and Liquid Processing segment includes Aerofin, Buffalo Air Handling and Buffalo Pumps, all divisions of Air & Liquid Systems Corporation (“Air and Liquid”), a wholly owned subsidiary of the Corporation. Aerofin produces custom-engineered finned tube heat exchange coils and related heat transfer products for a variety of industries including OEM/Commercial, fossil fuel power generation, nuclear power generation and industrial manufacturing. Buffalo Air Handling produces large custom-designed air handling systems for institutional (e.g., hospital, university), pharmaceutical and general industrial building markets. Buffalo Pumps manufactures centrifugal pumps for the fossil fuel power generation, marine defense and industrial refrigeration industries. The segment has operations in Virginia and New York with headquarters in Carnegie, Pennsylvania. The segment distributes a significant portion of its products through a common independent group of sales offices located throughout the United States and Canada.

For the Air and Liquid Processing segment, business activity in the specialty centrifugal pump industry remains steady. For the heat exchanger business, the fossil-fueled power generation market has stabilized and there are preliminary signs of growth in the other markets served, including OEM and nuclear. Additionally, demand for custom air handling systems continues to improve although competitive pricing pressures remain. The focus for this segment is to grow revenues, increase margins, strengthen engineering and manufacturing capabilities, and continue to improve the sales distribution network.

Consolidated Results of Operations for the Three and Nine Months Ended September 30, 2017 and 2016

Net sales were $103,886 and $82,861 and $317,952 and $239,740 for the three and nine months ended September 30, 2017, and 2016, respectively. Backlog approximated $331,639 at September 30, 2017, versus $233,590 as of December 31, 2016, and $260,445 at September 30, 2016. A discussion of sales and backlog for the Corporation’s two segments is included below.

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Costs of products sold, excluding depreciation and amortization, as a percentage of net sales for the three months ended September 30, 2017, and 2016, approximated 84.0% and 81.2%, respectively, and for the nine months ended approximated 83.0% and 81.7%, respectively. The increase is principally due to the inclusion of ASW which, as an intermediate product manufacturer, has a higher relative cost of production than our higher value-added roll and other forged engineered products. While the Forged and Cast Engineered Products segment experienced higher operating and raw material costs and lower absorption from a temporary foundry idling for the current year periods, adverse effects of purchase accounting associated with the acquisition of Åkers impacted the prior year period.

Selling and administrative expense was comparable between each of the periods. The full year effect of Åkers and the inclusion of ASW in the current year periods were offset by charges incurred in the prior year periods for restructurings associated with reductions in force (approximately $1,300 for the three and nine months ended September 30, 2016) and transaction and other costs resulting from the Åkers and ASW acquisitions (approximately $100 and $2,100 for the three and nine month ended September 30, 2016, respectively). The expected benefit from the prior year restructurings was offset by higher research and development expenses, commissions as a result of the higher sales, and corporate-related expenses particularly for employee-related costs and professional fees.

Depreciation and amortization expense increased for the nine months ended September 30, 2017, versus September 30, 2016, due to the inclusion of ASW and Åkers.

Loss from operations approximated $(3,213) and $(4,941) for the three months ended September 30, 2017, and 2016, and $(7,595) and $(14,760) for the nine months ended September 30, 2017, and 2016, respectively. A discussion of operating results for the Corporation’s two segments is included below.

Forged and Cast Engineered Products. Sales for the Forged and Cast Engineered Products segment for the three and nine months ended September 30, 2017, increased $18,750 and $75,662, respectively, compared to the same periods of the prior year. Sales from the November 2016 acquisition of ASW accounted for almost half of the increase. The segment also experienced significant improvement in sales of its other forged engineered products due to the uptick in the oil and gas industry, followed by higher sales of forged mill rolls, particularly to domestic and European customers. Sales for cast mill rolls for the quarter fell short of the comparative prior year quarter, mostly due to the idling of a cast facility, but are outpacing 2016 on a year-to-date basis.

While the segment continued to record an operating loss for both the three and nine months ended September 30, 2017, operating results improved from the comparable prior year periods which included unfavorable effects of purchase accounting associated with the acquisition of the Åkers Group. While benefiting from a higher volume of sales and recovery of a portion of an accounts receivable associated with a customer bankruptcy ($1,300), year-to-date operating results are being impacted by lower absorption due to the temporary idling of a cast roll foundry and higher operating and raw material costs.

Backlog approximated $284,285 at September 30, 2017, against $196,512 as of December 31, 2016. While all product lines benefited from an improvement in order intake, the majority of the increase is for our other forged engineered products followed by cast mill rolls. Approximately $178,881 of the current backlog is expected to ship after 2017.

Air and Liquid Processing. Net sales and operating income for the segment for the three and nine months ended September 30, 2017, improved against the same periods of the prior year due to a higher volume of shipments. Specifically, sales of custom air handlers increased for the quarter primarily as a result of timing and, for the first nine months of 2017, as a result of improved order intake. Although current quarter sales of centrifugal pumps fell short of the prior year quarter, year-to-date sales exceeded sales for the same period of the prior year on a higher level of shipments to U.S. Navy shipbuilders. A stronger quarter of shipments to the OEM and nuclear markets enabled year-to-date sales of heat exchange coils to slightly surpass sales for the nine months ended September 30, 2016. Backlog approximated $47,354 at September 30, 2017, against $37,078 as of December 31, 2016, with each of the product lines benefiting from higher order intake. Approximately $24,253 of the current backlog is expected to ship after 2017.

Investment-related income for the nine months ended September 30, 2016, included a dividend of approximately $400 from the Corporation’s U.K./Chinese cast roll joint venture company. No dividends were received in 2017.

Interest expense for the current year periods exceeded the same periods of the prior year. With the Corporation closing on its Revolving Credit and Security Agreement (“Agreement”) in May 2016, interest expense for the three and nine months ended September 30, 2017, includes a full year effect of interest-related costs associated with the Agreement. Additionally, interest expense for the nine months ended September 30, 2017, includes (1) interest, fees and early termination costs of $367 associated with extinguishing ASW’s outstanding credit facility and term loan in the first quarter of 2017 and (2) the full year effect of interest on the promissory notes issued in connection with the purchase of Åkers and the loan payable to the noncontrolling shareholder of the Åkers Chinese joint venture.

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Other income (expense) fluctuated primarily as a result of changes in foreign exchange gains and losses.

Income tax benefit (provision) for the current year periods includes a benefit for the release of valuation allowances during the quarter for additional net operating losses able to be carried back to earlier years. By comparison, the income tax benefit (provision) for the three and nine months ended September 30, 2016, includes valuation allowances of $26,903 and $28,322, against the majority of the Corporation’s deferred income tax assets. An income tax provision has been recognized in each of the periods for subsidiaries not in or not likely to be in a three-year cumulative loss position. Additionally, the income tax provision for the nine months ended September 30, 2017, has been offset by approximately $541 of state income tax refunds.

Net loss and loss per common share for the three and nine months ended September 30, 2017, equaled $(2,202) or $(0.18) per common share and $(8,898) or $(0.72) per common share, respectively. Net loss and loss per share for the three and nine months ended September 30, 2016, equaled $(27,382) or $(2.23) per common share and $(36,758) or $(3.10) per common share, respectively. The previously mentioned valuation allowances established against certain of the deferred income tax assets of $26,903 and $28,322 increased the net loss per common share by $2.19 and $2.39, respectively.

Liquidity and Capital Resources

Net cash flows used in operating activities increased slightly for the nine months ended September 30, 2017, when compared to the nine months ended September 30, 2016. The increase is attributable to additional investment in trade working capital as a result of a higher amount of accounts receivables due to improved sales, and additional inventories due to an anticipated increase in production levels for the Forged and Cast Engineered Products segment. The impact of the additional investment in trade working capital in 2017 is offset by the cash needs of Åkers immediately after acquisition.

Net cash flows used in investing activities decreased for the nine months ended September 30, 2017, when compared to the nine months ended September 30, 2016. Investing activities for 2016 include the net cash portion for the acquisition of Åkers. Capital expenditures for the nine months ended September 30, 2017, were greater than the nine months ended September 30, 2016, and related primarily to higher spend for the Forged and Cast Engineered Products segment. As of September 30, 2017, commitments for future capital expenditures approximated $5,000 which is expected to be spent over the next 12-18 months.

Net cash flows provided by financing activities improved in 2017, when compared to 2016. During the current year, the Corporation borrowed $20,339, net, under its Agreement which exceeded the cash requirements to pay off the net borrowings (term debt and credit facility) assumed as part of the ASW acquisition. Through the nine months ended September 30, 2016, approximately $1,091 of debt issuance costs associated with the Agreement were incurred. In June 2017, the Corporation announced that it would suspend quarterly cash dividends, beginning with the second quarter of 2017. Accordingly, dividends paid for the nine months ended September 30, 2017, equaled $0.18 per common share versus $0.36 per common share for the nine months ended September 30, 2016.

As a result of the above, cash and cash equivalents decreased $13,212 in 2017 and ended the period at $25,367 (of which approximately $12,838 is held by foreign operations) in comparison to $38,579 at December 31, 2016 (of which approximately $12,539 was held by foreign operations). The Corporation has made a provision for the estimated amount of income taxes to be paid for foreign funds deemed to be repatriated to the U.S. The remaining funds are deemed to be permanently reinvested and no additional provision for income tax has been made. Repatriation of any remaining funds may result in the Corporation accruing and paying additional income tax.

Funds on hand, funds generated from future operations and availability under our Agreement (approximately $50,000 at September 30, 2017) are expected to be sufficient to finance our operational and capital expenditure requirements. While the Agreement limits the amount of distributions from the Corporation’s subsidiaries, we have not historically relied on or been dependent on such distributions and are not expected to be in the future.

Litigation and Environmental Matters

See Notes 15 and 16 to the condensed consolidated financial statements.

Critical Accounting Pronouncements

The Corporation’s critical accounting policies, as summarized in its Annual Report on Form 10-K for the year ended December 31, 2016, remain unchanged.

Recently Issued Accounting Pronouncements

See Note 1 to the condensed consolidated financial statements.

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Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 (the “Act”) provides a safe harbor for forward-looking statements made by or on our behalf. Management’s Discussion and Analysis of Financial Condition and Results of Operation and other sections of the Form 10-Q as well as the condensed consolidated financial statements and notes thereto may contain forward-looking statements that reflect our current views with respect to future events and financial performance. All statements in this document other than statements of historical fact are statements that are, or could be, deemed “forward-looking statements” within the meaning of the Act. In this document, statements regarding future financial position, sales, costs, earnings, cash flows, other measures of results of operations, capital expenditures or debt levels and plans, objectives, outlook, targets, guidance or goals are forward-looking statements. Words such as “may,” “intend,” “believe,” “expect,” “anticipate,” “estimate,” “project,” “forecast” and other terms of similar meaning that indicate future events and trends are also generally intended to identify forward looking statements. Forward-looking statements speak only as of the date on which such statements are made, are not guarantees of future performance or expectations, and involve risks and uncertainties. For us, these risks and uncertainties include, but are not limited to, those described under Item 1A, Risk Factors, to Part I of the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2016. In addition, there may be events in the future that we are not able to predict accurately or control which may cause actual results to differ materially from expectations expressed or implied by forward-looking statements. Except as required by applicable law, we assume no obligation, and disclaim any obligation, to update forward-looking statements whether as a result of new information, events or otherwise.

ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

There were no material changes in the Corporation’s exposure to market risk from December 31, 2016.

ITEM 4 – CONTROLS AND PROCEDURES

(a) Disclosure controls and procedures. An evaluation of the effectiveness of the Corporation’s disclosure controls and procedures as of the end of the period covered by this report was carried out under the supervision, and with the participation, of management, including the principal executive officer and principal financial officer. Disclosure controls and procedures are defined under Securities and Exchange Commission (“SEC”) rules as controls and other procedures that are designed to ensure that information required to be disclosed by a company in the reports that it files under the Exchange Act is recorded, processed, summarized and reported within the required time periods. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Based on that evaluation, the Corporation’s management, including the principal executive officer and principal financial officer, has concluded that the Corporation’s disclosure controls and procedures were effective as of September 30, 2017.

(c) Changes in Internal Control. Except as described below, there has been no change in our internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 under the Securities Exchange Act of 1934 that occurred during our last fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. On March 3, 2016, and November 1, 2016, the Corporation acquired Åkers and ASW, respectively, and is in the process of integrating both businesses into its overall internal control over financial reporting process.

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PART II – OTHER INFORMATION

AMPCO-PITTSBURGH CORPORATION

Item 1 Legal Proceedings

The information contained in Note 15 to the condensed consolidated financial statements (Litigation) is incorporated herein by reference.

Item 1A Risk Factors

There are no material changes to the Risk Factors contained in Item 1A to Part I of the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2016.

Items 2-5 None

Item 6 Exhibits

(10.1)	Restated Articles of Incorporation, effective as of August 11, 2017, attached hereto.
(31.1)	Certification of Principal Executive Officer pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.
(31.2)	Certification of Principal Financial Officer pursuant to Section 302 of The Sarbanes-Oxley Act of 2002.
(32.1)	Certification of Principal Executive Officer pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.
(32.2)	Certification of Principal Financial Officer pursuant to Section 906 of The Sarbanes-Oxley Act of 2002.
(101)	Interactive Data File (XBRL)

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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 thereunto duly authorized.

	AMPCO-PITTSBURGH CORPORATION
DATE: November 9, 2017	BY:	/s/ John S. Stanik
		John S. Stanik
		Director and Chief Executive Officer
DATE: November 9, 2017	BY:	/s/ Michael G. McAuley
		Michael G. McAuley
		Vice President, Chief Financial Officer and Treasurer

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EX-10.1

Exhibit 10.1

ARTICLES OF AMENDMENT

OF

AMPCO-PITTSBURGH CORPORATION

In compliance with the requirements of Section 1915 of the Pennsylvania Business Corporation Law of 1988 (the “BCL”), the undersigned business corporation, desiring to restate its Articles of Incorporation in their entirety, hereby states that:

1. The name of the corporation is Ampco-Pittsburgh Corporation.

2. The address of the corporation’s registered office is 726 Bell Avenue, Suite 301, Carnegie, Allegheny County, Pennsylvania 15106.

3. The corporation was incorporated under the BCL.

4. The date of its incorporation is January 30, 1929.

5. This amendment was adopted by the Board of Directors pursuant to BCL § 1914(c).

6. The Articles of Incorporation are restated in their entirety as set forth below on Exhibit A hereto and such restated Articles of Incorporation supersede the original Articles of Incorporation and all amendments thereto.

7. This amendment shall be effective upon filing these Articles of Amendment in the Department of State.

IN WITNESS WHEREOF, the undersigned corporation has caused these Articles of Amendment to be signed by a duly authorized officer this 11^th day of August, 2017.

	AMPCO-PITTSBURGH CORPORATION
	By:	/s/ John S. Stanik
	Name:	John S. Stanik
	Title:	Chief Executive Officer

                            

Exhibit A

RESTATED ARTICLES OF INCORPORATION

FIRST: The name of the corporation is Ampco-Pittsburgh Corporation (the “Corporation”).

SECOND: The present registered office of the Corporation within the Commonwealth of Pennsylvania is located at 726 Bell Avenue, Suite 301, Carnegie, Allegheny County, Pennsylvania 15106.

THIRD: The purpose for which the Corporation is formed is to have unlimited power to engage in and do any lawful act concerning any or all lawful business for which corporations may be incorporated under the Pennsylvania Business Corporation Law, Act of May 5, 1993, P.L. 364, as amended, including the right to engage in manufacturing of every lawful kind.

FOURTH: The Corporation is to exist perpetually.

FIFTH: The authorized capital stock of the Corporation shall be 3,000,000 shares of Preference Stock, without par value, and 20,000,000 shares of Common Stock of the par value of $1.00 per share.

A description of each class of shares and a statement of the rights, voting powers, preferences qualifications, limitations, restrictions and the special or relative rights granted to or imposed upon the shares of each class and of the authority vested in the Board of Directors of the Corporation to establish series of Preference Stock and to fix and determine the variations in the relative rights and preferences as between the series thereof are as follows:

A.    PREFERENCE STOCK:

(1)    The shares of Preference Stock may be divided into and issued in series. Each series shall be so designated as to distinguish the shares thereof from the shares of all other series and classes. Different series of Preference Stock shall not be construed to constitute different classes of shares for the purpose of voting by classes.

(2)    Authority is hereby vested in the Board of Directors of the Corporation, at any time or from time to time, by resolution to divide any of or all the Preference Stock into series, and, within the limitations herein set forth, to fix and determine, to the full extent now or hereafter permitted by the laws of the Commonwealth of Pennsylvania, the designation and the following relative rights and preferences of any series so established:

(a)    The rate of dividend upon the shares of such series, the dividend payment dates, the periods in respect of which dividends are payable (“dividend periods”), whether such dividends shall be cumulative, and, if cumulative, the date or dates from which such dividends shall accumulate;

(b)    Whether or not the shares of such series shall be redeemable, and, if redeemable, the price or prices at which, and the terms and conditions on which, the shares of such series may be redeemed;

(c)    The amount or amounts payable upon the shares of such series in the event of voluntary or involuntary liquidation of the Corporation;

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(d)    The provisions, if any, with respect to a sinking fund for the shares of such series;

(e)    Whether or not the shares of such series shall be convertible into, or exchangeable for, shares of any other class or classes or of any other series of the same or any other class or classes of stock of the Corporation or any other security (including debt securities) of the Corporation, and the conversion price or prices or rate or rates, or the rate or rates at which such exchange may be made, with such adjustments, if any, as shall be provided for in such resolution or resolutions;

(f)    The voting power, if any, of the shares of such series; and

(g)    Such other provisions as may be fixed by the Board of Directors of the Corporation pursuant to the Laws of the Commonwealth of Pennsylvania.

