10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 10-Q

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

For Quarterly Period Ended: June 30, 2014

or

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

Commission file number 1-12936

TITAN INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

Illinois	36-3228472
(State of Incorporation)	(I.R.S. Employer Identification No.)

2701 Spruce Street, Quincy, IL 62301

(Address of principal executive offices, including Zip Code)

(217) 228-6011

(Registrant’s telephone number, including area code)

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 such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.  Yes  þ No o

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 þ  No o

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

Large accelerated filer þ	Accelerated filer ¨
Non-accelerated filer o (Do not check if a smaller reporting company)	Smaller reporting company o

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

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

	Shares Outstanding at
Class	July 21, 2014
Common stock, no par value per share	53,597,995

TITAN INTERNATIONAL, INC.

TABLE OF CONTENTS

		Page
Part I.	Financial Information
Item 1.	Financial Statements (Unaudited)
	Consolidated Condensed Statements of Operations for the Three and Six Months Ended June 30, 2014 and 2013	1
	Consolidated Condensed Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2014 and 2013	2
	Consolidated Condensed Balance Sheets as of June 30, 2014, and December 31, 2013	3
	Consolidated Condensed Statement of Changes in Equity for the Six Months Ended June 30, 2014	4
	Consolidated Condensed Statements of Cash Flows for the Six Months Ended June 30, 2014 and 2013	5
	Notes to Consolidated Condensed Financial Statements	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	44
Item 4.	Controls and Procedures	44
Part II.	Other Information
Item 1.	Legal Proceedings	45
Item 1A.	Risk Factors	45
Item 6.	Exhibits	45
	Signatures	45

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

TITAN INTERNATIONAL, INC.

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)

(All amounts in thousands, except per share data)

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Net sales	$	523,731		$	593,291		$	1,062,671		$	1,171,678
Cost of sales	466,374			506,636			950,764			988,272
Mining asset impairment and inventory writedown	34,797			—			34,797			—
Gross profit	22,560			86,655			77,110			183,406
Selling, general and administrative expenses	45,008			43,653			91,843			86,096
Research and development expenses	3,189			2,801			6,899			5,503
Royalty expense	3,830			3,295			7,571			7,018
Income (loss) from operations	(29,467		)	36,906			(29,203		)	84,789
Interest expense	(8,926		)	(13,069		)	(18,185		)	(23,510		)
Convertible debt conversion charge	—			—			—			(7,273		)
Gain on earthquake insurance recovery	—			22,451			—			22,451
Other income (expense)	6,335			(2,429		)	6,851			(1,010		)
Income (loss) before income taxes	(32,058		)	43,859			(40,537		)	75,447
Provision (benefit) for income taxes	(7,167		)	21,003			(10,518		)	33,202
Net income (loss)	(24,891		)	22,856			(30,019		)	42,245
Net loss attributable to noncontrolling interests	(4,380		)	(361		)	(11,671		)	(447		)
Net income (loss) attributable to Titan	$	(20,511	)	$	23,217		$	(18,348	)	$	42,692
Earnings (loss) per common share:
Basic	$	(.38	)	$	.43		$	(.34	)	$	.81
Diluted	$	(.38	)	$	.40		$	(.34	)	$	.74
Average common shares and equivalents outstanding:
Basic	53,486			53,426			53,478			52,625
Diluted	53,486			59,504			53,478			59,527
Dividends declared per common share:	$	.005		$	.005		$	.010		$	.010

See accompanying Notes to Consolidated Financial Statements.

1

TITAN INTERNATIONAL, INC.

CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(All amounts in thousands)

	Three months ended
	June 30,
	2014			2013
Net income (loss)	$	(24,891	)	$	22,856
Currency translation adjustment, net	7,826			(25,171		)
Pension liability adjustments, net of tax of $123 and $586, respectively	28			1,070
Comprehensive loss	(17,037		)	(1,245		)
Net comprehensive loss attributable to noncontrolling interests	(1,062		)	(3,167		)
Comprehensive income (loss) attributable to Titan	$	(15,975	)	$	1,922

	Six months ended
	June 30,
	2014			2013
Net income (loss)	$	(30,019	)	$	42,245
Unrealized loss on investments, net of tax of $0 and $0, respectively	—			(3		)
Currency translation adjustment, net	8,214			(25,367		)
Pension liability adjustments, net of tax of $506 and $1,113, respectively	745			2,021
Comprehensive income (loss)	(21,060		)	18,896
Net comprehensive loss attributable to noncontrolling interests	(13,245		)	(3,158		)
Comprehensive income (loss) attributable to Titan	$	(7,815	)	$	22,054

See accompanying Notes to Consolidated Financial Statements.

2

TITAN INTERNATIONAL, INC.

CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)

(All amounts in thousands, except share data)

	June 30,			December 31,
Assets	2014			2013
Current assets
Cash and cash equivalents	$	162,954		$	189,360
Restricted cash	—			14,268
Accounts receivable, net	302,504			263,053
Inventories	386,700			384,920
Deferred income taxes	41,707			41,931
Prepaid and other current assets	80,552			114,346
Total current assets	974,417			1,007,878
Property, plant and equipment, net	604,017			638,807
Goodwill	42,899			42,075
Deferred income taxes	6,837			2,772
Other assets	134,340			129,699
Total assets	$	1,762,510		$	1,821,231
Liabilities and Equity
Current liabilities
Short-term debt	$	26,498		$	75,061
Accounts payable	200,548			176,719
Deferred income taxes	4,084			3,525
Other current liabilities	139,463			131,266
Total current liabilities	370,593			386,571
Long-term debt	501,468			497,694
Deferred income taxes	48,706			60,985
Other long-term liabilities	76,127			77,945
Total liabilities	996,894			1,023,195
Equity
Titan stockholders' equity
Common stock (no par, 120,000,000 shares authorized, 55,253,092 issued)	—			—
Additional paid-in capital	560,916			558,637
Retained earnings	188,657			207,541
Treasury stock (at cost, 1,665,188 and 1,692,220 shares, respectively)	(15,343		)	(15,586		)
Treasury stock reserved for deferred compensation	(1,075		)	(1,075		)
Accumulated other comprehensive loss	(52,414		)	(61,794		)
Total Titan stockholders’ equity	680,741			687,723
Noncontrolling interests	84,875			110,313
Total equity	765,616			798,036
Total liabilities and equity	$	1,762,510		$	1,821,231

See accompanying Notes to Consolidated Financial Statements.

3

TITAN INTERNATIONAL, INC.

CONSOLIDATED CONDENSED STATEMENT OF CHANGES IN EQUITY (UNAUDITED)

(All amounts in thousands, except share data)

	Number of common shares	Additional paid-in capital			Retained earnings			Treasury stock			Treasury stock  reserved for deferred compensation			Accumulated other comprehensive income (loss)			Total Titan Equity			Noncontrolling interest			Total Equity
Balance January 1, 2014	53,560,872	$	558,637		$	207,541		$	(15,586	)	$	(1,075	)	$	(61,794	)	$	687,723		$	110,313		$	798,036
Net loss					(18,348		)										(18,348		)	(11,671		)	(30,019		)
Currency translation adjustment														9,788			9,788			(1,574		)	8,214
Pension liability adjustments, net of tax														745			745						745
Dividends on common stock					(536		)										(536		)				(536		)
Exercise of stock options	8,971	60						81									141						141
Acquisition of additional interest		(49		)										(1,153		)	(1,202		)	(12,193		)	(13,395		)
Stock-based compensation		2,143															2,143						2,143
Tax benefit related to stock-based compensation		(45		)													(45		)				(45		)
Issuance of treasury stock under 401(k) plan	18,061	170						162									332						332
Balance June 30, 2014	53,587,904	$	560,916		$	188,657		$	(15,343	)	$	(1,075	)	$	(52,414	)	$	680,741		$	84,875		$	765,616

See accompanying Notes to Consolidated Financial Statements.