(3)    The holders of shares of the Preference Stock of each series shall be entitled to receive, when and as declared by the Board of Directors, dividends at the rate fixed for such series as provided in paragraph (2) of this Subdivision A, and no more.

(4)    No dividend shall be declared and set apart for payment on any series of Preference Stock in respect of any dividend period unless there shall likewise be or have been paid, or declared and set apart for payment, on all shares of Preference Stock of each other series entitled to cumulative dividends at the time outstanding, which rank equally as to dividends with the series in question, dividends ratably in accordance with the sums that would be payable on such shares through the end of the last preceding dividend period if all dividends (including accumulated, but unpaid, dividends) were declared and paid in full.

(5)    After full cumulative dividends to the end of the immediately preceding dividend period upon the Preference Stock of all series then outstanding that are entitled to cumulative dividends shall have been paid or declared and set apart for payment, and after the Corporation shall have complied with the provisions of any and all series in respect of any and all amounts then or theretofore required to be set aside or applied in respect of any sinking fund, then and not otherwise the holders of shares of Common Stock shall be entitled to receive such dividends as may be declared by the Board of Directors.

(6)    In the event of any voluntary or involuntary liquidation, dissolution or winding up of the Corporation, the holders of the Preference Stock of each series then outstanding shall be entitled to be paid out of the assets of the Corporation available for distribution to its shareholders, whether from capital, surplus or earnings, before any payment shall be made to the holders of the Common Stock, the amount fixed as provided in paragraph (2) of this Subdivision A for every share of their holdings of Preference Stock or such series. In the event of any liquidation, dissolution or winding up of the Corporation, whether voluntary or involuntary, and after distribution shall have been made, as provided above, to the holders of the Preference Stock, the holders of the Common Stock shall be entitled to share ratably (with the Preference Stock if permitted by the resolution of the Board of Directors as referred to in this Article Fifth) in all assets of the Corporation then remaining according to the number of shares of stock held by them respectively. If upon any liquidation, dissolution or winding up the amounts payable on or with respect to the Preference Stock of all series then outstanding shall not be paid in full, the holders of shares of Preference Stock of all series then outstanding, which rank equally in connection with a liquidation, dissolution or winding up of the Corporation, shall share ratably in any distribution of assets according to the respective amounts that would be payable in respect of such shares held by them

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upon such distribution if all amounts payable on or with respect to such shares were paid in full. Neither the merger or consolidation of the Corporation into or with another corporation, nor the merger or consolidation of any other corporation into or with the Corporation, nor the sale or lease of all or substantially all the assets of the Corporation, shall be deemed to be a liquidation, dissolution or winding up of the Corporation, voluntary or involuntary.

(7)    Shares of any series of Preference Stock, which have been redeemed or repurchased by the Corporation (whether through the operation of a sinking fund or otherwise) or which, if convertible or exchangeable have been converted into, or exchanged for, other securities of the Corporation, shall have the status of authorized and unissued shares of Preference Stock of the same series and may be reissued as a part of the series of which they were originally a part or, by resolution of the Board of Directors, may be changed into shares of another series of Preference created or to be created.

B.    SERIES A PREFERENCE STOCK:

(1)    Designation and Amount. A portion of the Preference Shares shall be designated as “Series A Preference Stock” (the “Series A Preference Stock”) and the number of shares constituting such series shall be one hundred and fifty thousand (150,000).

(2)    Subject to the prior and superior rights of the holders of any shares of any series of stock ranking prior and superior to the shares of Series A Preference Stock with respect to dividends, the holders of shares of Series A Preference Stock, in preference to the holders of Common Stock, par value $1.00 per share, of the Corporation (the “Common Stock”) and of any other junior stock, shall be entitled to receive, when, as and if declared by the Board of Directors out of funds legally available for the purpose, quarterly dividends payable in cash on the first day of January, April, July and October in each year (each such date being referred to herein as a “Quarterly Dividend Payment Date”), commencing on the first Quarterly Dividend Payment Date after the first issuance of a share or fraction of a share of Series A Preference Stock, in an amount per share (rounded to the nearest cent) equal to the greater of (a) $9.00 or (b) subject to the provision for adjustment hereinafter set forth, 100 times the aggregate per share amount of all cash dividends, and 100 times the aggregate per share amount (payable in kind) of all non-cash dividends or other distributions, other than a dividend or distribution payable in shares of Common Stock or a subdivision of the outstanding shares of Common Stock (by reclassification or otherwise), declared on the Common Stock since the immediately preceding Quarterly Dividend Payment Date or, with respect to the first Quarterly Dividend Payment Date, since the first issuance of any share or fraction of a share of Series A Preference Stock. In the event that the Corporation shall at any time after November 2, 1998 (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the amounts to which holders of shares of Series A Preference Stock were entitled immediately prior to such event under clause (a) and clause (b) of the preceding sentence shall be adjusted by multiplying each such amount by a fraction the numerator of which is the number of shares of Common Stock outstanding immediately after such event and the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.

(3)    The Corporation shall declare a dividend or distribution on the Series A Preference Stock as provided in paragraph A of this Section immediately after it declares a dividend or distribution on the Common Stock (other than a dividend or distribution payable in shares of Common Stock); provided that, in the event no dividend or distribution shall have been declared on the Common

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Stock during the period between any Quarterly Dividend Payment Date and the next subsequent Quarterly Dividend Payment Date, a dividend of $9.00 per share on the Series A Preference Stock shall nevertheless be payable on such subsequent Quarterly Dividend Payment Date, and provided further that nothing contained in this paragraph shall be construed so as to conflict with any provision relating to the declaration of dividends contained in these Articles.

(4)    Dividends shall begin to accrue and be cumulative on outstanding shares of Series A Preference Stock from the Quarterly Dividend Payment Date next preceding the date of issue of such shares of Series A Preference Stock, unless the date of issue of such shares is prior to the record date for the first Quarterly Dividend Payment Date, in which case dividends on such shares shall begin to accrue from the date of issue of such shares, or unless the date of issue is a Quarterly Dividend Payment Date or is a date after the record date for the determination of holders of shares of Series A Preference Stock entitled to receive a quarterly dividend and before such Quarterly Dividend Payment Date in either of which events such dividends shall begin to accrue and be cumulative from such Quarterly Dividend Payment Date. Accrued but unpaid dividends shall not bear interest. Dividends paid on the shares of Series A Preference Stock in an amount less than the total amount of such dividends at the time accrued and payable on such shares shall be allocated pro rata on a share-by-share basis among all such shares at the time outstanding. The Board of Directors may fix a record date for the determination of holders of shares of Series A Preference Stock entitled to receive payment of a dividend or distribution declared thereon.

(5)    The holders of Series A Preference Stock shall have only such voting rights as are required by law or as are provided in these Articles.

(6)    Whenever quarterly dividends or other dividends or distributions payable on the Series A Preference Stock as provided in this Article Fifth are in arrears, thereafter and until all accrued and unpaid dividends and distributions, whether or not declared, on shares of Series A Preference Stock outstanding shall have been paid in full, the Corporation shall not:

(a)    declare or pay dividends on, make any other distributions on, or redeem or purchase or otherwise acquire for consideration any shares of stock ranking junior (as to dividends) to the Series A Preference Stock;

(b)    declare or pay dividends on or make any other distributions on any shares of stock ranking on a parity (as to dividends) with the Series A Preference Stock, except dividends paid ratably on the Series A Preference Stock and all such parity stock on which dividends are payable or in arrears in proportion to the total amounts to which the holders of all such shares are then entitled;

(c)    redeem or purchase or otherwise acquire for consideration shares of any stock ranking junior (as to dividends) with the Series A Preference Stock, provided that the Corporation may at any time redeem, purchase or otherwise acquire shares of any such junior stock in exchange for shares of any stocks of the Corporation, ranking junior (as to dividends) to the Series A Preference Stock; and

(d)    purchase or otherwise acquire for consideration any shares of Series A Preference Stock, or any shares of stock ranking on a parity (as to dividends) with the Series A Preference Stock, except in accordance with a purchase offer made in writing or by publication (as determined by the Board of Directors) to all holders of such shares upon such terms the Board of Directors, after consideration of the respective annual dividend rates and other relative rights and preferences of the respective series and classes, shall determine in good faith will result in fair and equitable treatment among the respective series or classes.

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(7)    The Corporation shall not permit any subsidiary of the Corporation to purchase or otherwise acquire for consideration any shares of stock of the Corporation unless the Corporation could, under Subdivision B(6) of this Article Fifth, purchase or otherwise acquire such shares at such time and in such manner.

(8)    The Series A Preference Stock is not redeemable.

(9)    Any shares of Series A Preference Stock purchased or otherwise acquired by the Corporation in any manner whatsoever shall be retied and cancelled promptly after the acquisition thereof. All such shares shall upon their cancellation become authorized but unissued shares of Series A Preference Stock and may be reissued as part of such series or may be changed into shares of another series of preference stock to be created by resolution or resolutions of the Board of Directors.

(10)    Upon any liquidation, dissolution or winding up of the Corporation, no distribution shall be made to the holders of shares of stock ranking junior (upon liquidation, dissolution or winding up) to the Series A Preference Stock unless, prior thereto, the holders of shares of Series A Preference Stock shall have received $45.00 per share, plus an amount equal to accrued and unpaid dividends and distributions thereon, whether or not declared, to the date of such payment (the “Series A Liquidation Preference”). Following the payment of the full amount of the Series A Liquidation Preference, no additional distributions shall be made to the holders of shares of Series A Preference Stock, unless, prior thereto, the holders of shares of Common Stock shall have received an amount per share (the “Common Adjustment”) equal to the quotient obtained by dividing (i) the Series A Liquidation Preference by (ii) 100 (as appropriately adjusted as set forth in Section 12below to reflect such events as stock splits, stock dividends and recapitalizations with respect to the Common Stock) (such number in clause (ii), the “Adjustment Number”). Following the payment of the full amount of the Series A Liquidation Preference and the Common Adjustment in respect of all outstanding shares of Series A Preference Stock and Common Stock, respectively, holders of Series A Preference Stock and holders of shares of Common Stock shall receive their ratable and proportionate share of the remaining assets to be distributed in the ratio of the Adjustment Number to one with respect to such Preference Stock and Common Stock, on a per share basis, respectively.

(11)    In the event, however, that there are not sufficient assets available to permit payment in full of the Series A Liquidation Preference and the liquidation preferences of all other series of preference stock, if any, which rank on a parity with the Series A Preference Stock, then all such available assets shall be distributed ratably to the holders of the Series A Preference Stock and the holders of such parity shares in proportion to their respective liquidation preferences. In the event, however, that there are not sufficient assets available to permit payment in full of the Common Adjustment, then any such remaining assets shall be distributed ratably to the holders of Common Stock.

(12)    In the event the Corporation shall at any time after November 2, 1998, (i) declare any dividend on Common Stock payable in shares of Common Stock, (ii) subdivide the outstanding Common Stock, or (iii) combine the outstanding Common Stock into a smaller number of shares, then in each such case the Adjustment Number in effect immediately prior to such event shall be adjusted by multiplying such Adjustment Number by a fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and, the denominator of which is the number of shares of Common Stock that were outstanding immediately prior to such event.

5

(13)    In case the Corporation shall enter into any consolidation, merger, combination or other transaction in which the shares of Common Stock are exchanged for or changed into other stock or securities, cash and/or any other property, then in any such case the shares of Series A Preference Stock shall at the same time be similarly exchanged or changed in an amount per share (subject to the provision for adjustment hereinafter set forth) equal to one hundred (100) times the aggregate amount of stock, securities, cash and/or any other property (payable in kind), as the case may be, into which or for which each share of Common Stock is changed or exchanged. In the event the Corporation shall at any time declare or pay any dividend on Common Stock payable in shares of Common Stock, or effect a subdivision or combination or consolidation of the outstanding shares of Common Stock (by reclassification or otherwise) into a greater or lesser number of shares of Common Stock, then in each such case the amount set forth in the preceding sentence with respect to the exchange or change of shares of Series A Preference Stock shall be adjusted by multiplying such amount by a fraction, the numerator of which is the number of shares of Common Stock outstanding immediately after such event and, the denominator of which is the number of shares of common Stock that were outstanding prior to such event.

(14)    The Corporation may issue fractions and certificates representing fractions of a share of Series A Preference Stock in integral multiples of one one-hundredth (1/100) of a share of Series A Preference Stock, or in lieu thereof, at the election of the Board of Directors of the Corporation at the time of the first issue of any shares of Series A Preference Stock, evidence such fractions by depositary receipts, pursuant to an appropriate agreement between the Corporation and a depositary selected by it, provided that such agreement shall provide that the holders of such depositary receipts shall have all rights, privileges, and preferences to which they would be entitled as beneficial owners of shares of Series A Preference Stock. In the even that fractional shares of Series A Preference Stock are issued, the holders thereof shall have all the rights provided herein for holders of full shares of Series A Preference Stock in the proportion which such fraction bears to a full share.

(15)    These Articles shall not be amended in any manner, which would materially alter or change the powers, preferences or special rights of the Series A Preference Stock so as to affect them adversely, without the affirmative vote of the holders of two-thirds of the outstanding shares of Series A Preference Stock, voting together as a single class.

C.    COMMON STOCK:

(1)    Subject to the provisions of this Article Fifth, such dividends (whether in cash, stock or otherwise) as may be determined by the Board of Directors may be declared and paid on the Common Stock from time to time in accordance with the laws of the Commonwealth of Pennsylvania.

(2)    Subject to the provisions of this Article Fifth with respect to voting rights, if any, of any series of Preference Stock and except as otherwise specifically provided by law, voting power shall be exclusively vested in the Common Stock.

D.    GENERAL:

(1)    Anything in this Article Fifth to the contrary notwithstanding, dividends upon shares of any class of the Corporation shall be payable only out of assets legally available for the

6

payment of such dividends, and the rights of the holders of the Preference Stock of all series and of the holders of the Common Stock in respect of dividends shall at all times be subject to the power of the Board of Directors, which is hereby expressly vested in said Board, from time to time to set aside such reserves and to make such other provisions, if any, as said Board shall deem to be necessary or advisable for working capital, for additions, improvements, and betterments to plant and equipment, for expansion of the Corporation’s business (including the acquisition of real and personal property for that purpose), for plans for maintaining employment at the plants of the Corporation and also for other plans for the benefit of employees generally, and for any other purposes of the Corporation whether or not similar to those herein mentioned.

(2)    Holders of Preference Stock and holders of Common Stock shall not be entitled to participate in any right of subscription to any increased or additional capital stock of the Corporation of any kind whatsoever.

(3)    Subject to the provisions of this Article Fifth and except as otherwise provided by law, the shares of Preference Stock and the shares of Common Stock may be issued for such consideration and for such corporate purposes as the Board of Directors may from time to time determine.

SIXTH:    The business and affairs of the Corporation shall be managed by a Board of Directors comprised as follows:

A.    The Board of Directors shall consist of not less than 5 nor more than 15 persons, the exact number to be fixed from time to time by the Board of Directors pursuant to a resolution adopted by a majority of the directors then in office.

B.    Directors of the Corporation shall be classified with respect to the time for which they shall severally hold office by dividing them into three classes, as nearly equal in number as possible. Upon adoption of this provision each then current director shall retain membership in the class of the Board of Directors in which he was a member immediately prior to such adoption. At each annual meeting of shareholders, the class of directors then being elected shall be elected to hold office for a term of three years. Each director shall hold office for the term for which elected and until his or her successor shall have been elected and qualified.

C.    Any director, any class of directors or the entire Board of Directors may be removed from office by shareholder vote at any time, without assigned any cause, but only if shareholders entitled to cast at least 75% of the votes which all shareholders would be entitled to cast at an annual election of directors or of such class of directors shall vote in favor of such removal; provided, however, that no individual director shall be removed without cause (unless the entire Board of Directors or any class of directors be removed) in case the votes cast against such removal would be sufficient, if voted cumulatively for such director to elect him or her to the class of directors of which he or she is a member.

D.    Vacancies in the Board of Directors, including vacancies resulting from an increase in the number of directors shall be filled only by a majority of the remaining directors then in office, though less than a quorum, except that vacancies resulting from removal from office by a vote of the shareholders may be filled by the shareholders at the same meeting of which such removal occurs. All directors elected to fill vacancies shall hold office for a term expiring at the annual meeting of shareholders at which the term of the class to which they have been elected expires. No decrease in the number of directors constituting the Board of Directors shall shorten the term of any incumbent director.

7

E.    Whenever the holders of any class or series of Preference Stock shall have the right voting separately as a class, to elect one or more directors of the Corporation, none of the foregoing provisions of this Article Sixth shall apply with respect to the director or directors elected by such holders of Preference Stock.

SEVENTH:

A.    The Board of Directors may make, amend and repeal the By-laws of the Corporation with respect to those matters which are not, by statute, reserved exclusively to the shareholders, subject always to the power of the shareholders to change such action as provided herein. Unless expressly provided in these Articles as to a particular provision of the By-laws, no By-law may be made, amended or repealed by the shareholders unless such action is approved by the affirmative vote of the holders of not less than 75% of the voting power of the then outstanding shares of capital stock of the Corporation entitled to vote in an annual election of directors, voting together as a single class, unless such action has been approved by at least two-thirds vote of the whole Board of Directors in which event the affirmative vote of not less than a majority of the voting power of the then outstanding shares of capital stock of the Corporation entitled to vote in an annual election of directors, voting together as a single class, shall be required.

B.    Subject to the voting rights of any particular series of Preference Stock given by the Board of Directors pursuant to Subdivision A of Article Fifth, and except as may be expressly provided in these Articles as to a particular provision in these Articles, the affirmative vote of the holders of not less than 75% of the voting power of the then outstanding shares of capital stock of the Corporation entitled to vote in an annual election of directors, voting together as a single class, shall be required to amend or repeal, or to adopt any provision inconsistent with, these Articles, unless such amendment, repeal or provision has been approved by at least a two-third vote of the whole Board of Directors, in which event the affirmative vote of the holders of not less than a majority of the voting power of the then outstanding shares of capital stock of the Corporation entitled to vote in an annual election of directors, voting together as a single class shall be required.

C.    As used in Subdivision A and B of this Article Seventh, “whole Board of Directors” shall mean the number of directors determined from time to time by the Board of Directors pursuant to a resolution adopted pursuant to Subdivision A of Article Sixth hereof.

EIGHTH:

A.    To the fullest extent that the laws of the Commonwealth of Pennsylvania, as in effect on January 27, 1987, or as thereafter amended, permit elimination or limitation of the liability of directors, no director of the Corporation shall be personally liable for monetary damages as such for any action taken, or any failure to take any action, as a director.

B.    This Article Eighth shall not apply to any actions filed prior to January 27, 1987, nor to any breach of performance of duty or any failure of performance of duty by any director of the Corporation occurring prior to January 27, 1987.

C.    The provisions of this Article Eighth shall be deemed to be a contract with each director of the Corporation who serves as such at any time while this Article Eighth is in effect and each such director shall be deemed to be doing so in reliance on the provisions of this Article Eighth. Any amendment or repeal of this Article Eighth or adoption of any other by-law or provision of these Articles, which has the effect of increasing director liability, shall operate prospectively only and shall not affect any action taken, or any failure to act, prior to the adoption of such amendment, repeal, other by-law or provision.

8

NINTH:

A.    Except as prohibited by law and as set forth below, every director and officer of the Corporation shall be entitled as of right to be indemnified by the Corporation against expenses and any liability paid or incurred by such person in connection with any actual or threatened claim, action, suit or proceeding, whether civil, criminal, administrative, investigative or other, whether brought by or in the right of the Corporation or otherwise, in which such person may be involved as a party, witness or otherwise, or is threatened to be involved by reason of such person being or having been a director or officer of the Corporation or by reason of the fact that such person is or was serving at the request of the Corporation as a director, officer, employee, fiduciary agent or other representative of another corporation, partnership, joint venture, trust, employee benefit plan or other entity (such claim, action, suit or proceeding hereinafter being referred to as an “Action”); provided, that no such right of indemnification shall exist in any case where the act or failure to act giving rise to the claim to indemnification is determined by a court to have constituted willful misconduct or recklessness, and provided further, that no such right of indemnification shall exist with respect to an Action brought by a director or officer against the Corporation except as provided in the last sentence of this Section A. Indemnification hereunder shall include the right to have expenses incurred by such person in connection with defending a civil or criminal Action paid by the Corporation in advance of the final disposition of such Action upon receipt of an undertaking by or on behalf of such person to repay such amount if it shall ultimately be determined that such person is not entitled to be indemnified by the Corporation. Persons who are not directors or officers of the Corporation may be similarly indemnified in respect of service to the Corporation or to another such entity at the request of the Corporation to the extent the Board of Directors at any time denominates such person as entitled to the benefits of this Section A. Any director or officer of the Corporation serving (i) another corporation, of which a majority of the shares entitled to vote in the election of its directors is held by the Corporation, or (ii) any employee benefit plan of the Corporation or any corporation referred to in clause (i), in any capacity, shall be deemed to be doing so at the request of the Corporation. As used herein, “expenses” shall include fees and expenses of counsel selected by such person and “liability” shall include amounts of judgments, excise taxes, fines and penalties, and amounts paid in settlements (with the written consent of the Corporation, which consent shall not be unreasonably withheld). With respect to any Action brought by a director or officer against the Corporation, the director or officer shall be entitled to be indemnified for expenses incurred in connection with such Action pursuant to this Section only (i) if the Action is a suit brought as a claim for indemnity under Section B of this Article Ninth or otherwise, (ii) if the director or officer is successful in whole or in part in the Action for which expenses are claimed, or (iii) if the indemnification for expenses is included in a settlement of the Action or is awarded by a court.

B.    If a claim under Section A of this Article Ninth is not paid in full by the Corporation within thirty days after a written claim has been received by the Corporation, the claimant may at any time thereafter bring suit against the Corporation to recover the unpaid amount of the claim, and, if successful in whole or in part, the claimant shall also be entitled to be paid the expense of prosecuting such claim. It shall be a defense to any such suit that the claimant’s conduct was such that under Pennsylvania law the Corporation is prohibited from indemnifying the claimant for the amount claimed, but the burden of proving such defense shall be on the Corporation. Neither the failure of the Corporation (including its Board of Directors, independent legal counsel or its shareholders) to have made a

9

determination prior to the commencement of such suit that indemnification of the claimant is proper in the circumstances, nor an actual determination by the Corporation (including its Board of Directors, independent legal counsel or its shareholders) that the claimant’s conduct was such that indemnification is prohibited by law, shall be a defense to the suit or create a presumption that the claimant’s conduct was such that indemnification is prohibited by law.

C.    The Corporation may purchase and maintain insurance to protect itself and any person eligible to be indemnified hereunder against any liability or expense asserted or incurred by such person in connection with any Action, whether or not the Corporation would have the power to indemnify such person against such liability or expense by law or under the provisions of this Article Ninth. The Corporation may create a trust fund, grant a security interest, cause a letter of credit to be issued or use other means (whether or not similar to the foregoing) to ensure the payment of such sums as may becoming necessary to effect indemnification as provided herein.

D.    The right of indemnification and advancement of expenses provided for in this Article Ninth (i) shall not be deemed exclusive of any other rights, whether now existing or hereafter created, to which those seeking indemnification hereunder may be entitled under any agreement, by-law or charter provision, vote of shareholders or directors or otherwise, (ii) shall be deemed to create contractual rights in favor of persons entitled to indemnification hereunder, and (iii) shall continue as to persons who have ceased to have the status pursuant to which they were entitled or were denominated as entitled to indemnification hereunder and shall inure to the benefit of the heirs, executors and administrators of persons entitled to indemnification hereunder. The right of indemnification provided for herein may not be amended or repealed so as to limit in any way the indemnification provided for herein with respect to any acts or omissions occurring prior to the adoption of any such amendment or repeal.

E.    Any person entitled to be indemnified or to the reimbursement or the advancement of expenses as a matter of right pursuant to this Article Ninth may elect to have the right to indemnification (or advancement of expenses) interpreted on the basis of the applicable law in effect at the time of the occurrence of the event or events giving rise to the Action, to the extent permitted by law, or on the basis of applicable law in effect at the time indemnification is sought.

F.    This Article Ninth shall apply to every Action other than an Action filed prior to January 27, 1987, except that it shall not apply to the extent that Pennsylvania law does not permit its application to any breach of performance of duty by any person eligible to be indemnified hereunder occurring prior to January 27, 1987.

10

EX-31.1

Exhibit 31.1

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, John S. Stanik, certify that:

1. I have reviewed this Form 10-Q of Ampco-Pittsburgh Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ John S. Stanik

John S. Stanik

Director and Chief Executive Officer

November 9, 2017

EX-31.2

Exhibit 31.2

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Michael G. McAuley, certify that:

1. I have reviewed this Form 10-Q of Ampco-Pittsburgh Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

/s/ Michael G. McAuley

Michael G. McAuley

Vice President, Chief Financial Officer and Treasurer

November 9, 2017

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Ampco-Pittsburgh Corporation (the “Company”) on Form 10-Q for the period ended September 30, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned, in the capacities and on the dates indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

/s/ John S. Stanik

John S. Stanik

Director and Chief Executive Officer

November 9, 2017

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Ampco-Pittsburgh Corporation (the “Company”) on Form 10-Q for the period ended September 30, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned, in the capacities and on the dates indicated below, hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

/s/ Michael G. McAuley

Michael G. McAuley

Vice President, Chief Financial Officer and Treasurer

November 9, 2017

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2017	Nov. 03, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q3
Trading Symbol	AP
Entity Registrant Name	AMPCO PITTSBURGH CORP
Entity Central Index Key	0000006176
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		12,361,486

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 25,367	$ 38,579
Receivables, less allowance for doubtful accounts of $728 in 2017 and $2,228 in 2016	83,839	72,233
Inventories	102,234	83,579
Insurance receivable - asbestos	13,000	13,000
Other current assets	21,152	14,073
Total current assets	245,592	221,464
Property, plant and equipment - net	215,685	214,408
Insurance receivable - asbestos	90,891	102,945
Deferred income tax assets	1,087	4,824
Investments in joint ventures	2,175	2,019
Intangible assets - net	11,322	11,601
Other noncurrent assets	8,256	8,628
Total assets	575,008	565,889
Current liabilities:
Accounts payable	47,881	37,104
Accrued payrolls and employee benefits	21,899	20,166
Debt - current portion	19,416	26,825
Asbestos liability - current portion	18,000	18,000
Other current liabilities	38,689	42,197
Total current liabilities	145,885	144,292
Employee benefit obligations	90,448	91,947
Asbestos liability	136,663	153,181
Long-term debt	46,864	25,389
Deferred income tax liabilities	627	591
Other noncurrent liabilities	526	655
Total liabilities	421,013	416,055
Commitments and contingent liabilities (Note 9)
Shareholders' equity:
Common stock - par value $1; authorized 20,000 shares; issued and outstanding 12,361 shares in 2017 and 12,271 in 2016	12,361	12,271
Additional paid-in capital	152,794	151,089
Retained earnings	35,451	45,443
Accumulated other comprehensive loss	(49,183)	(60,885)
Total Ampco-Pittsburgh shareholders' equity	151,423	147,918
Noncontrolling interest	2,572	1,916
Total shareholders' equity	153,995	149,834
Total liabilities and shareholders' equity	$ 575,008	$ 565,889

XML

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Receivables, allowance for doubtful accounts	$ 728	$ 2,228
Common stock, par value	$ 1	$ 1
Common stock, shares authorized	20,000,000	20,000,000
Common stock, shares issued	12,361,000	12,271,000
Common stock, shares outstanding	12,361,000	12,271,000

XML

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Statement [Abstract]
Net sales	$ 103,886	$ 82,861	$ 317,952	$ 239,740
Operating costs and expenses:
Costs of products sold (excluding depreciation and amortization)	87,295	67,267	263,975	195,824
Selling and administrative	14,243	15,045	44,444	43,740
Depreciation and amortization	5,451	5,490	17,019	14,945
Loss (gain) on disposal of assets	110	0	109	(9)
Total operating expenses	107,099	87,802	325,547	254,500
Loss from operations	(3,213)	(4,941)	(7,595)	(14,760)
Other income (expense):
Investment-related income	34	48	105	540
Interest expense	(778)	(684)	(2,683)	(1,502)
Other - net	250	(365)	(447)	327
Total other income (expense)	(494)	(1,001)	(3,025)	(635)
Loss before income taxes and equity gains in Chinese joint venture	(3,707)	(5,942)	(10,620)	(15,395)
Income tax benefit (provision)	1,804	(21,602)	1,771	(21,627)
Equity gains in Chinese joint venture	0	4	535	115
Net loss	(1,903)	(27,540)	(8,314)	(36,907)
Less: Net income (loss) attributable to noncontrolling interest	299	(158)	584	(149)
Net loss attributable to Ampco-Pittsburgh	$ (2,202)	$ (27,382)	$ (8,898)	$ (36,758)
Net loss per common share attributable to Ampco-Pittsburgh:
Basic	$ (0.18)	$ (2.23)	$ (0.72)	$ (3.10)
Diluted	(0.18)	(2.23)	(0.72)	(3.10)
Cash dividends declared per share	$ 0.00	$ 0.09	$ 0.09	$ 0.27
Weighted average number of common shares outstanding:
Basic	12,361	12,271	12,320	11,844
Diluted	12,361	12,271	12,320	11,844

XML

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Statement of Comprehensive Income [Abstract]
Net loss	$ (1,903)	$ (27,540)	$ (8,314)	$ (36,907)
Adjustments for changes in:
Foreign currency translation	3,526	(2,219)	10,704	(8,623)
Unrecognized employee benefit costs (including effects of foreign currency translation)	(652)	5,145	(1,773)	7,095
Unrealized holding gains on marketable securities	136	167	423	384
Fair value of cash flow hedges	217	71	456	126
Reclassification adjustments for items included in net loss:
Amortization of unrecognized employee benefit costs	945	1,267	2,461	2,445
Realized gains from sale of marketable securities	(19)	(46)	(25)	(70)
Realized (gains) losses from settlement of cash flow hedges	(150)	103	(472)	268
Other comprehensive income	4,003	4,488	11,774	1,625
Comprehensive income (loss)	2,100	(23,052)	3,460	(35,282)
Less: Comprehensive income (loss) attributable to noncontrolling interest	440	(158)	656	(149)
Comprehensive income (loss) attributable to Ampco-Pittsburgh	$ 1,660	$ (22,894)	$ 2,804	$ (35,133)

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Condensed Consolidated Statements of Cash Flows (Unaudited) $ in Thousands	9 Months Ended
	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)
Statement of Cash Flows [Abstract]
Net cash flows used in operating activities	$ (15,946)	$ (13,165)
Cash flows from investing activities:
Purchases of property, plant and equipment	(9,744)	(5,519)
Proceeds from sale of property, plant and equipment	0	11
Purchase of Åkers, net of cash acquired (Note 2)	0	(27,031)
Proceeds from sale of investment in joint venture (Note 2)	1,000	0
Purchases of long-term marketable securities	(83)	(619)
Proceeds from sale of long-term marketable securities	245	619
Net cash flows used in investing activities	(8,582)	(32,539)
Cash flows from financing activities:
Dividends paid	(2,236)	(4,102)
Repayment of debt	(730)	(508)
Debt issuance costs	0	(1,091)
Proceeds from Revolving Credit and Security Agreement (Note 8)	23,339	0
Payments on Revolving Credit and Security Agreement (Note 8)	(3,000)	0
Proceeds from ASW credit facility (Note 8)	8,795	0
Payments on ASW credit facility (Note 8)	(15,941)	0
Net cash flows provided by (used in) financing activities	10,227	(5,701)
Effect of exchange rate changes on cash and cash equivalents	1,089	(192)
Net decrease in cash and cash equivalents	(13,212)	(51,597)
Cash and cash equivalents at beginning of period	38,579	95,122
Cash and cash equivalents at end of period	25,367	43,525
Supplemental information:
Income tax payments	988	3,706
Interest payments	956	1,496
Non-cash investing activities:
Purchases of property, plant and equipment included in accounts payable	1,947	2,818
Non-cash financing activities:
Issuance of common stock to acquire net assets of Åkers (Note 2)	0	22,137
Issuance of debt to acquire net assets of Åkers (Note 2)	$ 0	$ 22,619

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Unaudited Condensed Consolidated Financial Statements

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Unaudited Condensed Consolidated Financial Statements

1. Unaudited Condensed Consolidated Financial Statements

The condensed consolidated balance sheet as of September 30, 2017, and the condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2017 and 2016, and condensed consolidated statements of cash flows for the nine months ended September 30, 2017 and 2016, have been prepared by Ampco-Pittsburgh Corporation (the “Corporation”) without audit. In the opinion of management, all adjustments, consisting of only normal and recurring adjustments necessary to present fairly the financial position, results of operations and cash flows for the periods presented, have been made. The results of operations for the three and nine months ended September 30, 2017, are not necessarily indicative of the operating results expected for the full year.

Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.

Recently Implemented Accounting Pronouncements

In March 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. The guidance also requires presentation of excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. The amended guidance became effective for the Corporation January 1, 2017, and did not have a significant impact on its financial position, operating results or liquidity.

In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which revises the measurement of inventory at the lower of cost or market. In accordance with ASU 2015-11, an entity will measure inventory at the lower of cost and net realizable value which is defined as the estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal and transportation. The amendment does not apply to inventory that is measured using the last-in, first out (LIFO) method. The guidance became effective for the Corporation January 1, 2017, and did not have a significant impact on its financial position, operating results or liquidity.