4

TITAN INTERNATIONAL, INC.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)

(All amounts in thousands)

	Six months ended June 30,
Cash flows from operating activities:	2014			2013
Net income (loss)	$	(30,019	)	$	42,245
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization	46,815			40,031
Amortization of debt premium	—			(1,202		)
Mining asset impairment	23,242			—
Mining inventory writedown	11,555			—
Deferred income tax provision	(18,269		)	9,213
Convertible debt conversion charge	—			7,273
Gain on earthquake insurance recovery	—			(22,451		)
Stock-based compensation	2,143			2,800
Excess tax benefit from stock options exercised	45			42
Insurance proceeds	—			35,808
Issuance of treasury stock under 401(k) plan	332			326
(Increase) decrease in assets:
Accounts receivable	(28,989		)	(48,349		)
Inventories	(3,046		)	(14,599		)
Prepaid and other current assets	36,061			(15,634		)
Other assets	(4,050		)	4,818
Increase (decrease) in liabilities:
Accounts payable	15,017			42,014
Other current liabilities	4,937			(402		)
Other liabilities	(12,719		)	4,677
Net cash provided by operating activities	43,055			86,610
Cash flows from investing activities:
Capital expenditures	(30,883		)	(36,068		)
Acquisition of additional interest	(13,395		)	(1,671		)
Additional equity investment in Wheels India	—			(8,017		)
Decrease in restricted cash deposits	14,268			—
Insurance proceeds	—			2,879
Other	3,241			179
Net cash used for investing activities	(26,769		)	(42,698		)
Cash flows from financing activities:
Proceeds from borrowings	—			345,313
Payment on debt	(53,393		)	(155,082		)
Term loan borrowing	6,217			25,157
Convertible note conversion	—			(14,090		)
Proceeds from exercise of stock options	141			841
Excess tax benefit from stock options exercised	(45		)	(42		)
Payment of financing fees	(33		)	(5,452		)
Dividends paid	(536		)	(511		)
Net cash provided by (used for) financing activities	(47,649		)	196,134
Effect of exchange rate changes on cash	4,957			(4,773		)
Net increase (decrease) in cash and cash equivalents	(26,406		)	235,273
Cash and cash equivalents, beginning of period	189,360			189,114
Cash and cash equivalents, end of period	$	162,954		$	424,387
Supplemental information:
Interest paid	$	20,695		$	16,375
Income taxes paid	$	6,454		$	37,207
Noncash investing and financing information:
Issuance of common stock for convertible debt payment	$	—		$	45,903

See accompanying Notes to Consolidated Financial Statements.

5

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

1. ACCOUNTING POLICIES

In the opinion of Titan International, Inc. (Titan or the Company), the accompanying unaudited consolidated condensed financial statements contain all adjustments, which are normal and recurring in nature and necessary for a fair statement of the Company's financial position as of June 30, 2014, and the results of operations and cash flows for the three and six months ended June 30, 2014 and 2013.

Accounting policies have continued without significant change and are described in the Description of Business and Significant Accounting Policies contained in the Company's 2013 Annual Report on Form 10-K. These interim financial statements have been prepared pursuant to the Securities and Exchange Commission's rules for Form 10-Q's and, therefore, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's 2013 Annual Report on Form 10-K.

Sales

Sales and revenues are presented net of sales taxes and other related taxes.

Fair value of financial instruments

The Company records all financial instruments, including cash and cash equivalents, accounts receivable, notes receivable, accounts payable, other accruals and notes payable at cost, which approximates fair value due to their short term or stated rates.  Investments in marketable equity securities are recorded at fair value.  The 6.875% senior secured notes due 2020 (senior secured notes due 2020) and 5.625% convertible senior subordinated notes due 2017 (convertible notes) are carried at cost of $400.0 million and $60.2 million at June 30, 2014, respectively. The fair value of the senior secured notes due 2020 at June 30, 2014, as obtained through an independent pricing source, was approximately $408.0 million.

Cash dividends

The Company declared cash dividends of $.005 and $0.010 per share of common stock for each of the three and six months ended June 30, 2014, and 2013. The second quarter 2014 cash dividend of $.005 per share of common stock was paid July 15, 2014, to stockholders of record on June 30, 2014.

Use of estimates

The policies utilized by the Company in the preparation of the financial statements conform to accounting principles generally accepted in the United States of America and require management to make estimates, assumptions and judgments that affect the reported amount of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual amounts could differ from these estimates and assumptions.

Reclassification

Certain amounts from prior years have been reclassified to conform to the current year's presentation.

Subsequent Events

The Company has evaluated subsequent events and transactions for potential recognition or disclosure in the financial statements through the date of issuance of the financial statements.

6

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

2. MINING ASSET IMPAIRMENT AND INVENTORY WRITEDOWN

In the second quarter of 2014, the Company recorded an asset impairment and inventory writedown of $23.2 million and $11.6 million, respectively. The impairment was recorded on machinery, equipment and molds used to produce giant mining tires. Mining products are included in the Company's earthmoving/construction segment. In the second quarter of 2014, several large mining equipment manufacturers significantly decreased their sales forecast for mining equipment. The Company's sales of mining product were deteriorating at an accelerated pace. Therefore, the company tested mining related assets for impairment in the second quarter of 2014. The fair value of the mining equipment was determined using a cost and market approach. The inventory writedown was to adjust the value of mining product inventory to estimated market value.

3. ACQUISITIONS

Acquisition of Voltyre-Prom

On October 4, 2013, Titan in partnership with One Equity Partners (OEP) and the Russian Direct Investment Fund (RDIF) closed the acquisition of an 85% interest in Voltyre-Prom, a leading producer of agricultural and industrial tires in Volgograd, Russia, for approximately $94.1 million, which includes the assumption of debt. Titan is acting as operating partner with responsibility for Voltyre-Prom's daily operations on behalf of the consortium of which Titan holds a 30% interest. This acquisition expanded Titan's footprint into the Commonwealth of Independent States (CIS) region. The fair value of the consideration transferred and noncontrolling interests exceeded the fair value of the identified assets acquired less liabilities assumed. Therefore, goodwill of $21.0 million was recorded on the transaction, which is not expected to be deductible for tax purposes. An initial noncontrolling interest of $14.5 million, representing the 15% not owned by the partnership, was recorded at the acquisition date. In the first half of 2014, the partnership of Titan, OEP, and RDIF purchased an additional 15% to bring the total Voltyre-Prom ownership to 100%. The Company continues to evaluate the preliminary purchase price allocation, primarily the value of certain deferred taxes and goodwill, and may revise the purchase price allocation in future periods as these estimates are finalized.

The purchase price allocation of the Voltyre-Prom acquisition consisted of the following (amounts in thousands):

	Acquisition			Additional
	Date			Purchases		Total
Cash	$	80		$	—	$	80
Accounts receivable	5,596			—		5,596
Inventories	3,807			—		3,807
Deferred income taxes - current asset	253			—		253
Prepaid & other current assets	1,881			—		1,881
Goodwill	21,002			—		21,002
Property, plant & equipment	79,255			—		79,255
Other assets	17,615			—		17,615
Accounts payable	(715		)	—		(715		)
Other current liabilities	(4,152		)	—		(4,152		)
Deferred income taxes - noncurrent liability	(15,989		)	—		(15,989		)
Noncontrolling interests	(14,542		)	13,395		(1,147		)
Net assets acquired	$	94,091		$	13,395	$	107,486

7

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

4. RESTRICTED CASH

Restricted cash consisted of the following (amounts in thousands):

	June 30, 2014		December 31, 2013
Restricted cash	$	—	$	14,268

At December 31, 2013, the Company had restricted cash of $14.3 million. This restricted cash was on deposit for the purchase of the remaining 15% of Voltyre-Prom. In the first half of 2014, the partnership of Titan, OEP, and RDIF purchased an additional 15% to bring the total Voltyre-Prom ownership to 100%. See note 3 for additional information.

5. ACCOUNTS RECEIVABLE

Accounts receivable consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Accounts receivable	$	308,608		$	268,340
Allowance for doubtful accounts	(6,104		)	(5,287		)
Accounts receivable, net	$	302,504		$	263,053

Accounts receivable are reduced by an allowance for doubtful accounts which is based on historical losses.

6. INVENTORIES

Inventories consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Raw material	$	130,617		$	130,403
Work-in-process	53,962			54,190
Finished goods	211,137			208,821
	395,716			393,414
Adjustment to LIFO basis	(9,016		)	(8,494		)
	$	386,700		$	384,920

At June 30, 2014, approximately 11% of the Company's inventories were valued under the last-in, first-out (LIFO) method. At December 31, 2013, approximately 12% of the Company's inventories were valued under the LIFO method. The remaining inventories were valued under the first-in, first-out (FIFO) method or average cost method. All inventories are valued at lower of cost or market. See note 2 for additional information on the mining inventory writedown of $11.6 million recorded in the second quarter of 2014.