Recently Issued Accounting Pronouncements

In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging, which amends and simplifies existing guidance to allow companies to more accurately present the economic effects of risk management activities in the financial statements. The amended guidance will be effective for interim and annual periods beginning after December 15, 2018; however, early adoption is permitted. The Corporation is currently evaluating the impact the guidance will have on its financial position and operating results. It will not, however, affect the Corporation’s liquidity.

In May 2017, the FASB issued ASU 2017-09, Scope of Modification Accounting, which provides guidance about which changes to the terms and conditions of a share-based payment award require an entity to apply modification accounting. The amendment will be applied prospectively to an award modified on or after the adoption date. The amended guidance will be effective for interim and annual periods beginning after December 15, 2017. The Corporation is currently evaluating the impact the guidance will have on its financial position, operating results and liquidity.

In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires an employer who offers defined benefit and postretirement benefit plans to report the service cost component of net periodic benefit cost in the same line item or items as other compensation costs arising from services rendered by employees during the period. The other components of net period benefit cost are required to be presented in the income statement separately from the service cost component and outside the subtotal of income from operations. The amendment also allows only for the service cost component of net periodic benefit cost to be eligible for capitalization when applicable. The amended guidance does not change the amount of net periodic benefit cost to be recognized, only where it is to be recognized in the income statement. The amended guidance becomes effective for interim and annual periods beginning after December 15, 2017, and must be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension and other postretirement costs in the income statement and prospectively for capitalization of the service cost component of net periodic benefit cost in inventory. A practical expedient is available permitting employers to use the amounts disclosed in its pension and other postretirement benefit plan footnote (Note 7) as the estimate to apply retrospectively. The guidance will not affect the Corporation’s financial position or liquidity.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments, which clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows. The amended guidance will be effective for interim and annual periods beginning after December 15, 2017. The Corporation is currently evaluating the impact the guidance will have on the presentation of its cash flow statement. It will not, however, affect the Corporation’s financial position, operating results or liquidity.

In May 2016, April 2016, March 2016 and May 2014, the FASB issued ASUs 2016-12, 2016-10, 2016-08 and 2014-09, respectively, Revenue from Contracts with Customers (Topic 606), which provides a common revenue standard for U.S. GAAP and IFRS. The guidance establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from a company’s contracts with customers. It requires companies to apply a five-step model when recognizing revenue relating to the transfer of goods or services to customers in an amount that reflects the consideration that the company expects to be entitled to receive for those goods and services. It also requires comprehensive disclosures regarding revenue recognition. The guidance becomes effective for interim and annual periods beginning after December 15, 2017, and can be implemented on either a full or modified retrospective basis. The Corporation currently anticipates it will use the modified retrospective method (a cumulative adjustment to its January 1, 2018 retained earnings). Based on preliminary analysis, the Corporation has identified certain contracts which may require revenue to be recognized over time versus at a point in time. The Corporation will continue its review of contracts and its assessment of the impact the guidance will have on its business processes, business and accounting systems and consolidated financial statements and disclosures. The Corporation currently expects to complete its analysis, including implementing any necessary changes to existing business processes and systems to accommodate these new standards, during 2017.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with a term of more than one year. Accounting by lessors will remain similar to existing generally accepted accounting principles. The guidance becomes effective for the Corporation January 1, 2019. The Corporation is currently evaluating the impact the guidance will have on its financial position, operating results and liquidity.

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Acquisitions and Investments in Joint Venture

9 Months Ended

Sep. 30, 2017

Business Combinations [Abstract]

Acquisitions and Investments in Joint Venture

2. Acquisitions and Investments in Joint Venture

Acquisition of Åkers

On March 3, 2016, the Corporation acquired 100% of the voting equity interest of Åkers AB and certain of its affiliated companies, including Åkers AB’s 60% equity interest in a Chinese joint venture company (collectively, “Åkers”), from Altor Fund II GP Limited. The purchase price approximated $74,155 and was comprised of $29,399 in cash, $22,619 in the form of three-year promissory notes, and 1,776,604 shares of common stock of the Corporation which, based on the closing price of the Corporation’s common stock as of the date of closing, had a fair value of $22,137. The notes bear interest at 6.5%, compounding annually, with principal and interest payable at maturity on March 3, 2019.

Acquisition of ASW

On November 1, 2016, the Corporation acquired 100% of the voting equity interest of ASW Steel Inc. (“ASW”) from CK Pearl Fund, Ltd., CK Pearl Fund L.P. and White Oak Strategic Master Fund, L.P. The purchase price of $13,116 consisted of $3,500 in cash and $9,616 in the assumption of outstanding indebtedness.

Pro Forma Financial Information for the Åkers and ASW Acquisitions:

Operating results of Åkers and ASW are included in the Forged and Cast Engineered Products segment from their respective dates of acquisition. The following financial information presents the combination of the results of operations of Ampco, Åkers and ASW as though the acquisition date for both of the business combinations had occurred as of January 1, 2016. Pro forma adjustments have been made primarily to (1) include the net incremental depreciation and amortization expense associated with recording property, plant and equipment and definite-lived intangible assets at fair value and (2) remove debt-related expenses associated with previous debt facilities not assumed by the Corporation. The following pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved had the acquisition occurred at the beginning of 2016:

	Three Months Ended September 30, 2016			Nine Months Ended September 30, 2016
Net sales	$	93,335		$	298,804
Loss before income taxes (includes noncontrolling interest)	$	(7,803	)	$	(23,100	)
Net loss attributable to Ampco-Pittsburgh	$	(29,243	)	$	(43,555	)
Net loss per common share (basic) attributable to Ampco-Pittsburgh	$	(2.38	)	$	(3.56	)

Investment in Union Electric Steel MG Roll Co., Ltd (“UES-MG”):

In November 2016, in connection with an equity restructuring of UES-MG, UES transferred 16% of its equity interest in UES-MG to a Chinese rollmaker for $2,400, payable in installments over the next three years. As of September 30, 2017, UES has received payments of $1,000.

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Inventories

9 Months Ended

Sep. 30, 2017

Inventory Disclosure [Abstract]

Inventories

3. Inventories

At September 30, 2017, and December 31, 2016, approximately 40% and 45%, respectively, of the inventories were valued using the LIFO method with the remaining inventories valued using the FIFO method. Inventories were comprised of the following:

	September 30, 2017		December 31, 2016
Raw materials	$	24,165	$	23,964
Work-in-process		44,087		29,198
Finished goods		18,893		20,046
Supplies		15,089		10,371
Inventories	$	102,234	$	83,579

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Property, Plant and Equipment

9 Months Ended

Sep. 30, 2017

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

4. Property, Plant and Equipment

Property, plant and equipment were comprised of the following:

	September 30, 2017			December 31, 2016
Land and land improvements	$	12,199		$	11,747
Buildings		68,154			66,017
Machinery and equipment		332,841			323,684
Construction-in-process		7,369			2,595
Other		9,074			7,495
		429,637			411,538
Accumulated depreciation and amortization		(213,952	)		(197,130	)
Property, plant and equipment – net	$	215,685		$	214,408

The majority of the assets of the Corporation, except real property, is pledged as collateral for the Corporation’s Revolving Credit and Security Agreement (Note 8). Land and buildings of Union Electric Steel UK Limited (“UES-UK”), equal to approximately $2,810 (£2,098) at September 30, 2017, are held as collateral by the trustees of the UES-UK defined benefit pension plan (Note 7). The gross value of assets under capital lease and the related accumulated amortization as of September 30, 2017, approximated $4,064 and $1,027, respectively, and at December 31, 2016, approximated $3,610 and $691, respectively.

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Intangible Assets

9 Months Ended

Sep. 30, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

5. Intangible Assets

Intangible assets were comprised of the following:

	September 30, 2017			December 31, 2016
Customer relationships	$	6,537		$	6,244
Developed technology		4,427			4,248
Trade name		2,694			2,537
		13,658			13,029
Accumulated amortization		(2,336	)		(1,428	)
Intangible assets – net	$	11,322		$	11,601

Movement in foreign currency exchange rates used to translate intangible assets from local currency to the U.S. dollar changed the gross value of intangible assets between the periods. Amortization expense for the three months ended September 30, 2017, and 2016, was $309 and $267, respectively. Amortization for the nine months ended September 30, 2017, and 2016, was $908 and $866, respectively.

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Other Current Liabilities

9 Months Ended

Sep. 30, 2017

Other Liabilities Disclosure [Abstract]

Other Current Liabilities

6. Other Current Liabilities

Other current liabilities were comprised of the following:

	September 30, 2017		December 31, 2016
Customer-related liabilities	$	20,525	$	21,564
Accrued interest payable		2,621		2,274
Accrued sales commissions		1,787		1,693
Other		13,756		16,666
Other current liabilities	$	38,689	$	42,197

Included in customer-related liabilities are costs expected to be incurred with respect to product warranties. Changes in the liability for product warranty claims consisted of the following:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Balance at beginning of the period	$	12,117		$	11,825		$	11,521		$	6,358
Åkers – opening balance sheet liability for warranty claims		0			0			0			6,032
Satisfaction of warranty claims		(1,169	)		(1,324	)		(2,889	)		(3,029	)
Provision for warranty claims		1,011			1,855			2,964			3,372
Other, primarily impact from changes in foreign currency exchange rates		328			40			691			(337	)
Balance at end of the period	$	12,287		$	12,396		$	12,287		$	12,396

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Pension and Other Postretirement Benefits

9 Months Ended

Sep. 30, 2017

Retirement Benefits [Abstract]

Pension and Other Postretirement Benefits

7. Pension and Other Postretirement Benefits

Contributions were as follows:

	Nine Months Ended September 30,
	2017		2016
Foreign defined benefit pension plans	$	1,323	$	1,260
Other postretirement benefits (e.g., net payments)		852		1,092
U.K. defined contribution pension plan		223		182
U.S. defined contribution plan		1,788		1,792

As part of the Åkers acquisition, the Corporation assumed the obligations for two U.S. defined benefit pension plans, two foreign retirement benefit plans and two other postretirement benefit plans. None of the acquired benefit plans were fully funded as of the acquisition date. Effective June 2016, the Corporation froze participation in one of the U.S. defined benefit pension plans and replaced salary benefit accruals with employer non-elective contributions equaling 3% of compensation. The plan change resulted in a curtailment gain of $887 for the nine months ended September 30, 2016.

Net periodic pension and other postretirement costs include the following components:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
U.S. Defined Benefit Pension Plans
Service cost	$	417		$	453		$	1,238		$	1,264
Interest cost		2,113			2,606			6,310			7,380
Expected return on plan assets		(3,122	)		(3,508	)		(9,377	)		(9,928	)
Amortization of prior service cost		12			10			39			33
Amortization of actuarial loss		1,145			831			3,083			2,493
Curtailment credit		0			0			0			(887	)
Net benefit cost	$	565		$	392		$	1,293		$	355
Foreign Defined Benefit Pension Plans
Service cost	$	81		$	94		$	263		$	223
Interest cost		474			563			1,377			1,727
Expected return on plan assets		(568	)		(607	)		(1,662	)		(1,897	)
Amortization of actuarial loss		195			165			562			516
Net benefit cost	$	182		$	215		$	540		$	569
Other Postretirement Benefit Plans
Service cost	$	16		$	135		$	369		$	371
Interest cost		124			192			428			546
Amortization of prior service benefit		(401	)		(357	)		(1,205	)		(872	)
Amortization of actuarial (gain) loss		(6	)		9			(18	)		27
Net benefit (income) cost	$	(267	)	$	(21	)	$	(426	)	$	72

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Borrowing Arrangements

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Borrowing Arrangements

8. Borrowing Arrangements

The Corporation has a five-year Revolving Credit and Security Agreement (the “Agreement”) with a syndicate of banks. The Agreement provides for a $100,000 senior secured asset-based revolving credit facility with an option to increase the credit facility by an additional $50,000 at the request of the Corporation and with the approval of the banks. The Agreement includes sublimits for letters of credit, not to exceed $40,000, European borrowings not to exceed $15,000, and Canadian borrowings not to exceed $15,000.

Availability under the Agreement is based on eligible accounts receivable, inventory and fixed assets. Amounts outstanding under the credit facility bear interest at the Corporation’s option at either (1) LIBOR plus an applicable margin ranging between 1.25% to 1.75% based on the quarterly average excess availability or (2) the Base Rate plus an applicable margin ranging between 0.25% to 0.75% based on the quarterly average excess availability. Additionally, the Corporation is required to pay a commitment fee ranging between 0.25% and 0.375% based on the daily unused portion of the credit facility. As of September 30, 2017, the Corporation had utilized a portion of the credit facility for letters of credit (Note 9) and had outstanding borrowings of $20,339 (including £1,000 of European borrowings for its U.K. subsidiary). Interest accrues on the outstanding balance at an average of 2.68%. As of September 30, 2017, the Corporation had remaining availability of approximately $50,000.

The Agreement is collateralized by a first priority perfected security interest in substantially all of the assets of the Corporation and its subsidiaries (other than real property). Additionally, the Agreement contains customary affirmative and negative covenants and certain limitations, including, but not limited to, investments in Excluded Subsidiaries (as defined in the Agreement), payment of dividends, incurrence of additional indebtedness, upstreaming distributions from subsidiaries, and acquisitions and divestures.

The Corporation must also maintain a certain level of excess availability. If excess availability falls below the established threshold, or in an event of default, the Corporation will be required to maintain a minimum fixed charge coverage ratio of not less than 1.00 to 1.00. The Corporation was in compliance with the applicable bank covenants as of September 30, 2017.

In March 2017, the Corporation repaid the debt assumed (term debt and credit facility) in connection with the acquisition of ASW, including interest, fees and early termination costs. Accordingly, outstanding borrowings of the Corporation as of September 30, 2017, and December 31, 2016, consisted of the following:

	September 30, 2017			December 31, 2016
Industrial Revenue Bonds (“IRB”)	$	13,311		$	13,311
Promissory notes (and interest)		25,003			23,844
Revolving Credit and Security Agreement		20,339			0
Minority shareholder loans		5,645			4,990
Credit facility (ASW)		0			7,146
Term loan (ASW)		0			762
Capital leases		1,982			2,161
		66,280			52,214
Current portion		(19,416	)		(26,825	)
Long-term debt	$	46,864		$	25,389

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Commitments and Contingent Liabilities

9 Months Ended

Sep. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingent Liabilities

9. Commitments and Contingent Liabilities

Outstanding standby and commercial letters of credit as of September 30, 2017, approximated $27,828, the majority of which serves as collateral for the IRB debt and foreign exchange contracts. In addition, in connection with the acquisition of Åkers, the Corporation issued two surety bonds to PRI Pensionsgaranti, guaranteeing certain obligations of Åkers Sweden AB and Åkers AB under a credit insurance arrangement relating to pension commitments. The total amount covered by the surety bonds is approximately $4,000 (SEK 33,900).

See Note 10 for derivative instruments, Note 15 for litigation and Note 16 for environmental matters.

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Derivative Instruments

9 Months Ended

Sep. 30, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivative Instruments

10. Derivative Instruments

Certain of the Corporation’s operations are subject to risk from exchange rate fluctuations in connection with sales in foreign currencies. To minimize this risk, foreign currency sales contracts are entered into which are designated as cash flow or fair value hedges. As of September 30, 2017, the Corporation covered approximately $21,108 of anticipated foreign-denominated sales with fair value contracts settling at various dates through October 2018. The fair value of assets held as collateral for the fair value contracts as of September 30, 2017, approximated $5,670, including a $5,000 standby letter of credit.

Additionally, certain of the divisions of the Air and Liquid Processing segment are subject to risk from increases in the price of commodities (copper and aluminum) used in the production of inventory. To minimize this risk, futures contracts are entered into which are designated as cash flow hedges. At September 30, 2017, approximately 57%, or $2,720, of anticipated copper purchases over the next 11 months and 56%, or $513, of anticipated aluminum purchases over the next six months were hedged.

The Corporation previously entered into foreign currency purchase contracts to manage the volatility associated with Euro-denominated progress payments to be made for certain machinery and equipment. As of December 31, 2010, all contracts had been settled and the underlying fixed assets were placed in service.

No portion of the existing cash flow or fair value hedges is considered to be ineffective, including any ineffectiveness arising from the unlikelihood of an anticipated transaction to occur. Additionally, no amounts have been excluded from assessing the effectiveness of a hedge.

The Corporation does not enter into derivative transactions for speculative purposes and, therefore, holds no derivative instruments for trading purposes.

Gains (losses) on foreign exchange transactions included in other income (expense) approximated $87 and $(385) for the three months ended September 30, 2017, and 2016, respectively, and $(616) and $263 for the nine months ended September 30, 2017, and 2016, respectively.

The location and fair value of the foreign currency sales contracts recorded on the condensed consolidated balance sheets were as follows:

	Location	September 30, 2017			December 31, 2016
Fair value hedge contracts	Other current assets	$	1,078		$	214
	Other noncurrent assets		38			2
	Other current liabilities		70			940
	Other noncurrent liabilities		0			35
Fair value hedged items	Receivables		(332	)		121
	Other current assets		100			808
	Other noncurrent assets		0			45
	Other current liabilities		812			233
	Other noncurrent liabilities		92			5

The change in the fair value of the cash flow contracts is recorded as a component of accumulated other comprehensive loss. The balances as of September 30, 2017, and 2016, and the amount recognized as and reclassified from accumulated other comprehensive loss for each of the periods is summarized below. Amounts are after-tax, where applicable. Certain amounts recognized as and reclassified from comprehensive income (loss) for 2017 have no tax effect due to the Corporation recording a valuation allowance against its deferred income tax assets in the related jurisdictions.

	Comprehensive Income (Loss) Beginning of the Period			Plus Recognized as Comprehensive Income (Loss)		Less Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss			Comprehensive Income (Loss) End of the Period
Three Months Ended September 30, 2017
Foreign currency sales contracts	$	0		$	0	$	0		$	0
Foreign currency purchase contracts		203			0		11			192
Futures contracts – copper and aluminum		265			217		139			343
	$	468		$	217	$	150		$	535
Three Months Ended September 30, 2016
Foreign currency sales contracts	$	0		$	3	$	3		$	0
Foreign currency purchase contracts		233			0		12			221
Futures contracts – copper and aluminum		32			68		(118	)		218
	$	265		$	71	$	(103	)	$	439
Nine Months Ended September 30, 2017
Foreign currency sales contracts	$	0		$	0	$	0		$	0
Foreign currency purchase contracts		216			0		24			192
Futures contracts – copper and aluminum		335			456		448			343
	$	551		$	456	$	472		$	535
Nine Months Ended September 30, 2016
Foreign currency sales contracts	$	4		$	6	$	10		$	0
Foreign currency purchase contracts		241			0		20			221
Futures contracts – copper and aluminum		(200	)		120		(298	)		218
	$	45		$	126	$	(268	)	$	439

The change in fair value reclassified or expected to be reclassified from accumulated other comprehensive loss to earnings is summarized below. All amounts are pre-tax.

	Location of Gain (Loss) in Statements	Estimated to be Reclassified in the		Three Months Ended September 30,					Nine Months Ended September 30,
	of Operations	Next 12 Months		2017		2016			2017		2016
Foreign currency sales contracts – cash flow hedges	Sales	$	0	$	0	$	0		$	0	$	10
Foreign currency purchase contracts	Depreciation and amortization		27		11		6			24		20
Futures contracts – copper and aluminum	Costs of products sold (excluding depreciation and amortization)		343		139		(7	)		448		(298	)

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Accumulated Other Comprehensive Loss

9 Months Ended

Sep. 30, 2017

Equity [Abstract]

Accumulated Other Comprehensive Loss

11. Accumulated Other Comprehensive Loss

Net change and ending balances for the various components of accumulated other comprehensive loss as of and for the nine months ended September 30, 2017, and 2016, are summarized below. All amounts are net of tax, where applicable.

	Foreign Currency Translation Adjustments			Unrecognized Employee Benefit Costs			Unrealized Holding Gains on Marketable Securities		Cash Flow Hedges			Accumulated Other Comprehensive Loss
Balance at January 1, 2017	$	(22,973	)	$	(38,636	)	$	59	$	551		$	(60,999	)
Net Change		10,704			688			398		(16	)		11,774
Balance at September 30, 2017	$	(12,269	)	$	(37,948	)	$	457	$	535		$	(49,225	)
Balance at January 1, 2016	$	(8,393	)	$	(49,943	)	$	692	$	45		$	(57,599	)
Net Change		(8,623	)		9,540			314		394			1,625
Balance at September 30, 2016	$	(17,016	)	$	(40,403	)	$	1,006	$	439		$	(55,974	)

The following summarizes the line items affected on the condensed consolidated statements of operations for components reclassified from accumulated other comprehensive loss. Amounts in parentheses represent credits to net income.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Amortization of unrecognized employee benefit costs:
Costs of products sold (excluding depreciation and amortization)	$	1,202		$	28		$	1,607		$	1,689
Selling and administrative		(304	)		179			703			109
Other income (expense)		47			451			151			647
Total before income tax		945			658			2,461			2,445
Income tax benefit (provision)		0			609			0			0
Net of tax	$	945		$	1,267		$	2,461		$	2,445
Realized gains from sale of marketable securities:
Selling and administrative	$	(19	)	$	(33	)	$	(25	)	$	(70	)
Income tax (benefit) provision		0			(13	)		0			0
Net of tax	$	(19	)	$	(46	)	$	(25	)	$	(70	)
Realized (gains) losses from settlement of cash flow hedges:
Net sales (foreign currency sales contracts)	$	0		$	0		$	0		$	(10	)
Depreciation and amortization (foreign currency purchase contracts)		(11	)		(6	)		(24	)		(20	)
Costs of products sold (excluding depreciation and amortization) (futures contracts – copper and aluminum)		(139	)		7			(448	)		298
Total before income tax		(150	)		1			(472	)		268
Income tax benefit (provision)		0			102			0			0
Net of tax	$	(150	)	$	103		$	(472	)	$	268

The income tax (benefit) expense associated with the various components of other comprehensive income for the three and nine months ended September 30, 2017, and 2016, is summarized below. During the nine months ended September 30, 2016, the Corporation established valuation allowances against certain of the Corporation’s deferred income tax assets. Accordingly, for 2017, and the nine months ended September 30, 2016, no income tax (benefit) expense has been recognized. The income tax (benefit) expense recognized for the three months ended September 30, 2016, represents a reversal of income tax (benefit) expense recognized through June 30, 2016, prior to establishing the valuation allowances. Foreign currency translation adjustments exclude the effect of income taxes since earnings of non-U.S. subsidiaries are deemed to be reinvested for an indefinite period of time.

	Three Months Ended September 30,					Nine Months Ended September 30,
	2017		2016			2017		2016
Tax (benefit) expense associated with changes in:
Unrecognized employee benefit costs	$	0	$	(87	)	$	0	$	0
Unrealized holding gains on marketable securities		0		117			0		0
Fair value of cash flow hedges		0		35			0		0
Tax (benefit) expense associated with reclassification adjustments:
Amortization of unrecognized employee benefit costs		0		609			0		0
Realized gains from sale of marketable securities		0		(13	)		0		0
Realized gains/losses from settlement of cash flow hedges		0		102			0		0

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Stock-Based Compensation

9 Months Ended

Sep. 30, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

12. Stock-Based Compensation

In May 2016, the shareholders of the Corporation approved the adoption of the Ampco-Pittsburgh Corporation 2016 Omnibus Incentive Plan (the “Incentive Plan”), which authorizes the issuance of up to 1,100,000 shares of the Corporation’s common stock for awards under the Incentive Plan. Awards under the Incentive Plan may include incentive non-qualified stock options, stock appreciation rights, restricted shares and restricted stock units, performance awards, other stock-based awards or short-term cash incentive awards.

The Incentive Plan also provides for equity-based awards during any one year to non-employee members of the Board of Directors, based on the grant date fair value, not to exceed $200 per non-employee member. The limit does not apply to shares received by a non-employee director at his or her election in lieu of all or a portion of the director’s retainer for board service. In May 2017, 50,000 shares of the Corporation’s common stock were granted to the non-employee directors.

Stock-based compensation expense for the three months ended September 30, 2017, and 2016, equaled $644 and $444, respectively. Stock-based compensation expense for the nine months ended September 30, 2017, and 2016, equaled $1,980 and $1,647, respectively. There was no income tax benefit for any of the periods, due to the Corporation having a valuation allowance recorded against its deferred income tax assets for the jurisdiction where the expense is recognized.

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Fair Value

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Fair Value

13. Fair Value

The Corporation’s financial assets and liabilities that are reported at fair value in the condensed consolidated balance sheets as of September 30, 2017, and December 31, 2016, were as follows:

	Quoted Prices in Active Markets for Identical Inputs (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
As of September 30, 2017
Investments
Other noncurrent assets	$	4,086	$	0	$	0	$	4,086
Foreign currency exchange contracts
Other current assets		0		1,178		0		1,178
Other noncurrent assets		0		38		0		38
Other current liabilities		0		882		0		882
Other noncurrent liabilities		0		92		0		92
As of December 31, 2016
Investments
Other noncurrent assets	$	3,863	$	0	$	0	$	3,863
Foreign currency exchange contracts
Other current assets		0		1,022		0		1,022
Other noncurrent assets		0		47		0		47
Other current liabilities		0		1,173		0		1,173
Other noncurrent liabilities		0		40		0		40

The investments held as other noncurrent assets represent assets held in a “Rabbi” trust for the purpose of providing benefits under a non-qualified defined benefit pension plan. The fair value of the investments is based on quoted prices of the investments in active markets. The fair value of foreign currency exchange contracts is determined based on the fair value of similar contracts with similar terms and remaining maturities. The fair value of futures contracts is based on market quotations. The fair value of the variable-rate IRB debt approximates its carrying value. Additionally, the fair value of trade receivables and trade payables approximates their carrying value.

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Business Segments

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Business Segments

14. Business Segments

Presented below are the net sales and (loss) income before income taxes for the Corporation’s two business segments. Other expense, including corporate costs, for the nine months ended September 30, 2017, includes higher interest expense of $1,181, and foreign exchange losses of $616 in the current year compared to foreign exchange gains of $263 recorded in the prior year.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Net Sales:
Forged and Cast Engineered Products	$	81,679		$	62,929		$	251,739		$	176,077
Air and Liquid Processing		22,207			19,932			66,213			63,663
Total Reportable Segments	$	103,886		$	82,861		$	317,952		$	239,740
(Loss) income before income taxes:
Forged and Cast Engineered Products	$	(1,474	)	$	(3,363	)	$	(2,405	)	$	(9,385	)
Air and Liquid Processing		2,441			1,985			7,874			7,273
Total Reportable Segments		967			(1,378	)		5,469			(2,112	)
Other expense, including corporate costs – net		(4,674	)		(4,564	)		(16,089	)		(13,283	)
Total	$	(3,707	)	$	(5,942	)	$	(10,620	)	$	(15,395	)

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Litigation

9 Months Ended

Sep. 30, 2017

Text Block [Abstract]

Litigation

15. Litigation

The Corporation and its subsidiaries are involved in various claims and lawsuits incidental to their businesses and are also subject to asbestos litigation as described below. In February 2017, the Corporation, its indirect subsidiary Akers National Roll Company, as well as the Akers National Roll Company Health & Welfare Benefits Plan were named as defendants in a class action complaint filed in the United States District Court for the Western District of Pennsylvania, where the plaintiffs (currently retired former employees of Akers National Roll Company and the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial, and Service Workers International Union, AFL-CIO) alleged that the defendants breached collective bargaining agreements and violated the benefit plan by modifying medical benefits of the plaintiffs and similarly situated retirees. The defendants moved to dismiss the case, and plaintiffs petitioned the court to compel arbitration. On June 13, 2017, the District Court compelled arbitration and denied the defendants’ motion to dismiss as moot. Defendants appealed this decision to the Third Circuit Court of Appeals on June 21, 2017. Defendants also filed a motion to stay arbitration pending the resolution of the appeal, and that motion was granted on September 5, 2017. The Third Circuit Court of Appeals will next consider whether the District Court erred in compelling arbitration. While no assurance can be given as to the ultimate outcome of this matter, the Corporation believes that the final resolution of this action will not have a material adverse effect on our results of operations, financial position, liquidity or capital resources.

Asbestos Litigation

Claims have been asserted alleging personal injury from exposure to asbestos-containing components historically used in some products of predecessors of Air & Liquid Systems Corporation (“Asbestos Liability”). Those subsidiaries, and in some cases the Corporation, are defendants (among a number of defendants) in cases filed in various state and federal courts.

Asbestos Claims

The following table reflects information about the claims for Asbestos Liability against the subsidiaries and the Corporation for the nine months ended September 30, 2017, and 2016 (claims not in thousands):

	Nine Months Ended September 30,
	2017			2016
Total claims pending at the beginning of the period		6,618			6,212
New claims served		1,037			1,105
Claims dismissed		(627	)		(649	)
Claims settled		(283	)		(203	)
Total claims pending at the end of the period (1)		6,745			6,465
Gross settlement and defense costs (in 000’s)	$	16,518		$	13,762
Avg. gross settlement and defense costs per claim resolved (in 000’s)	$	18.15		$	16.15

(1) Included as “open claims” are approximately 480 and 415 claims as of September 30, 2017, and 2016, respectively, classified in various jurisdictions as “inactive” or transferred to a state or federal judicial panel on multi-district litigation, commonly referred to as the MDL.

A substantial majority of the settlement and defense costs reflected in the above table was reported and paid by insurers. Because claims are often filed and can be settled or dismissed in large groups, the amount and timing of settlements, as well as the number of open claims, can fluctuate significantly from period to period.

Asbestos Insurance

The Corporation and its Air & Liquid Systems Corporation (“Air & Liquid”) subsidiary are parties to a series of settlement agreements (“Settlement Agreements”) with insurers that have coverage obligations for Asbestos Liability (the “Settling Insurers”). Under the Settlement Agreements, the Settling Insurers accept financial responsibility, subject to the terms and conditions of the respective agreements, including overall coverage limits, for pending and future claims for Asbestos Liability. The Settlement Agreements encompass the substantial majority of insurance policies that provide coverage for claims for Asbestos Liability.

The Settlement Agreements include acknowledgements that Howden North America, Inc. (“Howden”) is entitled to coverage under policies covering Asbestos Liability for claims arising out of the historical products manufactured or distributed by Buffalo Forge, a former subsidiary of the Corporation (the “Products”). The Settlement Agreements do not provide for any prioritization of access to the applicable policies or any sublimits of liability as to Howden or the Corporation and Air & Liquid, and, accordingly, Howden may access the coverage afforded by the Settling Insurers for any covered claim arising out of a Product. In general, access by Howden to the coverage afforded by the Settling Insurers for the Products will erode coverage under the Settlement Agreements available to the Corporation and Air & Liquid for Asbestos Liability.

Asbestos Valuations

In 2006, the Corporation retained Hamilton, Rabinovitz & Associates, Inc. (“HR&A”), a nationally recognized expert in the valuation of asbestos liabilities, to assist the Corporation in estimating the potential liability for pending and unasserted future claims for Asbestos Liability. Based on this analysis, the Corporation recorded a reserve for Asbestos Liability claims pending or projected to be asserted through 2013 as of December 31, 2006. HR&A’s analysis has been periodically updated since that time. Most recently, the HR&A analysis was updated in 2016, and additional reserves were established by the Corporation as of December 31, 2016, for Asbestos Liability claims pending or projected to be asserted through 2026. The methodology used by HR&A in its projection in 2016 of the operating subsidiaries’ liability for pending and unasserted potential future claims for Asbestos Liability, which is substantially the same as the methodology employed by HR&A in prior estimates, relied upon and included the following factors:

• HR&A’s interpretation of a widely accepted forecast of the population likely to have been exposed to asbestos;

• epidemiological studies estimating the number of people likely to develop asbestos-related diseases;

• HR&A’s analysis of the number of people likely to file an asbestos-related injury claim against the subsidiaries and the Corporation based on such epidemiological data and relevant claims history from January 1, 2014, to September 9, 2016;

• an analysis of pending cases, by type of injury claimed and jurisdiction where the claim is filed;

• an analysis of claims resolution history from January 1, 2014, to September 9, 2016, to determine the average settlement value of claims, by type of injury claimed and jurisdiction of filing; and

• an adjustment for inflation in the future average settlement value of claims, at an annual inflation rate based on the Congressional Budget Office’s ten year forecast of inflation.

Using this information, HR&A estimated in 2016 the number of future claims for Asbestos Liability that would be filed through the year 2026, as well as the settlement or indemnity costs that would be incurred to resolve both pending and future unasserted claims through 2026. This methodology has been accepted by numerous courts.

In conjunction with developing the aggregate liability estimate referenced above, the Corporation also developed an estimate of probable insurance recoveries for its Asbestos Liabilities. In developing the estimate, the Corporation considered HR&A’s projection for settlement or indemnity costs for Asbestos Liability and management’s projection of associated defense costs (based on the current defense to indemnity cost ratio), as well as a number of additional factors. These additional factors included the Settlement Agreements then in effect, policy exclusions, policy limits, policy provisions regarding coverage for defense costs, attachment points, prior impairment of policies and gaps in the coverage, policy exhaustions, insolvencies among certain of the insurance carriers, and the nature of the underlying claims for Asbestos Liability asserted against the subsidiaries and the Corporation as reflected in the Corporation’s asbestos claims database, as well as estimated erosion of insurance limits on account of claims against Howden arising out of the Products. In addition to consulting with the Corporation’s outside legal counsel on these insurance matters, the Corporation consulted with a nationally-recognized insurance consulting firm it retained to assist the Corporation with certain policy allocation matters that also are among the several factors considered by the Corporation when analyzing potential recoveries from relevant historical insurance for Asbestos Liabilities. Based upon all of the factors considered by the Corporation, and taking into account the Corporation’s analysis of publicly available information regarding the credit-worthiness of various insurers, the Corporation estimated the probable insurance recoveries for Asbestos Liability and defense costs through 2026. Although the Corporation believes that the assumptions employed in the insurance valuation were reasonable and previously consulted with its outside legal counsel and insurance consultant regarding those assumptions, there are other assumptions that could have been employed that would have resulted in materially lower insurance recovery projections.