8

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

7. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment, net consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Land and improvements	$	68,806		$	67,243
Buildings and improvements	243,602			242,261
Machinery and equipment	589,188			617,709
Tools, dies and molds	106,816			112,997
Construction-in-process	51,128			42,539
	1,059,540			1,082,749
Less accumulated depreciation	(455,523		)	(443,942		)
	$	604,017		$	638,807

Depreciation on fixed assets for the six months ended June 30, 2014 and 2013, totaled $43.8 million and $37.8 million, respectively.

Included in the total building and improvements are capital leases of $5.8 million and $4.6 million at June 30, 2014, and December 31, 2013, respectively. Included in the total of machinery and equipment are capital leases of $49.8 million and $40.6 million at June 30, 2014, and December 31, 2013, respectively. Included in total tools, dies and molds are capital leases of $0.2 million at June 30, 2014. See note 2 for additional information on the mining asset impairment of $23.2 million recorded in the second quarter of 2014.

8. GOODWILL AND INTANGIBLE ASSETS

Changes in goodwill consisted of the following (amounts in thousands):

	2014									2013
			Earthmoving/										Earthmoving/
	Agricultural		Construction		Consumer					Agricultural			Construction			Consumer
	Segment		Segment		Segment			Total		Segment			Segment			Segment		Total
Goodwill, January 1	$	24,540	$	14,898	$	2,637		$	42,075	$	11,522		$	13,419		$	—	$	24,941
Foreign currency translation	252		642		(70		)	824		(993		)	(1,605		)	—		(2,598		)
Goodwill, June 30	$	24,792	$	15,540	$	2,567		$	42,899	$	10,529		$	11,814		$	—	$	22,343

The Company reviews goodwill for impairment during the fourth quarter of each annual reporting period, and whenever events and circumstances indicate that the carrying values may not be recoverable. In the second quarter of 2014, several large mining equipment manufacturers significantly decreased their sales forecast for mining equipment. The Company's sales of mining product were deteriorating at an accelerated pace. Therefore, related to the earthmoving/construction segment, the Company reviewed $12.2 million of Australia goodwill for impairment in the second quarter of 2014. The recoverability of the goodwill was evaluated by estimating future discounted cash flows. In determining the estimated future cash flows, the Company considered current and projected future levels of income as well as business trends and economic conditions. Impairment was not identified. However, the calculated excess value was less than 10% and there may be potential risk of future impairment if cash flows or other estimates would change.

9

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

The components of intangible assets consisted of the following (amounts in thousands):

	Weighted- Average Useful Lives (in Years)	June 30, 2014		December 31, 2013
Amortizable intangible assets:
Customer relationships	13.1	17,248		16,659
Patents, trademarks and other	6.3	20,148		20,561
Total at cost		37,396		37,220
Less accumulated amortization		(6,544	)	(4,607	)
		30,852		32,613

Amortization related to intangible assets for the six months ended June 30, 2014 and 2013, totaled $2.2 million and $1.2 million, respectively. Intangible assets are included as a component of other assets in the consolidated condensed balance sheet.

The estimated aggregate amortization expense at June 30, 2014, is as follows (amounts in thousands):

July 1 - December 31, 2014	$	2,306
2015	4,219
2016	3,371
2017	3,196
2018	3,196
Thereafter	14,564
	$	30,852

9. WARRANTY

Changes in the warranty liability consisted of the following (amounts in thousands):

	2014			2013
Warranty liability, January 1	$	33,134		$	27,482
Provision for warranty liabilities	9,422			24,078
Warranty payments made	(9,975		)	(17,079		)
Warranty liability, June 30	$	32,581		$	34,481

The Company provides limited warranties on workmanship of its products in all market segments.  The majority of the Company’s products have a limited warranty that ranges from zero to ten years, with certain products being prorated after the first year.  The Company calculates a provision for warranty expense based on past warranty experience.  Warranty accruals are included as a component of other current liabilities on the Consolidated Condensed Balance Sheets.

10

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

10. REVOLVING CREDIT FACILITY AND LONG-TERM DEBT

Long-term debt consisted of the following (amounts in thousands):

	June 30, 2014		December 31, 2013
6.875% senior secured notes due 2020	$	400,000	$	400,000
5.625% convertible senior subordinated notes due 2017	60,161		60,161
Titan Europe credit facilities	38,503		41,687
Other debt	26,279		67,541
Capital leases	3,023		3,366
	527,966		572,755
Less amounts due within one year	26,498		75,061
	$	501,468	$	497,694

Aggregate maturities of long-term debt at June 30, 2014, were as follows (amounts in thousands):

July 1 - December 31, 2014	$	26,012
2015	17,123
2016	20,906
2017	61,025
2018	656
Thereafter	402,244
	$	527,966

6.875% senior secured notes due 2020

The Company’s 6.875% senior secured notes (senior secured notes due 2020) are due October 2020. These notes are secured by the land and buildings of the following subsidiaries of the Company:  Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport and Titan Wheel Corporation of Illinois. The Company's senior secured notes due 2020 outstanding balance was $400.0 million at June 30, 2014.

5.625% convertible senior subordinated notes due 2017

The Company’s 5.625% convertible senior subordinated notes (convertible notes) are due January 2017.   The initial base conversion rate for the convertible notes is 93.0016 shares of Titan common stock per $1,000 principal amount of convertible notes, equivalent to an initial base conversion price of approximately $10.75 per share of Titan common stock.  If the price of Titan common stock at the time of determination exceeds the base conversion price, the base conversion rate will be increased by an additional number of shares (up to 9.3002 shares of Titan common stock per $1,000 principal amount of convertible notes) as determined pursuant to a formula described in the indenture.  The base conversion rate will be subject to adjustment in certain events.  The Company’s convertible notes balance was $60.2 million at June 30, 2014.

Titan Europe credit facilities

The Titan Europe credit facilities contain borrowings from various institutions totaling $38.5 million at June 30, 2014. Maturity dates on this debt range from less than one year to ten years and interest rates range from 5% to 6.9%. The European facilities are secured by the assets of select European subsidiaries.

Revolving credit facility

The Company’s $150 million revolving credit facility (credit facility) with agent Bank of America, N.A. has a December 2017 termination date and is collateralized by the accounts receivable and inventory of certain Titan domestic subsidiaries.  During the first six months of 2014 and at June 30, 2014, there were no borrowings under the credit facility.

Other debt

Brazil Other Debt

Titan Brazil has working capital loans for the Sao Paulo, Brazil manufacturing facility totaling $15.7 million at June 30, 2014.

11

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

Australia Capital Leases

Titan National Australia Holdings has capital leases totaling $1.2 million at June 30, 2014.

Titan Europe Other Debt

Titan Europe has overdraft facilities totaling $9.7 million at June 30, 2014.

Titan Europe Capital Leases

Titan Europe has capital lease obligations totaling $1.9 million at June 30, 2014.

Russia Other Debt

Voltyre-Prom has working capital loans for the Volgograd, Russia manufacturing facility totaling $0.9 million at June 30, 2014.

11. LEASE COMMITMENTS

The Company leases certain buildings and equipment under operating leases.  Certain lease agreements provide for renewal options, fair value purchase options, and payment of property taxes, maintenance and insurance by the Company. 

At June 30, 2014, future minimum rental commitments under noncancellable operating leases with initial terms of at least one year were as follows (amounts in thousands):

July 1 - December 31, 2014	$	4,786
2015	5,734
2016	5,567
2017	3,621
2018	2,355
Thereafter	2,893
Total future minimum lease payments	$	24,956

At June 30, 2014, the Company had assets held as capital leases with a net book value of $10.7 million included in property, plant and equipment. Total future capital lease obligations relating to these leases are as follows (amounts in thousands):

July 1 - December 31, 2014	$	797
2015	1,129
2016	693
2017	247
2018	82
Thereafter	75
Total future capital lease obligation payments	3,023
Less amount representing interest	(101		)
Present value of future capital lease obligation payments	$	2,922

12

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

12. EMPLOYEE BENEFIT PLANS

The Company has three frozen defined benefit pension plans covering certain employees or former employees of three U.S. subsidiaries. The Company also has pension plans covering certain employees of several foreign subsidiaries. The Company also sponsors four 401(k) retirement savings plans in the U.S. and a number of defined contribution plans at foreign subsidiaries. The Company contributed approximately $2.3 million to the pension plans during the six months ended June 30, 2014 and expects to contribute approximately $3.6 million to the pension plans during the remainder of 2014.