Based on the analyses described above, the Corporation’s reserve at December 31, 2016, for the total costs, including defense costs, for Asbestos Liability claims pending or projected to be asserted through 2026 was $171,181, of which approximately 70% was attributable to settlement costs for unasserted claims projected to be filed through 2026 and future defense costs. The reserve at September 30, 2017, was $154,663. While it is reasonably possible that the Corporation will incur additional charges for Asbestos Liability and defense costs in excess of the amounts currently reserved, the Corporation believes that there is too much uncertainty to provide for reasonable estimation of the number of future claims, the nature of such claims and the cost to resolve them beyond 2026. Accordingly, no reserve has been recorded for any costs that may be incurred after 2026.

The Corporation’s receivable at December 31, 2016, for insurance recoveries attributable to the claims for which the Corporation’s Asbestos Liability reserve has been established, including the portion of incurred defense costs covered by the Settlement Agreements in effect through December 31, 2016, and the probable payments and reimbursements relating to the estimated indemnity and defense costs for pending and unasserted future Asbestos Liability claims, was $115,945 ($103,891 at September 30, 2017).

The following table summarizes activity relating to insurance recoveries:

	Nine Months Ended September 30,
	2017			2016
Insurance receivable – asbestos, beginning of the year	$	115,945		$	125,423
Settlement and defense costs paid by insurance carriers		(12,054	)		(10,478	)
Insurance receivable – asbestos, end of the period	$	103,891		$	114,945

The insurance receivable recorded by the Corporation does not assume any recovery from insolvent carriers and a substantial majority of the insurance recoveries deemed probable was from insurance companies rated A – (excellent) or better by A.M. Best Corporation. There can be no assurance, however, that there will not be further insolvencies among the relevant insurance carriers, or that the assumed percentage recoveries for certain carriers will prove correct. The difference between insurance recoveries and projected costs is not due to exhaustion of all insurance coverage for Asbestos Liability. The Corporation and the subsidiaries have substantial additional insurance coverage which the Corporation expects to be available for Asbestos Liability claims and defense costs that the subsidiaries and it may incur after 2026. However, this insurance coverage also can be expected to have gaps creating significant shortfalls of insurance recoveries against claims expense, which could be material in future years.

The amounts recorded by the Corporation for Asbestos Liabilities and insurance receivables rely on assumptions that are based on currently known facts and strategy. The Corporation’s actual expenses or insurance recoveries could be significantly higher or lower than those recorded if assumptions used in the Corporation’s or HR&A’s calculations vary significantly from actual results. Key variables in these assumptions are identified above and include the number and type of new claims to be filed each year, the average cost of disposing of each such new claim, average annual defense costs, compliance by relevant parties with the terms of the Settlement Agreements, the resolution of remaining coverage issues with insurance carriers, and the solvency risk with respect to the relevant insurance carriers. Other factors that may affect the Corporation’s Asbestos Liability and ability to recover under its insurance policies include uncertainties surrounding the litigation process from jurisdiction to jurisdiction and from case to case, reforms that may be made by state and federal courts, and the passage of state or federal tort reform legislation.

The Corporation intends to evaluate its estimated Asbestos Liability and related insurance receivables, as well as the underlying assumptions, on a regular basis to determine whether any adjustments to the estimates are required. Due to the uncertainties surrounding asbestos litigation and insurance, these regular reviews may result in the Corporation incurring future charges; however, the Corporation is currently unable to estimate such future charges. Adjustments, if any, to the Corporation’s estimate of its recorded Asbestos Liability and/or insurance receivables could be material to operating results for the periods in which the adjustments to the liability or receivable are recorded, and to the Corporation’s liquidity and consolidated financial position.

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Environmental Matters

9 Months Ended

Sep. 30, 2017

Environmental Remediation Obligations [Abstract]

Environmental Matters

16. Environmental Matters

The Corporation is currently performing certain remedial actions in connection with the sale of real estate previously owned and periodically incurs costs to maintain compliance with environmental laws and regulations. Environmental exposures are difficult to assess and estimate for numerous reasons, including lack of reliable data, the multiplicity of possible solutions, the years of remedial and monitoring activity required, and identification of new sites. In the opinion of management, the potential liability for all environmental compliance measures of approximately $952 at September 30, 2017, is considered adequate based on information known to date.

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Unaudited Condensed Consolidated Financial Statements (Policies)

9 Months Ended

Sep. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Unaudited Condensed Consolidated Financial Statements

The condensed consolidated balance sheet as of September 30, 2017, and the condensed consolidated statements of operations and comprehensive income (loss) for the three and nine months ended September 30, 2017 and 2016, and condensed consolidated statements of cash flows for the nine months ended September 30, 2017 and 2016, have been prepared by Ampco-Pittsburgh Corporation (the “Corporation”) without audit. In the opinion of management, all adjustments, consisting of only normal and recurring adjustments necessary to present fairly the financial position, results of operations and cash flows for the periods presented, have been made. The results of operations for the three and nine months ended September 30, 2017, are not necessarily indicative of the operating results expected for the full year.

Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted.

Recently Implemented Accounting Pronouncements

Recently Implemented Accounting Pronouncements

In March 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. The guidance also requires presentation of excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. The amended guidance became effective for the Corporation January 1, 2017, and did not have a significant impact on its financial position, operating results or liquidity.

In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory, which revises the measurement of inventory at the lower of cost or market. In accordance with ASU 2015-11, an entity will measure inventory at the lower of cost and net realizable value which is defined as the estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal and transportation. The amendment does not apply to inventory that is measured using the last-in, first out (LIFO) method. The guidance became effective for the Corporation January 1, 2017, and did not have a significant impact on its financial position, operating results or liquidity.

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging, which amends and simplifies existing guidance to allow companies to more accurately present the economic effects of risk management activities in the financial statements. The amended guidance will be effective for interim and annual periods beginning after December 15, 2018; however, early adoption is permitted. The Corporation is currently evaluating the impact the guidance will have on its financial position and operating results. It will not, however, affect the Corporation’s liquidity.

In May 2017, the FASB issued ASU 2017-09, Scope of Modification Accounting, which provides guidance about which changes to the terms and conditions of a share-based payment award require an entity to apply modification accounting. The amendment will be applied prospectively to an award modified on or after the adoption date. The amended guidance will be effective for interim and annual periods beginning after December 15, 2017. The Corporation is currently evaluating the impact the guidance will have on its financial position, operating results and liquidity.

In March 2017, the FASB issued ASU 2017-07, Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost, which requires an employer who offers defined benefit and postretirement benefit plans to report the service cost component of net periodic benefit cost in the same line item or items as other compensation costs arising from services rendered by employees during the period. The other components of net period benefit cost are required to be presented in the income statement separately from the service cost component and outside the subtotal of income from operations. The amendment also allows only for the service cost component of net periodic benefit cost to be eligible for capitalization when applicable. The amended guidance does not change the amount of net periodic benefit cost to be recognized, only where it is to be recognized in the income statement. The amended guidance becomes effective for interim and annual periods beginning after December 15, 2017, and must be applied retrospectively for the presentation of the service cost component and the other components of net periodic pension and other postretirement costs in the income statement and prospectively for capitalization of the service cost component of net periodic benefit cost in inventory. A practical expedient is available permitting employers to use the amounts disclosed in its pension and other postretirement benefit plan footnote (Note 7) as the estimate to apply retrospectively. The guidance will not affect the Corporation’s financial position or liquidity.

In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments, which clarifies guidance on the classification of certain cash receipts and payments in the statement of cash flows. The amended guidance will be effective for interim and annual periods beginning after December 15, 2017. The Corporation is currently evaluating the impact the guidance will have on the presentation of its cash flow statement. It will not, however, affect the Corporation’s financial position, operating results or liquidity.

In May 2016, April 2016, March 2016 and May 2014, the FASB issued ASUs 2016-12, 2016-10, 2016-08 and 2014-09, respectively, Revenue from Contracts with Customers (Topic 606), which provides a common revenue standard for U.S. GAAP and IFRS. The guidance establishes principles for reporting information about the nature, amount, timing and uncertainty of revenue and cash flows arising from a company’s contracts with customers. It requires companies to apply a five-step model when recognizing revenue relating to the transfer of goods or services to customers in an amount that reflects the consideration that the company expects to be entitled to receive for those goods and services. It also requires comprehensive disclosures regarding revenue recognition. The guidance becomes effective for interim and annual periods beginning after December 15, 2017, and can be implemented on either a full or modified retrospective basis. The Corporation currently anticipates it will use the modified retrospective method (a cumulative adjustment to its January 1, 2018 retained earnings). Based on preliminary analysis, the Corporation has identified certain contracts which may require revenue to be recognized over time versus at a point in time. The Corporation will continue its review of contracts and its assessment of the impact the guidance will have on its business processes, business and accounting systems and consolidated financial statements and disclosures. The Corporation currently expects to complete its analysis, including implementing any necessary changes to existing business processes and systems to accommodate these new standards, during 2017.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with a term of more than one year. Accounting by lessors will remain similar to existing generally accepted accounting principles. The guidance becomes effective for the Corporation January 1, 2019. The Corporation is currently evaluating the impact the guidance will have on its financial position, operating results and liquidity.

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Acquisitions and Investments in Joint Venture (Tables)

9 Months Ended

Sep. 30, 2017

Business Combinations [Abstract]

Summary of Pro Forma Financial Information

The following pro forma financial information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved had the acquisition occurred at the beginning of 2016:

	Three Months Ended September 30, 2016			Nine Months Ended September 30, 2016
Net sales	$	93,335		$	298,804
Loss before income taxes (includes noncontrolling interest)	$	(7,803	)	$	(23,100	)
Net loss attributable to Ampco-Pittsburgh	$	(29,243	)	$	(43,555	)
Net loss per common share (basic) attributable to Ampco-Pittsburgh	$	(2.38	)	$	(3.56	)

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Inventories (Tables)

9 Months Ended

Sep. 30, 2017

Inventory Disclosure [Abstract]

Schedule of Inventories

Inventories were comprised of the following:

	September 30, 2017		December 31, 2016
Raw materials	$	24,165	$	23,964
Work-in-process		44,087		29,198
Finished goods		18,893		20,046
Supplies		15,089		10,371
Inventories	$	102,234	$	83,579

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Property, Plant and Equipment (Tables)

9 Months Ended

Sep. 30, 2017

Property, Plant and Equipment [Abstract]

Schedule of Property, Plant and Equipment

Property, plant and equipment were comprised of the following:

	September 30, 2017			December 31, 2016
Land and land improvements	$	12,199		$	11,747
Buildings		68,154			66,017
Machinery and equipment		332,841			323,684
Construction-in-process		7,369			2,595
Other		9,074			7,495
		429,637			411,538
Accumulated depreciation and amortization		(213,952	)		(197,130	)
Property, plant and equipment – net	$	215,685		$	214,408

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Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets

Intangible assets were comprised of the following:

	September 30, 2017			December 31, 2016
Customer relationships	$	6,537		$	6,244
Developed technology		4,427			4,248
Trade name		2,694			2,537
		13,658			13,029
Accumulated amortization		(2,336	)		(1,428	)
Intangible assets – net	$	11,322		$	11,601

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Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2017

Other Liabilities Disclosure [Abstract]

Schedule of Other Current Liabilities

Other current liabilities were comprised of the following:

	September 30, 2017		December 31, 2016
Customer-related liabilities	$	20,525	$	21,564
Accrued interest payable		2,621		2,274
Accrued sales commissions		1,787		1,693
Other		13,756		16,666
Other current liabilities	$	38,689	$	42,197

Schedule of Changes in Liability for Product Warranty Claims

Changes in the liability for product warranty claims consisted of the following:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Balance at beginning of the period	$	12,117		$	11,825		$	11,521		$	6,358
Åkers – opening balance sheet liability for warranty claims		0			0			0			6,032
Satisfaction of warranty claims		(1,169	)		(1,324	)		(2,889	)		(3,029	)
Provision for warranty claims		1,011			1,855			2,964			3,372
Other, primarily impact from changes in foreign currency exchange rates		328			40			691			(337	)
Balance at end of the period	$	12,287		$	12,396		$	12,287		$	12,396

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Pension and Other Postretirement Benefits (Tables)

9 Months Ended

Sep. 30, 2017

Retirement Benefits [Abstract]

Contributions for Pension and Other Postretirement Benefits

Contributions were as follows:

	Nine Months Ended September 30,
	2017		2016
Foreign defined benefit pension plans	$	1,323	$	1,260
Other postretirement benefits (e.g., net payments)		852		1,092
U.K. defined contribution pension plan		223		182
U.S. defined contribution plan		1,788		1,792

Net Periodic Pension and Other Postretirement Costs

Net periodic pension and other postretirement costs include the following components:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
U.S. Defined Benefit Pension Plans
Service cost	$	417		$	453		$	1,238		$	1,264
Interest cost		2,113			2,606			6,310			7,380
Expected return on plan assets		(3,122	)		(3,508	)		(9,377	)		(9,928	)
Amortization of prior service cost		12			10			39			33
Amortization of actuarial loss		1,145			831			3,083			2,493
Curtailment credit		0			0			0			(887	)
Net benefit cost	$	565		$	392		$	1,293		$	355
Foreign Defined Benefit Pension Plans
Service cost	$	81		$	94		$	263		$	223
Interest cost		474			563			1,377			1,727
Expected return on plan assets		(568	)		(607	)		(1,662	)		(1,897	)
Amortization of actuarial loss		195			165			562			516
Net benefit cost	$	182		$	215		$	540		$	569
Other Postretirement Benefit Plans
Service cost	$	16		$	135		$	369		$	371
Interest cost		124			192			428			546
Amortization of prior service benefit		(401	)		(357	)		(1,205	)		(872	)
Amortization of actuarial (gain) loss		(6	)		9			(18	)		27
Net benefit (income) cost	$	(267	)	$	(21	)	$	(426	)	$	72

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Borrowing Arrangements (Tables)

9 Months Ended

Sep. 30, 2017

Debt Disclosure [Abstract]

Schedule of Outstanding Borrowings

Accordingly, outstanding borrowings of the Corporation as of September 30, 2017, and December 31, 2016, consisted of the following:

	September 30, 2017			December 31, 2016
Industrial Revenue Bonds (“IRB”)	$	13,311		$	13,311
Promissory notes (and interest)		25,003			23,844
Revolving Credit and Security Agreement		20,339			0
Minority shareholder loans		5,645			4,990
Credit facility (ASW)		0			7,146
Term loan (ASW)		0			762
Capital leases		1,982			2,161
		66,280			52,214
Current portion		(19,416	)		(26,825	)
Long-term debt	$	46,864		$	25,389

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Derivative Instruments (Tables)

9 Months Ended

Sep. 30, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Location and Fair Value of Foreign Currency Sales Contracts Recorded on Condensed Consolidated Balance Sheets

The location and fair value of the foreign currency sales contracts recorded on the condensed consolidated balance sheets were as follows:

	Location	September 30, 2017			December 31, 2016
Fair value hedge contracts	Other current assets	$	1,078		$	214
	Other noncurrent assets		38			2
	Other current liabilities		70			940
	Other noncurrent liabilities		0			35
Fair value hedged items	Receivables		(332	)		121
	Other current assets		100			808
	Other noncurrent assets		0			45
	Other current liabilities		812			233
	Other noncurrent liabilities		92			5

Summary of Amount Recognized as and Reclassified from Accumulated Other Comprehensive Income (Loss)

The change in the fair value of the cash flow contracts is recorded as a component of accumulated other comprehensive loss. The balances as of September 30, 2017, and 2016, and the amount recognized as and reclassified from accumulated other comprehensive loss for each of the periods is summarized below. Amounts are after-tax, where applicable. Certain amounts recognized as and reclassified from comprehensive income (loss) for 2017 have no tax effect due to the Corporation recording a valuation allowance against its deferred income tax assets in the related jurisdictions.

	Comprehensive Income (Loss) Beginning of the Period			Plus Recognized as Comprehensive Income (Loss)		Less Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss			Comprehensive Income (Loss) End of the Period
Three Months Ended September 30, 2017
Foreign currency sales contracts	$	0		$	0	$	0		$	0
Foreign currency purchase contracts		203			0		11			192
Futures contracts – copper and aluminum		265			217		139			343
	$	468		$	217	$	150		$	535
Three Months Ended September 30, 2016
Foreign currency sales contracts	$	0		$	3	$	3		$	0
Foreign currency purchase contracts		233			0		12			221
Futures contracts – copper and aluminum		32			68		(118	)		218
	$	265		$	71	$	(103	)	$	439
Nine Months Ended September 30, 2017
Foreign currency sales contracts	$	0		$	0	$	0		$	0
Foreign currency purchase contracts		216			0		24			192
Futures contracts – copper and aluminum		335			456		448			343
	$	551		$	456	$	472		$	535
Nine Months Ended September 30, 2016
Foreign currency sales contracts	$	4		$	6	$	10		$	0
Foreign currency purchase contracts		241			0		20			221
Futures contracts – copper and aluminum		(200	)		120		(298	)		218
	$	45		$	126	$	(268	)	$	439

Summary of Change in Fair Value Reclassified or Expected to be Reclassified from Accumulated Other Comprehensive Loss to Earnings

The change in fair value reclassified or expected to be reclassified from accumulated other comprehensive loss to earnings is summarized below. All amounts are pre-tax.