The components of net periodic pension cost consisted of the following (amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Service cost	$	193		$	214		$	402		$	386
Interest cost	1,426			1,350			2,847			2,704
Expected return on assets	(1,501		)	(1,396		)	(3,003		)	(2,792		)
Amortization of unrecognized prior service cost	34			34			68			68
Amortization of net unrecognized loss	758			1,317			1,516			2,635
Net periodic pension cost	$	910		$	1,519		$	1,830		$	3,001

13. VARIABLE INTEREST ENTITIES

The Company holds a variable interest in three joint ventures for which the Company is the primary beneficiary. Two of the joint ventures operate distribution facilities which primarily distribute mining products. One of these facilities is located in Canada and the other is located in Australia. The Company’s variable interest in these joint ventures relates to sales of Titan product to these entities, consigned inventory and working capital loans. The third joint venture is the consortium which owns Voltyre-Prom, a leading producer of agricultural and industrial tires in Volgograd, Russia. Titan is acting as operating partner with responsibility for Voltyre-Prom’s daily operations. The Company has also provided working capital loans to Voltyre-Prom.

As the primary beneficiary of these variable interest entities (VIEs), the entities’ assets, liabilities and results of operations are included in the Company’s consolidated financial statements. The other equity holders’ interests are reflected in “Net loss attributable to noncontrolling interests” in the consolidated condensed statements of operations and “Noncontrolling interests” in the consolidated condensed balance sheets.

13

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

The following table summarizes the carrying amount of the entities’ assets and liabilities included in the Company’s consolidated condensed balance sheets at June 30, 2014 and December 31, 2013 (amounts in thousands):

	June 30, 2014		December 31, 2013
Cash and cash equivalents	$	11,784	$	17,106
Inventory	21,958		33,406
Other current assets	18,950		17,000
Goodwill	20,020		20,601
Property, plant and equipment, net	66,492		76,060
Other noncurrent assets	15,052		16,673
Total assets	154,256		180,846
Current liabilities	15,663		23,816
Noncurrent liabilities	13,576		15,818
Total liabilities	29,239		39,634

All assets in the above table can only be used to settle obligations of the consolidated VIE. Liabilities are nonrecourse obligations. Amounts presented in the table above are adjusted for intercompany eliminations.

14. ROYALTY EXPENSE

The Company has a trademark license agreement with Goodyear to manufacture and sell certain tires in North America and Latin America under the Goodyear name.  The North American and Latin American farm tire royalties were prepaid for seven years as part of the 2011 Goodyear Latin American farm tire acquisition. In May 2012, the Company and Goodyear entered into an agreement under which Titan will sell certain non-farm tire products directly to third party customers and pay a royalty to Goodyear. Royalty expenses recorded were $3.8 million and $3.3 million for the quarters ended June 30, 2014 and 2013, respectively. Royalty expenses were $7.6 million and $7.0 million for the six months ended June 30, 2014 and 2013, respectively.

15. OTHER INCOME (EXPENSE)

Other income (expense) consisted of the following (amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014		2013			2014		2013
Currency exchange gain (loss)	$	3,747	$	(6,111	)	$	2,050	$	(6,654	)
Other income	787		681			1,250		1,331
Discount amortization on prepaid royalty	756		787			1,530		1,703
Wheels India Limited equity income	532		460			950		275
Interest income	288		1,530			640		1,931
Building rental income	225		224			431		404
	$	6,335	$	(2,429	)	$	6,851	$	(1,010	)

The Company's investment in Wheels India Limited decreased from 41.7% to 34.2% during the first quarter of 2014 due to an equity offering by Wheels India Limited.

14

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

16. GAIN ON EARTHQUAKE INSURANCE RECOVERY

Gain on earthquake insurance recovery consisted of the following (amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Gain on earthquake insurance recovery	$	—	$	22,451	$	—	$	22,451

Titan Europe's wheel manufacturing facility in Finale Emilia, Italy experienced damage from an earthquake in May 2012, prior to Titan's acquisition of Titan Europe.  The plant was closed for production during initial remedial work. This resulted in a limited transfer of production to other facilities within Titan Europe as well as sourcing product from facilities in the U.S. owned by Titan and competitors.  In the second quarter of 2013, Titan received a final insurance settlement payment of $38.7 million, which offset the earthquake insurance receivable and resulted in a gain of $22.5 million.

17. INCOME TAXES

The Company recorded income tax benefit of $(7.2) million and $(10.5) million for the three and six months ended June 30, 2014, respectively, as compared to income tax expense of $21.0 million and $33.2 million for the three and six months ended June 30, 2013. The Company's effective income tax rate was 26% and 44% for the six months ended June 30, 2014 and 2013, respectively.

The Company's 2014 income tax benefit and rate differs from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of state income tax expense, unrecognized tax benefits, foreign earnings, and domestic production activities deduction.

The Company's 2013 income tax expense and rate differs from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of state income tax expense, expense for unrecognized tax benefits, foreign earnings, domestic production activities deduction, and tax deductible expenses related to the convertible bond repurchase.

15

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

18. EARNINGS PER SHARE

Earnings per share (EPS) were as follows (amounts in thousands, except per share data):

	Three months ended
	June 30, 2014							June 30, 2013
	Titan Net loss			Weighted- average shares	Per share  amount			Titan Net income		Weighted- average shares	Per share  amount
Basic earnings per share	$	(20,511	)	53,486	$	(0.38	)	$	23,217	53,426	$	0.43
Effect of stock options/trusts	—			—				—		280
Effect of convertible notes	—			—				609		5,798
Diluted earnings per share	$	(20,511	)	53,486	$	(0.38	)	$	23,826	59,504	$	0.40

	Six months ended
	June 30, 2014							June 30, 2013
	Titan Net income			Weighted- average shares	Per share  amount			Titan Net income		Weighted- average shares	Per share  amount
Basic earnings per share	$	(18,348	)	53,478	$	(0.34	)	$	42,692	52,625	$	0.81
Effect of stock options/trusts	—			—				—		290
Effect of convertible notes	—			—				1,381		6,612
Diluted earnings per share	$	(18,348	)	53,478	$	(0.34	)	$	44,073	59,527	$	0.74

The effect of stock options/trusts has been excluded for the three and six months ended June 30, 2014, as the effect would have been antidilutive. The weighted average share amount excluded was 0.3 million shares.

The effect of convertible notes has been excluded for the three months and six months ended June 30, 2014, as the effect would have been antidilutive. The weighted average share amount excluded was 5.8 million shares.

19. LITIGATION

The Company is a party to routine legal proceedings arising out of the normal course of business.  Although it is not possible to predict with certainty the outcome of these unresolved legal actions or the range of possible loss, the Company believes at this time that none of these actions, individually or in the aggregate, will have a material adverse effect on the consolidated financial condition, results of operations or cash flows of the Company.  However, due to the difficult nature of predicting unresolved and future legal claims, the Company cannot anticipate or predict the material adverse effect on its consolidated financial condition, results of operations or cash flows as a result of efforts to comply with or its liabilities pertaining to legal judgments.

16

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

20. SEGMENT INFORMATION

The table below presents information about certain operating results of segments as reviewed by the chief executive officer of the Company for the three and six months ended June 30, 2014 and 2013 (amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Revenues from external customers
Agricultural	$	285,274		$	323,943		$	602,440		$	634,496
Earthmoving/construction	163,961			208,226			316,901			417,842
Consumer	74,496			61,122			143,330			119,340
	$	523,731		$	593,291		$	1,062,671		$	1,171,678
Gross profit
Agricultural	$	42,517		$	56,150		$	89,782		$	110,220
Earthmoving/construction	(23,255		)	26,820			(19,457		)	64,315
Consumer	4,114			4,331			8,196			10,478
Unallocated corporate	(816		)	(646		)	(1,411		)	(1,607		)
	$	22,560		$	86,655		$	77,110		$	183,406
Income (loss) from operations
Agricultural	$	28,078		$	45,686		$	58,619		$	87,301
Earthmoving/construction	(38,235		)	8,519			(49,329		)	29,198
Consumer	(1,814		)	1,027			(3,374		)	4,169
Unallocated corporate	(17,496		)	(18,326		)	(35,119		)	(35,879		)
Income (loss) from operations	(29,467		)	36,906			(29,203		)	84,789
Interest expense	(8,926		)	(13,069		)	(18,185		)	(23,510		)
Convertible debt conversion charge	—			—			—			(7,273		)
Gain on earthquake insurance recovery	—			22,451			—			22,451
Other income (expense), net	6,335			(2,429		)	6,851			(1,010		)
Income (loss) before income taxes	$	(32,058	)	$	43,859		$	(40,537	)	$	75,447

Assets by segment were as follows (amounts in thousands):

	June 30, 2014		December 31, 2013
Total assets
Agricultural	$	698,041	$	725,032
Earthmoving/construction	676,543		749,564
Consumer	225,227		172,320
Unallocated corporate	162,699		174,315
	$	1,762,510	$	1,821,231

17

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

21. FAIR VALUE MEASUREMENTS

Accounting standards for fair value measurements establish a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.  These tiers are defined as:

Level 1 – Quoted prices in active markets for identical instruments.

Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable.

Level 3 – Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Assets and liabilities measured at fair value on a recurring basis consisted of the following (amounts in thousands):

	June 30, 2014										December 31, 2013
	Total			Level 1		Level 2			Level 3		Total			Level 1		Level 2			Level 3
Contractual obligation investments	$	9,332		$	9,332	$	—		$	—	$	8,723		$	8,723	$	—		$	—
Preferred stock	250			—		—			250		250			—		—			250
Derivative financial instruments liability	(75		)	—		(75		)	—		(126		)	—		(126		)	—
Total	$	9,507		$	9,332	$	(75	)	$	250	$	8,847		$	8,723	$	(126	)	$	250

The following table presents the changes during the periods presented in Titan's Level 3 investments that are measured at fair value on a recurring basis (amounts in thousands):

	Preferred stock
Balance at December 31, 2013	$	250
Total realized and unrealized gains and losses	—
Balance as of June 30, 2014	$	250

Fair value, nonrecurring, Level 2 measurements from impairments consisted of the following (amounts in thousands):

	Fair Value				Impairment Charges
	June 30,		December 31,		Six months ended
	2014		2013		2014		2013
Property, plant and equipment	$	45,189	$	—	$	23,242	$	—

The fair value measurements and impairment charges shown above pertain to assets used to produce giant mining tires for the mining industry. See note 2 for additional information.

18

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

22. RELATED PARTY TRANSACTIONS

The Company sells products and pays commissions to companies controlled by persons related to the chief executive officer of the Company.  The related party is Mr. Fred Taylor and is Mr. Maurice Taylor’s brother.  The companies which Mr. Fred Taylor is associated with that do business with Titan include the following:  Blackstone OTR, LLC; FBT Enterprises; Green Carbon, INC; and OTR Wheel Engineering.  Sales of Titan products to these companies were approximately $0.8 million and $1.4 million for the three and six months ended June 30, 2014, respectively, as compared to $0.8 million and $1.4 million for the three and six months ended June 30, 2013. Titan had trade receivables due from these companies of approximately $0.2 million at June 30, 2014, and December 31, 2013, respectively.  On other sales referred to Titan from the above manufacturing representative companies, commissions were approximately $0.6 million and $1.3 million for the three and six months ended June 30, 2014, respectively, as compared to $0.6 million and $1.3 million for the three and six months ended June 30, 2013. Titan had purchases from these companies of approximately $4.1 million and $4.8 million for the three and six months ended June 30, 2014, respectively.

The Company has a 34.2% equity stake in Wheels India Limited, a company incorporated in India and listed on the National Stock Exchange in India. The Company had trade payables due to Wheels India of approximately $0.0 million and $0.3 million at June 30, 2014, and December 31, 2013, respectively.

23. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Accumulated other comprehensive income (loss) consisted of the following (amounts in thousands):

	Currency Translation Adjustments			Unrecognized Losses and Prior Service Cost			Total
Balance at April 1, 2014	$	(36,678	)	$	(20,213	)	$	(56,891	)
Other comprehensive income (loss) before
reclassifications	4,449			—			4,449
Reclassification adjustments:
Amortization of unrecognized losses and prior
service cost, net of tax of $(123)	—			28			28
Balance at June 30, 2014	$	(32,229	)	$	(20,185	)	$	(52,414	)

	Currency Translation Adjustments			Unrecognized Losses and Prior Service Cost			Total
Balance at January 1, 2014	$	(40,864	)	$	(20,930	)	$	(61,794	)
Other comprehensive income (loss) before
reclassifications	8,635			—			8,635
Reclassification adjustments:
Amortization of unrecognized losses and prior
service cost, net of tax of $(506)	—			745			745
Balance at June 30, 2014	$	(32,229	)	$	(20,185	)	$	(52,414	)

19

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

24. SUBSIDIARY GUARANTOR FINANCIAL INFORMATION

The Company's 6.875% senior secured notes due 2020 and 5.625% convertible senior subordinated notes are guaranteed by the following 100% owned subsidiaries of the Company: Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport, and Titan Wheel Corporation of Illinois. The note guarantees are full and unconditional, joint and several obligations of the guarantors. The guarantees of the guarantor subsidiaries are subject to release in limited circumstances only upon the occurrence of certain customary conditions. The following condensed consolidating financial statements are presented using the equity method of accounting. Certain sales & marketing expenses recorded by non-guarantor subsidiaries have not been allocated to the guarantor subsidiaries.

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Three Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net sales	$	—		$	244,664		$	279,067		$	—	$	523,731
Cost of sales	303			241,915			258,953			—		501,171
Gross profit (loss)	(303		)	2,749			20,114			—		22,560
Selling, general and administrative expenses	2,388			17,611			25,009			—		45,008
Research and development expenses	72			1,214			1,903			—		3,189
Royalty expense	—			1,926			1,904			—		3,830
Loss from operations	(2,763		)	(18,002		)	(8,702		)	—		(29,467		)
Interest expense	(8,255		)	—			(671		)	—		(8,926		)
Intercompany interest income (expense)	1,618			—			(1,618		)	—		—
Other income	1,192			103			5,040			—		6,335
Loss before income taxes	(8,208		)	(17,899		)	(5,951		)	—		(32,058		)
Benefit for income taxes	69			(6,437		)	(799		)	—		(7,167		)
Equity in earnings of subsidiaries	(16,614		)	—			(18,004		)	34,618		—
Net income (loss)	(24,891		)	(11,462		)	(23,156		)	34,618		(24,891		)
Net loss noncontrolling interests	—			—			(4,380		)	—		(4,380		)
Net income (loss) attributable to Titan	$	(24,891	)	$	(11,462	)	$	(18,776	)	$	34,618	$	(20,511	)

20

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Three Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	323,482	$	269,809		$	—		$	593,291
Cost of sales	277			261,789		244,570			—			506,636
Gross profit (loss)	(277		)	61,693		25,239			—			86,655
Selling, general and administrative expenses	2,130			20,300		21,223			—			43,653
Research and development expenses	(28		)	1,400		1,429			—			2,801
Royalty expense	—			1,850		1,445			—			3,295
Income (loss) from operations	(2,379		)	38,143		1,142			—			36,906
Interest expense	(10,833		)	—		(2,236		)	—			(13,069		)
Gain on earthquake insurance recovery	—			—		22,451			—			22,451
Intercompany interest income (expense)	2,192			—		(2,192		)	—			—
Other income (expense)	904			2		(3,335		)	—			(2,429		)
Income (loss) before income taxes	(10,116		)	38,145		15,830			—			43,859
Provision for income taxes	6,491			13,637		875			—			21,003
Equity in earnings of subsidiaries	39,463			—		14,892			(54,355		)	—
Net income (loss)	22,856			24,508		29,847			(54,355		)	22,856
Net loss noncontrolling interests	—			—		(361		)	—			(361		)
Net income (loss) attributable to Titan	$	22,856		$	24,508	$	30,208		$	(54,355	)	$	23,217

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net sales	$	—		$	508,622		$	554,049		$	—	$	1,062,671
Cost of sales	513			470,154			514,894			—		985,561
Gross profit (loss)	(513		)	38,468			39,155			—		77,110
Selling, general and administrative expenses	4,032			36,601			51,210			—		91,843
Research and development expenses	72			3,367			3,460			—		6,899
Royalty expense	—			3,774			3,797			—		7,571
Loss from operations	(4,617		)	(5,274		)	(19,312		)	—		(29,203		)
Interest expense	(16,517		)	—			(1,668		)	—		(18,185		)
Intercompany interest income (expense)	3,302			—			(3,302		)	—		—
Other income	1,534			48			5,269			—		6,851
Loss before income taxes	(16,298		)	(5,226		)	(19,013		)	—		(40,537		)
Benefit for income taxes	(5,971		)	(1,627		)	(2,920		)	—		(10,518		)
Equity in earnings of subsidiaries	(19,692		)	—			(18,881		)	38,573		—
Net income (loss)	(30,019		)	(3,599		)	(34,974		)	38,573		(30,019		)
Net loss noncontrolling interests	—			—			(11,671		)	—		(11,671		)
Net income (loss) attributable to Titan	$	(30,019	)	$	(3,599	)	$	(23,303	)	$	38,573	$	(18,348	)