	Location of Gain (Loss) in Statements	Estimated to be Reclassified in the		Three Months Ended September 30,					Nine Months Ended September 30,
	of Operations	Next 12 Months		2017		2016			2017		2016
Foreign currency sales contracts – cash flow hedges	Sales	$	0	$	0	$	0		$	0	$	10
Foreign currency purchase contracts	Depreciation and amortization		27		11		6			24		20
Futures contracts – copper and aluminum	Costs of products sold (excluding depreciation and amortization)		343		139		(7	)		448		(298	)

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Accumulated Other Comprehensive Loss (Tables)

9 Months Ended

Sep. 30, 2017

Equity [Abstract]

Net Change and Ending Balances for Various Components of Accumulated Other Comprehensive Loss

Net change and ending balances for the various components of accumulated other comprehensive loss as of and for the nine months ended September 30, 2017, and 2016, are summarized below. All amounts are net of tax, where applicable.

	Foreign Currency Translation Adjustments			Unrecognized Employee Benefit Costs			Unrealized Holding Gains on Marketable Securities		Cash Flow Hedges			Accumulated Other Comprehensive Loss
Balance at January 1, 2017	$	(22,973	)	$	(38,636	)	$	59	$	551		$	(60,999	)
Net Change		10,704			688			398		(16	)		11,774
Balance at September 30, 2017	$	(12,269	)	$	(37,948	)	$	457	$	535		$	(49,225	)
Balance at January 1, 2016	$	(8,393	)	$	(49,943	)	$	692	$	45		$	(57,599	)
Net Change		(8,623	)		9,540			314		394			1,625
Balance at September 30, 2016	$	(17,016	)	$	(40,403	)	$	1,006	$	439		$	(55,974	)

Line Items Affected on Condensed Consolidated Statements of Operations for Components Reclassified from Accumulated Other Comprehensive Loss

The following summarizes the line items affected on the condensed consolidated statements of operations for components reclassified from accumulated other comprehensive loss. Amounts in parentheses represent credits to net income.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Amortization of unrecognized employee benefit costs:
Costs of products sold (excluding depreciation and amortization)	$	1,202		$	28		$	1,607		$	1,689
Selling and administrative		(304	)		179			703			109
Other income (expense)		47			451			151			647
Total before income tax		945			658			2,461			2,445
Income tax benefit (provision)		0			609			0			0
Net of tax	$	945		$	1,267		$	2,461		$	2,445
Realized gains from sale of marketable securities:
Selling and administrative	$	(19	)	$	(33	)	$	(25	)	$	(70	)
Income tax (benefit) provision		0			(13	)		0			0
Net of tax	$	(19	)	$	(46	)	$	(25	)	$	(70	)
Realized (gains) losses from settlement of cash flow hedges:
Net sales (foreign currency sales contracts)	$	0		$	0		$	0		$	(10	)
Depreciation and amortization (foreign currency purchase contracts)		(11	)		(6	)		(24	)		(20	)
Costs of products sold (excluding depreciation and amortization) (futures contracts – copper and aluminum)		(139	)		7			(448	)		298
Total before income tax		(150	)		1			(472	)		268
Income tax benefit (provision)		0			102			0			0
Net of tax	$	(150	)	$	103		$	(472	)	$	268

Summary of Income Tax (Benefit) Expense Associated with Various Components of Other Comprehensive Income

The income tax (benefit) expense associated with the various components of other comprehensive income for the three and nine months ended September 30, 2017, and 2016, is summarized below. During the nine months ended September 30, 2016, the Corporation established valuation allowances against certain of the Corporation’s deferred income tax assets. Accordingly, for 2017, and the nine months ended September 30, 2016, no income tax (benefit) expense has been recognized. The income tax (benefit) expense recognized for the three months ended September 30, 2016, represents a reversal of income tax (benefit) expense recognized through June 30, 2016, prior to establishing the valuation allowances. Foreign currency translation adjustments exclude the effect of income taxes since earnings of non-U.S. subsidiaries are deemed to be reinvested for an indefinite period of time.

	Three Months Ended September 30,					Nine Months Ended September 30,
	2017		2016			2017		2016
Tax (benefit) expense associated with changes in:
Unrecognized employee benefit costs	$	0	$	(87	)	$	0	$	0
Unrealized holding gains on marketable securities		0		117			0		0
Fair value of cash flow hedges		0		35			0		0
Tax (benefit) expense associated with reclassification adjustments:
Amortization of unrecognized employee benefit costs		0		609			0		0
Realized gains from sale of marketable securities		0		(13	)		0		0
Realized gains/losses from settlement of cash flow hedges		0		102			0		0

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Fair Value (Tables)

9 Months Ended

Sep. 30, 2017

Fair Value Disclosures [Abstract]

Fair Value of Financial Assets and Liabilities

The Corporation’s financial assets and liabilities that are reported at fair value in the condensed consolidated balance sheets as of September 30, 2017, and December 31, 2016, were as follows:

	Quoted Prices in Active Markets for Identical Inputs (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Total
As of September 30, 2017
Investments
Other noncurrent assets	$	4,086	$	0	$	0	$	4,086
Foreign currency exchange contracts
Other current assets		0		1,178		0		1,178
Other noncurrent assets		0		38		0		38
Other current liabilities		0		882		0		882
Other noncurrent liabilities		0		92		0		92
As of December 31, 2016
Investments
Other noncurrent assets	$	3,863	$	0	$	0	$	3,863
Foreign currency exchange contracts
Other current assets		0		1,022		0		1,022
Other noncurrent assets		0		47		0		47
Other current liabilities		0		1,173		0		1,173
Other noncurrent liabilities		0		40		0		40

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Business Segments (Tables)

9 Months Ended

Sep. 30, 2017

Segment Reporting [Abstract]

Business Segment Net Sales and (Loss) Income before Income Taxes

Presented below are the net sales and (loss) income before income taxes for the Corporation’s two business segments. Other expense, including corporate costs, for the nine months ended September 30, 2017, includes higher interest expense of $1,181, and foreign exchange losses of $616 in the current year compared to foreign exchange gains of $263 recorded in the prior year.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2017			2016			2017			2016
Net Sales:
Forged and Cast Engineered Products	$	81,679		$	62,929		$	251,739		$	176,077
Air and Liquid Processing		22,207			19,932			66,213			63,663
Total Reportable Segments	$	103,886		$	82,861		$	317,952		$	239,740
(Loss) income before income taxes:
Forged and Cast Engineered Products	$	(1,474	)	$	(3,363	)	$	(2,405	)	$	(9,385	)
Air and Liquid Processing		2,441			1,985			7,874			7,273
Total Reportable Segments		967			(1,378	)		5,469			(2,112	)
Other expense, including corporate costs – net		(4,674	)		(4,564	)		(16,089	)		(13,283	)
Total	$	(3,707	)	$	(5,942	)	$	(10,620	)	$	(15,395	)

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Litigation (Tables)

9 Months Ended

Sep. 30, 2017

Text Block [Abstract]

Schedule of Loss Contingencies by Contingency

The following table reflects information about the claims for Asbestos Liability against the subsidiaries and the Corporation for the nine months ended September 30, 2017, and 2016 (claims not in thousands):

	Nine Months Ended September 30,
	2017			2016
Total claims pending at the beginning of the period		6,618			6,212
New claims served		1,037			1,105
Claims dismissed		(627	)		(649	)
Claims settled		(283	)		(203	)
Total claims pending at the end of the period (1)		6,745			6,465
Gross settlement and defense costs (in 000’s)	$	16,518		$	13,762
Avg. gross settlement and defense costs per claim resolved (in 000’s)	$	18.15		$	16.15

(1) Included as “open claims” are approximately 480 and 415 claims as of September 30, 2017, and 2016, respectively, classified in various jurisdictions as “inactive” or transferred to a state or federal judicial panel on multi-district litigation, commonly referred to as the MDL.

Summary of Activity in Asbestos Insurance Recoveries

The following table summarizes activity relating to insurance recoveries:

	Nine Months Ended September 30,
	2017			2016
Insurance receivable – asbestos, beginning of the year	$	115,945		$	125,423
Settlement and defense costs paid by insurance carriers		(12,054	)		(10,478	)
Insurance receivable – asbestos, end of the period	$	103,891		$	114,945

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Acquisitions and Investments in Joint Venture - Additional Information (Detail) - USD ($) $ in Thousands					9 Months Ended
	Sep. 30, 2017	Nov. 30, 2016	Nov. 01, 2016	Mar. 03, 2016	Sep. 30, 2017	Sep. 30, 2016
Business Acquisition [Line Items]
Cash payment from joint venture					$ 1,000	$ 0
UES [Member]
Business Acquisition [Line Items]
Percentage of equity sold		16.00%
Amount of equity method investment sold		$ 2,400
Period of payment for equity interest sold		3 years
Cash payment from joint venture	$ 1,000
ASW Steel Inc [Member]
Business Acquisition [Line Items]
Business acquisition, equity interest acquired			100.00%
Purchase price in the form of cash			$ 3,500
Total purchase price			13,116
Outstanding indebtedness			$ 9,616
Akers AB [Member]
Business Acquisition [Line Items]
Business acquisition, equity interest acquired				100.00%
Total base purchase price				$ 74,155
Purchase price in the form of cash				29,399
Purchase price in the form of three-year promissory note				$ 22,619
Purchase price in the form of shares				1,776,604
Business acquisition, fair value				$ 22,137
Debt, interest rate				6.50%
Debt, maturity date				Mar. 03, 2019
Akers AB [Member] | Chinese Joint Venture Company [Member]
Business Acquisition [Line Items]
Business acquisition, equity interest acquired				60.00%

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Acquisitions and Investments in Joint Venture - Summary of Pro Forma Financial Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2016
Business Acquisition [Line Items]
Net loss attributable to Ampco-Pittsburgh	$ (29,243)	$ (43,555)
Net loss per common share (basic) attributable to Ampco-Pittsburgh	$ (2.38)	$ (3.56)
Akers AB [Member]
Business Acquisition [Line Items]
Net sales	$ 93,335	$ 298,804
Loss before income taxes (includes noncontrolling interest)	$ (7,803)	$ (23,100)

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Inventories - Additional Information (Detail)	Sep. 30, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Percentage of inventories valued using the LIFO method	40.00%	45.00%

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Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Raw materials	$ 24,165	$ 23,964
Work-in-process	44,087	29,198
Finished goods	18,893	20,046
Supplies	15,089	10,371
Inventories	$ 102,234	$ 83,579

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Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	$ 429,637	$ 411,538
Accumulated depreciation and amortization	(213,952)	(197,130)
Property, plant and equipment - net	215,685	214,408
Land and Land Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	12,199	11,747
Buildings [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	68,154	66,017
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	332,841	323,684
Construction-in-Process [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	7,369	2,595
Other [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, Gross	$ 9,074	$ 7,495

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Property, Plant and Equipment - Additional Information (Detail) £ in Thousands, $ in Thousands	Sep. 30, 2017 USD ($)	Sep. 30, 2017 GBP (£)	Dec. 31, 2016 USD ($)
Property, Plant and Equipment [Abstract]
Land and Building	$ 2,810	£ 2,098
Capital leased assets gross value	4,064		$ 3,610
Capital lease, lease related accumulated amortization	$ 1,027		$ 691

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Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Finite and Indefinite Lived Intangible Assets [Line Items]
Intangible assets, Trade name	$ 2,694	$ 2,537
Intangible assets, gross	13,658	13,029
Accumulated amortization	(2,336)	(1,428)
Intangible assets - net	11,322	11,601
Customer Relationships [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Intangible assets, gross	6,537	6,244
Developed Technology [Member]
Finite and Indefinite Lived Intangible Assets [Line Items]
Intangible assets, gross	$ 4,427	$ 4,248

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Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Intangible Liability Disclosure [Abstract]
Amortization of intangible assets	$ 309	$ 267	$ 908	$ 866

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Other Current Liabilities - Schedule of Other Current Liabilities (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Other Liabilities Disclosure [Abstract]
Customer-related liabilities	$ 20,525	$ 21,564
Accrued interest payable	2,621	2,274
Accrued sales commissions	1,787	1,693
Other	13,756	16,666
Other current liabilities	$ 38,689	$ 42,197

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Other Current Liabilities - Schedule of Changes in Liability for Product Warranty Claims (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Other Liabilities Disclosure [Abstract]
Balance at beginning of the period	$ 12,117	$ 11,825	$ 11,521	$ 6,358
Åkers - opening balance sheet liability for warranty claims	0	0	0	6,032
Satisfaction of warranty claims	(1,169)	(1,324)	(2,889)	(3,029)
Provision for warranty claims	1,011	1,855	2,964	3,372
Other, primarily impact from changes in foreign currency exchange rates	328	40	691	(337)
Balance at end of the period	$ 12,287	$ 12,396	$ 12,287	$ 12,396

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Pension and Other Postretirement Benefits - Contributions for Pension and Other Postretirement Benefits (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Other Postretirement Benefit Plans [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Contributions	$ 852	$ 1,092
Foreign Defined Benefits Pension Plans [Member] | Defined Benefit Pension Plan [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Contributions	1,323	1,260
Foreign Defined Benefits Pension Plans [Member] | Defined Benefit Pension Plan [Member] | U.K. [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Contributions	223	182
U.S. Defined Benefit Pension Plans [Member] | Defined Benefit Pension Plan [Member] | U.S. [Member]
Pension Plans, Postretirement and Other Employee Benefits [Line Items]
Contributions	$ 1,788	$ 1,792

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Pension and Other Postretirement Benefits - Additional Information (Detail) $ in Thousands	9 Months Ended
	Sep. 30, 2017 RetirementPlans Pension_Plan	Sep. 30, 2016 USD ($)
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Employer non-elective contributions, percentage of employee compensation	3.00%
Curtailment gain | $		$ 887
Akers AB [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Number of postretirement benefit plans | RetirementPlans	2
U.S. Defined Benefit Pension Plans [Member] | Akers AB [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Number of defined benefit pension plans	2
Foreign Defined Benefits Pension Plans [Member] | Akers AB [Member]
Defined Benefit Plans and Other Postretirement Benefit Plans [Line Items]
Number of defined benefit pension plans	2

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Pension and Other Postretirement Benefits - Net Periodic Pension and Other Postretirement Costs (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Defined Benefit Plan Disclosure [Line Items]
Curtailment credit				$ (887)
Defined Benefit Pension Plan [Member] | U.S. Defined Benefit Pension Plans [Member] | U.S. [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 417	$ 453	$ 1,238	1,264
Interest cost	2,113	2,606	6,310	7,380
Expected return on plan assets	(3,122)	(3,508)	(9,377)	(9,928)
Amortization of prior service cost (benefit)	12	10	39	33
Amortization of actuarial (gain) loss	1,145	831	3,083	2,493
Curtailment credit	0	0	0	(887)
Net benefit (income) cost	565	392	1,293	355
Defined Benefit Pension Plan [Member] | Foreign Defined Benefits Pension Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	81	94	263	223
Interest cost	474	563	1,377	1,727
Expected return on plan assets	(568)	(607)	(1,662)	(1,897)
Amortization of actuarial (gain) loss	195	165	562	516
Net benefit (income) cost	182	215	540	569
Other Postretirement Benefit Plans [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost	16	135	369	371
Interest cost	124	192	428	546
Amortization of prior service cost (benefit)	(401)	(357)	(1,205)	(872)
Amortization of actuarial (gain) loss	(6)	9	(18)	27
Net benefit (income) cost	$ (267)	$ (21)	$ (426)	$ 72

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Borrowing Arrangements - Additional Information (Detail) € in Thousands	9 Months Ended
	Sep. 30, 2017 USD ($)	Sep. 30, 2017 EUR (€)	Dec. 31, 2016 USD ($)
Credit Facility [Member]
Line of Credit Facility [Line Items]
Initial term of credit facility	5 years
Initial borrowing capacity	$ 100,000,000
Additional borrowing capacity	50,000,000
Line of credit, remaining borrowing capacity	50,000,000
Long term debt	$ 0		$ 7,146,000
Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member]
Line of Credit Facility [Line Items]
Debt instrument description of interest rate	LIBOR plus an applicable margin ranging between 1.25% to 1.75%
Credit Facility [Member] | Base Rate [Member]
Line of Credit Facility [Line Items]
Debt instrument description of interest rate	Base Rate plus an applicable margin ranging between 0.25% to 0.75%
Letter of Credit [Member]
Line of Credit Facility [Line Items]
Initial borrowing capacity	$ 40,000,000
European Credit Facility [Member]
Line of Credit Facility [Line Items]
Initial borrowing capacity	15,000,000
Long term debt | €		€ 1,000
Canadian Credit Facility [Member]
Line of Credit Facility [Line Items]
Initial borrowing capacity	$ 15,000,000
Revolving Credit and Security Agreement [Member]
Line of Credit Facility [Line Items]
Interest on outstanding balance	2.68%
Long term debt	$ 20,339,000		$ 0
Maximum [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Commitment fee payable percentage	0.375%
Fixed charge coverage ratio	1.00	1.00
Maximum [Member] | Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member]
Line of Credit Facility [Line Items]
Debt instrument basis spread	1.75%
Maximum [Member] | Credit Facility [Member] | Base Rate [Member]
Line of Credit Facility [Line Items]
Debt instrument basis spread	0.75%
Minimum [Member] | Credit Facility [Member]
Line of Credit Facility [Line Items]
Commitment fee payable percentage	0.25%
Minimum [Member] | Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member]
Line of Credit Facility [Line Items]
Debt instrument basis spread	1.25%
Minimum [Member] | Credit Facility [Member] | Base Rate [Member]
Line of Credit Facility [Line Items]
Debt instrument basis spread	0.25%