21

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	647,376	$	524,302		$	—		$	1,171,678
Cost of sales	667			518,015		469,590			—			988,272
Gross profit (loss)	(667		)	129,361		54,712			—			183,406
Selling, general and administrative expenses	4,447			38,124		43,525			—			86,096
Research and development expenses	(18		)	2,713		2,808			—			5,503
Royalty expense	—			3,628		3,390			—			7,018
Income (loss) from operations	(5,096		)	84,896		4,989			—			84,789
Interest expense	(18,564		)	—		(4,946		)	—			(23,510		)
Convertible debt conversion charge	(7,273		)	—		—			—			(7,273		)
Gain on earthquake insurance recovery	—			—		22,451			—			22,451
Intercompany interest income (expense)	2,689			—		(2,689		)	—			—
Other income (expense)	1,548			26		(2,584		)	—			(1,010		)
Income (loss) before income taxes	(26,696		)	84,922		17,221			—			75,447
Provision (benefit) for income taxes	(1,844		)	30,590		4,456			—			33,202
Equity in earnings of subsidiaries	67,097			—		33,524			(100,621		)	—
Net income (loss)	42,245			54,332		46,289			(100,621		)	42,245
Net loss noncontrolling interests	—			—		(447		)	—			(447		)
Net income (loss) attributable to Titan	$	42,245		$	54,332	$	46,736		$	(100,621	)	$	42,692

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Three Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	(24,891	)	$	(11,462	)	$	(23,156	)	$	34,618		$	(24,891	)
Currency translation adjustment, net	7,826			—			7,826			(7,826		)	7,826
Pension liability adjustments, net of tax	28			450			(422		)	(28		)	28
Comprehensive income (loss)	(17,037		)	(11,012		)	(15,752		)	26,764			(17,037		)
Net comprehensive loss attributable to noncontrolling interests	—			—			(1,062		)	—			(1,062		)
Comprehensive income (loss) attributable to Titan	$	(17,037	)	$	(11,012	)	$	(14,690	)	$	26,764		$	(15,975	)

22

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Three Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	22,856		$	24,508	$	29,847		$	(54,355	)	$	22,856
Currency translation adjustment, net	(25,171		)	—		(25,171		)	25,171			(25,171		)
Pension liability adjustments, net of tax	1,070			781		289			(1,070		)	1,070
Comprehensive income (loss)	(1,245		)	25,289		4,965			(30,254		)	(1,245		)
Net comprehensive income attributable to noncontrolling interests	—			—		(3,167		)	—			(3,167		)
Comprehensive income (loss) attributable to Titan	$	(1,245	)	$	25,289	$	8,132		$	(30,254	)	$	1,922

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	(30,019	)	$	(3,599	)	$	(34,974	)	$	38,573		$	(30,019	)
Currency translation adjustment, net	8,214			—			8,214			(8,214		)	8,214
Pension liability adjustments, net of tax	745			900			(155		)	(745		)	745
Comprehensive income (loss)	(21,060		)	(2,699		)	(26,915		)	29,614			(21,060		)
Net comprehensive loss attributable to noncontrolling interests	—			—			(13,245		)	—			(13,245		)
Comprehensive income (loss) attributable to Titan	$	(21,060	)	$	(2,699	)	$	(13,670	)	$	29,614		$	(7,815	)

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	42,245		$	54,332	$	46,289		$	(100,621	)	$	42,245
Unrealized gain (loss) on investments, net of tax	(3		)	—		(3		)	3			(3		)
Currency translation adjustment, net	(25,367		)	—		(25,367		)	25,367			(25,367		)
Pension liability adjustments, net of tax	2,021			1,562		459			(2,021		)	2,021
Comprehensive income (loss)	18,896			55,894		21,378			(77,272		)	18,896
Net comprehensive loss attributable to noncontrolling interests	—			—		(3,158		)	—			(3,158		)
Comprehensive income (loss) attributable to Titan	$	18,896		$	55,894	$	24,536		$	(77,272	)	$	22,054

23

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Amounts in thousands)	Consolidating Condensed Balance Sheets June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	91,778		$	5		$	71,171	$	—		$	162,954
Accounts receivable, net	—			112,903			189,601		—			302,504
Inventories	—			114,696			272,004		—			386,700
Prepaid and other current assets	35,499			28,138			58,622		—			122,259
Total current assets	127,277			255,742			591,398		—			974,417
Property, plant and equipment, net	8,085			172,248			423,684		—			604,017
Investment in subsidiaries	887,704			—			122,182		(1,009,886		)	—
Other assets	36,778			357			146,941		—			184,076
Total assets	$	1,059,844		$	428,347		$	1,284,205	$	(1,009,886	)	$	1,762,510
Liabilities and Stockholders’ Equity
Short-term debt	$	—		$	—		$	26,498	$	—		$	26,498
Accounts payable	320			15,694			184,534		—			200,548
Other current liabilities	22,860			50,198			70,489		—			143,547
Total current liabilities	23,180			65,892			281,521		—			370,593
Long-term debt	460,161			—			41,307		—			501,468
Other long-term liabilities	31,401			13,841			79,591		—			124,833
Intercompany accounts	(135,639		)	(155,584		)	291,223		—			—
Titan stockholders' equity	680,741			504,198			505,688		(1,009,886		)	680,741
Noncontrolling interests	—			—			84,875		—			84,875
Total liabilities and stockholders’ equity	$	1,059,844		$	428,347		$	1,284,205	$	(1,009,886	)	$	1,762,510

24

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Amounts in thousands)	Consolidating Condensed Balance Sheets December 31, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	81,472		$	4		$	107,884	$	—		$	189,360
Restricted cash	—			—			14,268		—			14,268
Accounts receivable, net	—			89,259			173,794		—			263,053
Inventories	—			129,113			255,807		—			384,920
Prepaid and other current assets	80,876			20,416			54,985		—			156,277
Total current assets	162,348			238,792			606,738		—			1,007,878
Property, plant and equipment, net	9,885			206,928			421,994		—			638,807
Investment in subsidiaries	884,222			—			141,752		(1,025,974		)	—
Other assets	34,259			387			139,900		—			174,546
Total assets	$	1,090,714		$	446,107		$	1,310,384	$	(1,025,974	)	$	1,821,231
Liabilities and Stockholders’ Equity
Short-term debt	$	—		$	—		$	75,061	$	—		$	75,061
Accounts payable	368			12,525			163,826		—			176,719
Other current liabilities	15,278			58,001			61,512		—			134,791
Total current liabilities	15,646			70,526			300,399		—			386,571
Long-term debt	460,161			—			37,533		—			497,694
Other long-term liabilities	40,658			15,571			82,701		—			138,930
Intercompany accounts	(113,474		)	(147,529		)	261,003		—			—
Titan stockholders' equity	687,723			507,539			518,435		(1,025,974		)	687,723
Noncontrolling interests	—			—			110,313		—			110,313
Total liabilities and stockholders’ equity	$	1,090,714		$	446,107		$	1,310,384	$	(1,025,974	)	$	1,821,231

25

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Amounts in thousands)	Consolidating Condensed Statements of Cash Flows For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	11,495		$	4,430		$	27,130		$	43,055
Cash flows from investing activities:
Capital expenditures	(667		)	(4,770		)	(25,446		)	(30,883		)
Acquisition of additional interest	(49		)	—			(13,346		)	(13,395		)
Decrease in restricted cash deposits	—			—			14,268			14,268
Other, net	—			341			2,900			3,241
Net cash used for investing activities	(716		)	(4,429		)	(21,624		)	(26,769		)
Cash flows from financing activities:
Payment on debt	—			—			(53,393		)	(53,393		)
Term loan borrowing	—			—			6,217			6,217
Proceeds from exercise of stock options	141			—			—			141
Excess tax benefit from stock options exercised	(45		)	—			—			(45		)
Payment of financing fees	(33		)	—			—			(33		)
Dividends paid	(536		)	—			—			(536		)
Net cash used for financing activities	(473		)	—			(47,176		)	(47,649		)
Effect of exchange rate change on cash	—			—			4,957			4,957
Net increase (decrease) in cash and cash equivalents	10,306			1			(36,713		)	(26,406		)
Cash and cash equivalents, beginning of period	81,472			4			107,884			189,360
Cash and cash equivalents, end of period	$	91,778		$	5		$	71,171		$	162,954

26

TITAN INTERNATIONAL, INC.

Notes to Consolidated Condensed Financial Statements

(Unaudited)

(Amounts in thousands)	Consolidating Condensed Statements of Cash Flows For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by (used for) operating activities	$	(100,008	)	$	15,562		$	171,056		$	86,610
Cash flows from investing activities:
Capital expenditures	(3,189		)	(15,564		)	(17,315		)	(36,068		)
Acquisitions, net of cash acquired	—			—			(1,671		)	(1,671		)
Additional equity investment in Wheels India	—			—			(8,017		)	(8,017		)
Insurance Proceeds	—			—			2,879			2,879
Other, net	—			2			177			179
Net cash used for investing activities	(3,189		)	(15,562		)	(23,947		)	(42,698		)
Cash flows from financing activities:
Proceeds from borrowings	345,313			—			—			345,313
Payment on debt	—			—			(155,082		)	(155,082		)
Term loan borrowing	—			—			25,157			25,157
Convertible note conversion	(14,090		)	—			—			(14,090		)
Proceeds from exercise of stock options	841			—			—			841
Excess tax benefit from stock options exercised	(42		)	—			—			(42		)
Payment of financing fees	(5,452		)	—			—			(5,452		)
Dividends paid	(511		)	—			—			(511		)
Net cash provided by (used for) financing activities	326,059			—			(129,925		)	196,134
Effect of exchange rate change on cash	—			—			(4,773		)	(4,773		)
Net increase in cash and cash equivalents	222,862			—			12,411			235,273
Cash and cash equivalents, beginning of period	103,154			4			85,956			189,114
Cash and cash equivalents, end of period	$	326,016		$	4		$	98,367		$	424,387

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management's discussion and analysis of financial condition and results of operations (MD&A) is designed to provide a reader of these financial statements with a narrative from the perspective of the management of Titan International, Inc. (Titan or the Company) on Titan's financial condition, results of operations, liquidity and other factors which may affect the Company's future results. The MD&A in this quarterly report should be read in conjunction with the MD&A in Titan's 2013 annual report on Form 10-K filed with the Securities and Exchange Commission on February 20, 2014.

FORWARD-LOOKING STATEMENTS

This Form 10-Q contains forward-looking statements, including statements regarding, among other items:

• Anticipated trends in the Company’s business

• Future expenditures for capital projects

• The Company’s ability to continue to control costs and maintain quality

• Ability to meet conditions of loan agreements

• The Company’s business strategies, including its intention to introduce new products

• Expectations concerning the performance and success of the Company’s existing and new products

• The Company’s intention to consider and pursue acquisition and divestiture opportunities

Readers of this Form 10-Q should understand that these forward-looking statements are based on the Company’s expectations and are subject to a number of risks and uncertainties (including, but not limited to, the factors discussed in Item 1A, Risk Factors of the Company's most recent annual report on Form 10-K), certain of which are beyond the Company’s control.

Actual results could differ materially from these forward-looking statements as a result of certain factors, including:

• The effect of a recession on the Company and its customers and suppliers

• Changes in the Company’s end-user markets as a result of world economic or regulatory influences

• Changes in the marketplace, including new products and pricing changes by the Company’s competitors

• Ability to maintain satisfactory labor relations

• Unfavorable outcomes of legal proceedings

• Availability and price of raw materials

• Levels of operating efficiencies

• Unfavorable product liability and warranty claims

• Actions of domestic and foreign governments

• Geopolitical uncertainties relating to Russia could have a negative impact on the Company's sales and results of operations at the recently acquired Voltyre-Prom business

• Results of investments

• Fluctuations in currency translations

• Climate change and related laws and regulations

• Risks associated with environmental laws and regulations

Any changes in such factors could lead to significantly different results.  The Company cannot provide any assurance that the assumptions referred to in the forward-looking statements or otherwise are accurate or will prove to transpire.  Any assumptions that are inaccurate or do not prove to be correct could have a material adverse effect on the Company’s ability to achieve the results as indicated in forward-looking statements.  The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.  In light of these risks and uncertainties, there can be no assurance that the forward-looking information contained in this document will in fact transpire.

27

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

OVERVIEW

Titan International, Inc. and its subsidiaries are leading manufacturers of wheels, tires, wheel and tire assemblies, and undercarriage systems and components for off-highway vehicles used in the agricultural, earthmoving/construction and consumer segments.  Titan manufactures both wheels and tires for the majority of these market applications, allowing the Company to provide the value-added service of delivering complete wheel and tire assemblies.  The Company offers a broad range of products that are manufactured in relatively short production runs to meet the specifications of original equipment manufacturers (OEMs) and/or the requirements of aftermarket customers.

Agricultural Segment: Titan's agricultural rims, wheels, tires and undercarriage systems and components are manufactured for use on various agricultural and forestry equipment, including tractors, combines, skidders, plows, planters and irrigation equipment, and are sold directly to OEMs and to the aftermarket through independent distributors, equipment dealers and Titan's own distribution centers.

Earthmoving/Construction Segment: The Company manufactures rims, wheels, tires and undercarriage systems and components for various types of off-the-road (OTR) earthmoving, mining, military and construction equipment, including skid steers, aerial lifts, cranes, graders and levelers, scrapers, self-propelled shovel loaders, articulated dump trucks, load transporters, haul trucks, backhoe loaders, crawler tractors, lattice cranes, shovels and hydraulic excavators.

Consumer Segment: Titan manufactures bias truck tires in Latin America, provides wheels and tires and assembles brakes, actuators and components for the domestic boat, recreational and utility trailer markets. Titan also offers select products for ATVs, turf, and golf cart applications.

The Company’s major OEM customers include large manufacturers of off-highway equipment such as AGCO Corporation, CNH Global N.V., Deere & Company, Hitachi Construction Machinery, Kubota Corporation and Liebherr Group, in addition to many other off-highway equipment manufacturers.  The Company distributes products to OEMs, independent and OEM-affiliated dealers, and through a network of distribution facilities.

The table provides highlights for the quarter ended June 30, 2014, compared to 2013 (amounts in thousands):

	2014			2013		% Decrease
Net sales	$	523,731		$	593,291	(12	)%
Gross profit	22,560			86,655		(74	)%
Income (loss) from operations	(29,467		)	36,906		(180	)%
Net income (loss)	(24,891		)	22,856		(209	)%

Quarter: The Company recorded sales of $523.7 million for the second quarter of 2014, which were 12% lower than the second quarter 2013 sales of $593.3 million. The lower sales levels were primarily the result of decreased demand in the mining industry and reduced demand for larger products used in the agricultural market.

The Company's gross profit was $22.6 million, or 4.3% of net sales, for the second quarter of 2014, compared to $86.7 million, or 14.6% of net sales, in 2013. Loss from operations was $29.5 million for the second quarter of 2014, compared to income from operations of $36.9 million in 2013. Net loss was $24.9 million for the second quarter of 2014, compared to net income of $22.9 million in 2013. Basic loss per share was $(.38) in the second quarter of 2014, compared to earnings per share of $.43 in 2013. Gross profit and income from operations decreased primarily as a result of a significant decrease in demand for our products used in the mining industry. Generally, there are higher margins associated with the larger, more complex mining tires. As a consequence, this drove additional erosion in gross profit due to price reductions and reduced leverage/productivity on lower sales. In the second quarter of 2014, the Company recorded an asset impairment of $23.2 million on machinery, equipment and molds used to produce giant mining tires. In addition, the Company recorded an inventory writedown of $11.6 million to adjust the value of mining product inventory to estimated market value. Decreased demand for larger products used in the agricultural market also had a negative impact on gross profit and income from operations. Net income and earnings per share for the second quarter of 2013 were positively affected by the gain on earthquake insurance recovery of $22.5 million.

28

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

The table provides highlights for six months ended June 30, 2014, compared to 2013 (amounts in thousands):

	2014			2013		% Decrease
Net sales	$	1,062,671		$	1,171,678	(9	)%
Gross profit	77,110			183,406		(58	)%
Income (loss) from operations	(29,203		)	84,789		(134	)%
Net income (loss)	(30,019		)	42,245		(171	)%

Year-to-date: The Company recorded sales of $1,062.7 million for the six months ended June 30, 2014, which were 9% lower than the six months ended June 30, 2013 sales of $1,171.7 million. The lower sales levels were primarily the result of decreased demand in the mining industry and reduced demand for larger products used in the agricultural market.