XML

Borrowing Arrangements - Schedule of Outstanding Borrowings (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Capital leases	$ 1,982	$ 2,161
Long term debt	66,280	52,214
Long term debt	66,280	52,214
Current portion	(19,416)	(26,825)
Long-term debt	46,864	25,389
Credit Facility [Member]
Debt Instrument [Line Items]
Long term debt	0	7,146
Revolving Credit and Security Agreement [Member]
Debt Instrument [Line Items]
Long term debt	20,339	0
Industrial Revenue Bonds ("IRB") [Member]
Debt Instrument [Line Items]
Long term debt	13,311	13,311
Promissory Notes (and Interest) [Member]
Debt Instrument [Line Items]
Long term debt	25,003	23,844
Minority Shareholder Loans [Member]
Debt Instrument [Line Items]
Long term debt	5,645	4,990
Term Loan [Member]
Debt Instrument [Line Items]
Long term debt	$ 0	$ 762

XML

Commitments and Contingent Liabilities - Additional Information (Detail) - 9 months ended Sep. 30, 2017 SEK in Thousands, $ in Thousands	USD ($) Bonds	SEK
Commitments and Contingent Liabilities [Line Items]
Outstanding standby and commercial letters of credit | $	$ 27,828
Akers AB [Member]
Commitments and Contingent Liabilities [Line Items]
Number of surety bonds issued | Bonds	2
Amount covered by guarantees	$ 4,000	SEK 33,900

XML

Derivative Instruments - Additional Information (Detail) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Derivative [Line Items]
Anticipated foreign-denominated sales hedge	$ 21,108,000		$ 21,108,000
Gains (losses) on foreign exchange transactions included in other income (expense)	$ 87,000	$ (385,000)	$ (616,000)	$ 263,000
Copper Purchases [Member]
Derivative [Line Items]
Percentage of anticipated purchases hedged	57.00%		57.00%
Time period for hedged purchases			11 months
Copper Purchases [Member] | Cash Flow Hedges [Member]
Derivative [Line Items]
Anticipated purchases, hedged	$ 2,720,000		$ 2,720,000
Aluminum Purchases [Member]
Derivative [Line Items]
Percentage of anticipated purchases hedged	56.00%		56.00%
Time period for hedged purchases			6 months
Aluminum Purchases [Member] | Cash Flow Hedges [Member]
Derivative [Line Items]
Anticipated purchases, hedged	$ 513,000		$ 513,000
Foreign Currency Sales Contract - Fair Value Hedges [Member]
Derivative [Line Items]
Fair value of assets held as collateral related to forward exchange contracts	5,670,000		5,670,000
Foreign Currency Sales Contract - Fair Value Hedges [Member] | Standby Letters of Credit [Member]
Derivative [Line Items]
Fair value of assets held as collateral related to forward exchange contracts	$ 5,000,000		$ 5,000,000

XML

Derivative Instruments - Location and Fair Value of Foreign Currency Sales Contracts Recorded on Condensed Consolidated Balance Sheets (Detail) - Foreign Currency Sales Contracts [Member] - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Receivables [Member]
Derivative [Line Items]
Fair value hedged items	$ (332)	$ 121
Other Current Assets [Member]
Derivative [Line Items]
Fair value hedge contracts	1,078	214
Fair value hedged items	100	808
Other Noncurrent Assets [Member]
Derivative [Line Items]
Fair value hedge contracts	38	2
Fair value hedged items	0	45
Other Current Liabilities [Member]
Derivative [Line Items]
Fair value hedge contracts	70	940
Fair value hedged items	812	233
Other Noncurrent Liabilities [Member]
Derivative [Line Items]
Fair value hedge contracts	0	35
Fair value hedged items	$ 92	$ 5

XML

Derivative Instruments - Summary of Amount Recognized as and Reclassified from Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Derivative [Line Items]
Comprehensive Income (Loss) Beginning of the Period	$ 468	$ 265	$ 551	$ 45
Plus Recognized as Comprehensive Income (Loss)	217	71	456	126
Less Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss	150	(103)	472	(268)
Comprehensive Income (Loss) End of the Period	535	439	535	439
Foreign Currency Sales Contracts [Member]
Derivative [Line Items]
Comprehensive Income (Loss) Beginning of the Period	0	0	0	4
Plus Recognized as Comprehensive Income (Loss)	0	3	0	6
Less Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss	0	3	0	10
Comprehensive Income (Loss) End of the Period	0	0	0	0
Foreign Currency Purchase Contracts [Member]
Derivative [Line Items]
Comprehensive Income (Loss) Beginning of the Period	203	233	216	241
Plus Recognized as Comprehensive Income (Loss)	0	0	0	0
Less Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss	11	12	24	20
Comprehensive Income (Loss) End of the Period	192	221	192	221
Futures Contracts - Copper and Aluminum [Member]
Derivative [Line Items]
Comprehensive Income (Loss) Beginning of the Period	265	32	335	(200)
Plus Recognized as Comprehensive Income (Loss)	217	68	456	120
Less Gain (Loss) Reclassified from Accumulated Other Comprehensive Loss	139	(118)	448	(298)
Comprehensive Income (Loss) End of the Period	$ 343	$ 218	$ 343	$ 218

XML

Derivative Instruments - Summary of Change in Fair Value Reclassified or Expected to be Reclassified from Accumulated Other Comprehensive Loss to Earnings (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Derivative [Line Items]
Amount released to pre - tax earnings	$ (2,202)	$ (27,382)	$ (8,898)	$ (36,758)
Foreign Currency Sales Contracts [Member] | Cash Flow Hedges [Member]
Derivative [Line Items]
Amount released to pre - tax earnings	0		0
Amount released to pre - tax earnings	0	0	0	10
Foreign Currency Purchase Contracts [Member]
Derivative [Line Items]
Amount released to pre - tax earnings	27		27
Amount released to pre - tax earnings	11	6	24	20
Futures Contracts - Copper and Aluminum [Member]
Derivative [Line Items]
Amount released to pre - tax earnings	343		343
Amount released to pre - tax earnings	$ 139	$ (7)	$ 448	$ (298)

XML

Accumulated Other Comprehensive Loss - Net Change and Ending Balances for Various Components of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			$ 149,834
Net Change	$ 4,003	$ 4,488	11,774	$ 1,625
Ending balance	153,995		153,995
Foreign Currency Translation Adjustments [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			(22,973)	(8,393)
Net Change			10,704	(8,623)
Ending balance	(12,269)	(17,016)	(12,269)	(17,016)
Unrecognized Employee Benefit Costs [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			(38,636)	(49,943)
Net Change			688	9,540
Ending balance	(37,948)	(40,403)	(37,948)	(40,403)
Unrealized Holding Gains on Marketable Securities [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			59	692
Net Change			398	314
Ending balance	457	1,006	457	1,006
Realized Losses/Gains from Settlement of Cash Flow Hedges [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			551	45
Net Change			(16)	394
Ending balance	535	439	535	439
AOCI Including Portion Attributable to Noncontrolling Interest [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning balance			(60,999)	(57,599)
Net Change			11,774	1,625
Ending balance	$ (49,225)	$ (55,974)	$ (49,225)	$ (55,974)

XML

Accumulated Other Comprehensive Loss - Line Items Affected on Condensed Consolidated Statements of Operations for Components Reclassified from Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Net sales (foreign currency sales contracts)	$ 103,886	$ 82,861	$ 317,952	$ 239,740
Depreciation and amortization (foreign currency purchase contracts)	(5,451)	(5,490)	(17,019)	(14,945)
Costs of products sold (excluding depreciation and amortization)	(87,295)	(67,267)	(263,975)	(195,824)
Selling and administrative	(14,243)	(15,045)	(44,444)	(43,740)
Other income (expense)	250	(365)	(447)	327
Income tax (benefit) provision	1,804	(21,602)	1,771	(21,627)
Net loss attributable to Ampco-Pittsburgh	(2,202)	(27,382)	(8,898)	(36,758)
Reclassification Out of Accumulated Other Comprehensive Income (Loss) [Member] | Amortization of Unrecognized Employee Benefit Costs [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Costs of products sold (excluding depreciation and amortization)	1,202	28	1,607	1,689
Selling and administrative	(304)	179	703	109
Other income (expense)	47	451	151	647
Total before income tax	945	658	2,461	2,445
Income tax (benefit) provision	0	609	0	0
Net loss attributable to Ampco-Pittsburgh	945	1,267	2,461	2,445
Reclassification Out of Accumulated Other Comprehensive Income (Loss) [Member] | Realized Losses/Gains from Sale of Marketable Securities [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Selling and administrative	(19)	(33)	(25)	(70)
Income tax (benefit) provision	0	(13)	0	0
Net loss attributable to Ampco-Pittsburgh	(19)	(46)	(25)	(70)
Reclassification Out of Accumulated Other Comprehensive Income (Loss) [Member] | Realized Losses/Gains from Settlement of Cash Flow Hedges [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Net sales (foreign currency sales contracts)	0	0	0	(10)
Depreciation and amortization (foreign currency purchase contracts)	(11)	(6)	(24)	(20)
Costs of products sold (excluding depreciation and amortization)	(139)	7	(448)	298
Total before income tax	(150)	1	(472)	268
Income tax (benefit) provision	0	102	0	0
Net loss attributable to Ampco-Pittsburgh	$ (150)	$ 103	$ (472)	$ 268

XML

Accumulated Other Comprehensive Loss - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2017 USD ($)
Valuation Allowance Against Gross Deferred Income Tax Assets [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Income tax benefit for certain items	$ 0

XML

Accumulated Other Comprehensive Loss - Summary of Income Tax (Benefit) Expense Associated with Various Components of Other Comprehensive Income (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Tax (benefit) expense associated with changes in:
Unrecognized employee benefit costs	$ 0	$ (87)	$ 0	$ 0
Unrealized holding gains on marketable securities	0	117	0	0
Fair value of cash flow hedges	0	35	0	0
Tax (benefit) expense associated with reclassification adjustments:
Amortization of unrecognized employee benefit costs	0	609	0	0
Realized gains from sale of marketable securities	0	(13)	0	0
Realized gains/losses from settlement of cash flow hedges	$ 0	$ 102	$ 0	$ 0

XML

Stock-Based Compensation - Additional Information (Detail) - USD ($)	1 Months Ended	3 Months Ended		9 Months Ended
	May 31, 2017	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	May 31, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense		$ 644,000	$ 444,000	$ 1,980,000	$ 1,647,000
Income tax benefit from stock-based compensation expense		$ 0	$ 0	$ 0	$ 0
Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized under Omnibus Incentive Plan						1,100,000
Equity based awards grant date fair value				$ 200
Shares of common stock issued to non-employee directors	50,000

XML

Fair Value - Fair Value of Financial Assets and Liabilities (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Foreign Currency Exchange Contracts [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	$ 38	$ 47
Foreign Currency Exchange Contracts [Member] | Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	1,178	1,022
Foreign Currency Exchange Contracts [Member] | Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	882	1,173
Foreign Currency Exchange Contracts [Member] | Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	92	40
Investments [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	4,086	3,863
Quoted Prices in Active Markets for Identical Inputs (Level 1) [Member] | Foreign Currency Exchange Contracts [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	0	0
Quoted Prices in Active Markets for Identical Inputs (Level 1) [Member] | Foreign Currency Exchange Contracts [Member] | Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	0	0
Quoted Prices in Active Markets for Identical Inputs (Level 1) [Member] | Foreign Currency Exchange Contracts [Member] | Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	0	0
Quoted Prices in Active Markets for Identical Inputs (Level 1) [Member] | Foreign Currency Exchange Contracts [Member] | Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	0	0
Quoted Prices in Active Markets for Identical Inputs (Level 1) [Member] | Investments [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	4,086	3,863
Significant Other Observable Inputs (Level 2) [Member] | Foreign Currency Exchange Contracts [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	38	47
Significant Other Observable Inputs (Level 2) [Member] | Foreign Currency Exchange Contracts [Member] | Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	1,178	1,022
Significant Other Observable Inputs (Level 2) [Member] | Foreign Currency Exchange Contracts [Member] | Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	882	1,173
Significant Other Observable Inputs (Level 2) [Member] | Foreign Currency Exchange Contracts [Member] | Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	92	40
Significant Other Observable Inputs (Level 2) [Member] | Investments [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	0	0
Significant Unobservable Inputs (Level 3) [Member] | Foreign Currency Exchange Contracts [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	0	0
Significant Unobservable Inputs (Level 3) [Member] | Foreign Currency Exchange Contracts [Member] | Other Current Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	0	0
Significant Unobservable Inputs (Level 3) [Member] | Foreign Currency Exchange Contracts [Member] | Other Current Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	0	0
Significant Unobservable Inputs (Level 3) [Member] | Foreign Currency Exchange Contracts [Member] | Other Noncurrent Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Liabilities, fair value	0	0
Significant Unobservable Inputs (Level 3) [Member] | Investments [Member] | Other Noncurrent Assets [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value	$ 0	$ 0

XML

Business Segments - Additional Information (Detail) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017 USD ($)	Sep. 30, 2016 USD ($)	Sep. 30, 2017 USD ($) Segment	Sep. 30, 2016 USD ($)
Segment Reporting Information [Line Items]
Number of reportable business segments | Segment			2
(Losses) gains on foreign exchange transactions	$ 87	$ (385)	$ (616)	$ 263
Corporate and Other [Member] | Other Expense [Member]
Segment Reporting Information [Line Items]
Interest expense			1,181
(Losses) gains on foreign exchange transactions			$ (616)	$ 263

XML

Business Segments - Business Segment Net Sales and (Loss) Income before Income Taxes (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Revenue from External Customer [Line Items]
Net sales	$ 103,886	$ 82,861	$ 317,952	$ 239,740
(Loss) income before Income Taxes	(3,707)	(5,942)	(10,620)	(15,395)
Operating Segments [Member]
Revenue from External Customer [Line Items]
Net sales	103,886	82,861	317,952	239,740
(Loss) income before Income Taxes	967	(1,378)	5,469	(2,112)
Operating Segments [Member] | Forged and Cast Engineered Products [Member]
Revenue from External Customer [Line Items]
Net sales	81,679	62,929	251,739	176,077
(Loss) income before Income Taxes	(1,474)	(3,363)	(2,405)	(9,385)
Operating Segments [Member] | Air and Liquid Processing [Member]
Revenue from External Customer [Line Items]
Net sales	22,207	19,932	66,213	63,663
(Loss) income before Income Taxes	2,441	1,985	7,874	7,273
Other Expense, Including Corporate Costs - Net [Member]
Revenue from External Customer [Line Items]
(Loss) income before Income Taxes	$ (4,674)	$ (4,564)	$ (16,089)	$ (13,283)

XML

Litigation - Schedule of Loss Contingencies by Contingency (Detail) - Asbestos Claims [Member]	9 Months Ended
	Sep. 30, 2017 USD ($) Claim	Sep. 30, 2016 USD ($) Claim
Loss Contingencies [Line Items]
Total claims pending at the beginning of the period	6,618	6,212
New claims served	1,037	1,105
Claims dismissed	(627)	(649)
Claims settled	(283)	(203)
Total claims pending at the end of the period	6,745	6,465
Gross settlement and defense costs | $	$ 16,518,000	$ 13,762,000
Avg. gross settlement and defense costs per claim resolved | $	$ 18,150	$ 16,150

XML

Litigation - Schedule of Loss Contingencies by Contingency (Parenthetical) (Detail) - Claim	Sep. 30, 2017	Sep. 30, 2016
Commitments and Contingencies Disclosure [Abstract]
Number of claims inactive or transferred to MDL panel	480	415

XML

Litigation - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2016	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Reserves for total costs for asbestos liability claims pending or projected	$ 171,181	$ 154,663
Percentage attributable to settlement costs for unasserted claims projected to be filed	70.00%
Insurance recoveries receivable	$ 115,945	$ 103,891

XML

Litigation - Summary of Activity in Asbestos Insurance Recoveries (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Loss Contingencies [Line Items]
Insurance receivable - asbestos, beginning of the year	$ 115,945
Insurance receivable - asbestos, end of the period	103,891
Asbestos Claims [Member]
Loss Contingencies [Line Items]
Insurance receivable - asbestos, beginning of the year	115,945	$ 125,423
Settlement and defense costs paid by insurance carriers	(12,054)	(10,478)
Insurance receivable - asbestos, end of the period	$ 103,891	$ 114,945

XML

Environmental Matters - Additional Information (Detail) $ in Thousands	Sep. 30, 2017 USD ($)
Environmental Remediation Obligations [Abstract]
Potential liability for all environmental compliance	$ 952