The Company's gross profit was $77.1 million, or 7.3% of net sales, for the six months ended June 30, 2014, compared to $183.4 million, or 15.7% of net sales, in 2013. Loss from operations was $29.2 million for the six months ended June 30, 2014, compared to income from operations of $84.8 million in 2013. Net loss was $30.0 million for the six months ended June 30, 2014, compared to net income of $42.2 million in 2013. Basic loss per share was $(.34) in the six months ended June 30, 2014, compared to income per share of $.81 in 2013. Gross profit and income from operations decreased primarily as a result of a significant decrease in demand for our products used in the mining industry. Generally, there are higher margins associated with the larger, more complex mining tires. As a consequence, this drove additional erosion in gross profit due to price reductions and reduced leverage/productivity on lower sales. In the second quarter of 2014, the Company recorded an asset impairment of $23.2 million on machinery, equipment and molds used to produce giant mining tires. In addition, the Company recorded an inventory writedown of $11.6 million to adjust the value of mining product inventory to estimated market value. Decreased demand for larger products used in the agricultural market also had a negative impact on gross profit and income from operations. Net income and earnings per share for the six months ended June 30, 2013 were positively affected by the gain on earthquake insurance recovery of $22.5 million.

CRITICAL ACCOUNTING ESTIMATES

Preparation of the financial statements and related disclosures in compliance with accounting principles generally accepted in the United States of America requires the application of appropriate technical accounting rules and guidance, as well as the use of estimates. The Company's application of these policies involves assumptions that require difficult subjective judgments regarding many factors, which, in and of themselves, could materially impact the financial statements and disclosures. A future change in the estimates, assumptions or judgments applied in determining the following matters, among others, could have a material impact on future financial statements and disclosures.

Asset and Business Acquisitions

The allocation of purchase price for asset and business acquisitions requires management estimates and judgment as to expectations for future cash flows of the acquired assets and business and the allocation of those cash flows to identifiable intangible assets in determining the estimated fair value for purchase price allocations. If the actual results differ from the estimates and judgments used in determining the purchase price allocations, impairment losses could occur. To aid in establishing the value of any intangible assets at the time of acquisition, the Company typically engages a professional appraisal firm.

Inventories

Inventories are valued at lower of cost or market. At June 30, 2014, approximately 11% of the Company's inventories were valued under the last-in, first-out (LIFO) method. The majority of steel material inventory and related work-in-process and finished goods are accounted for under the LIFO method. The remaining inventories were valued under the first-in, first-out (FIFO) method or average cost method. Market value is estimated based on current selling prices. Estimated provisions are established for slow-moving and obsolete inventory.

29

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Impairment of Goodwill

The Company reviews goodwill to assess recoverability from future operations during the fourth quarter of each annual reporting period, and whenever events and circumstances indicate that the carrying values may not be recoverable. In the second quarter of 2014, several large mining equipment manufacturers significantly decreased their sales forecast for mining equipment. The Company's sales of mining product were deteriorating at an accelerated pace. Therefore, related to the earthmoving/construction segment, the Company reviewed $12.2 million of Australia goodwill for impairment in the second quarter of 2014. The recoverability of the goodwill was evaluated by estimating future discounted cash flows. In determining the estimated future cash flows, the Company considered current and projected future levels of income as well as business trends and economic conditions. Impairment was not identified. However, the calculated excess value was less than 10% and there may be potential risk of future impairment if cash flows or other estimates would change.

Income Taxes

Deferred income tax provisions are determined using the liability method whereby deferred tax assets and liabilities are recognized based upon temporary differences between the financial statement and income tax basis of assets and liabilities. The Company assesses the realizability of its deferred tax asset positions and recognizes and measures uncertain tax positions in accordance with accounting standards for income taxes.

Retirement Benefit Obligations

Pension benefit obligations are based on various assumptions used by third-party actuaries in calculating these amounts. These assumptions include discount rates, expected return on plan assets, mortality rates and other factors. Revisions in assumptions and actual results that differ from the assumptions affect future expenses, cash funding requirements and obligations. The Company has three frozen defined benefit pension plans in the United States and pension plans in several foreign countries. During the first six months of 2014, the Company contributed cash funds of $2.3 million to its pension plans. Titan expects to contribute approximately $3.6 million to these pension plans during the remainder of 2014. For more information concerning these costs and obligations, see the discussion of the “Pensions” and Note 27 to the Company's financial statements on Form 10-K for the fiscal year ended December 31, 2013.

Product Warranties

The Company provides limited warranties on workmanship of its products in all market segments. The majority of the Company's products have a limited warranty that ranges from zero to ten years, with certain products being prorated after the first year. The Company calculates a provision for warranty expense based on past warranty experience. Actual warranty expense may differ from historical experience. The Company's warranty accrual was $32.6 million at June 30, 2014, and $33.1 million at December 31, 2013.

30

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

RESULTS OF OPERATIONS

Highlights for the three and six months ended June 30, 2014, compared to 2013(amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Net sales	$	523,731		$	593,291		$	1,062,671		$	1,171,678
Cost of sales	466,374			506,636			950,764			988,272
Mining asset impairment and inventory writedown	34,797			—			34,797			—
Gross profit	22,560			86,655			77,110			183,406
Gross profit percentage	4.3		%	14.6		%	7.3		%	15.7		%

Net Sales

Quarter: Net sales for the quarter ended June 30, 2014, were $523.7 million compared to $593.3 million in 2013, a decrease of 12%. Sales decreased 14% as the result of price/mix reductions driven from decreased demand for our products used in the mining industry and larger agricultural products. In addition, overall volume decreased 2%. The decrease in net sales was offset by the inclusion of the recently acquired Voltyre-Prom business which recorded $25.0 million in sales, and increased sales 4%.

Year-to-date: Net sales for the six months ended June 30, 2014, were $1,062.7 million compared to $1,171.7 million in 2013, a decrease of 9%. Sales decreased 13% as the result of price/mix reductions driven from decreased demand for our products used in the mining industry and larger agricultural products. Unfavorable currency translation decreased sales by 1%. The decrease in net sales was offset by the inclusion of the recently acquired Voltyre-Prom business which recorded $54.6 million in sales, and increased sales 5%. Volume was flat.

Cost of Sales, Mining Asset Impairment, Mining Inventory Writedown and Gross Profit

Quarter: Cost of sales was $466.4 million for the quarter ended June 30, 2014, compared to $506.6 million in 2013. Gross profit for the second quarter of 2014 was $22.6 million, or 4.3% of net sales, compared to $86.7 million, or 14.6% of net sales for the second quarter of 2013. Gross profit and income from operations decreased primarily as a result of a significant decrease in demand for our products used in the mining industry. Generally, there are higher margins associated with the larger, more complex mining tires. As a consequence, this drove additional erosion in gross profit due to price reductions and reduced leverage/productivity on lower sales. In the second quarter of 2014, the Company recorded an asset impairment of $23.2 million on machinery, equipment and molds used to produce giant mining tires. In addition, the Company recorded an inventory writedown of $11.6 million to adjust the value of mining product inventory to estimated market value. Decreased demand for larger products used in the agricultural market also had a negative impact on gross profit.

Year-to-date: Cost of sales was $950.8 million for the six months ended June 30, 2014, compared to $988.3 million in 2013. Gross profit for the six months ended June 30, 2014, was $77.1 million or 7.3% of net sales, compared to $183.4 million, or 15.7% of net sales in 2013. Gross profit and income from operations decreased primarily as a result of a significant decrease in demand for our products used in the mining industry. Generally, there are higher margins associated with the larger, more complex mining tires. As a consequence, this drove additional erosion in gross profit due to price reductions and reduced leverage/productivity on lower sales. In the second quarter of 2014, the Company recorded an asset impairment of $23.2 million on machinery, equipment and molds used to produce giant mining tires. In addition, the Company recorded an inventory writedown of $11.6 million to adjust the value of mining product inventory to estimated market value. Decreased demand for larger products used in the agricultural market also had a negative impact on gross profit.

31

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Selling, General and Administrative Expenses

Selling, general and administrative expenses were as follows(amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Selling, general and administrative	$	45,008		$	43,653		$	91,843		$	86,096
Percentage of net sales	8.6		%	7.4		%	8.6		%	7.3		%

Quarter: Selling, general and administrative (SG&A) expenses for the second quarter of 2014 were $45.0 million, or 8.6% of net sales, compared to $43.7 million, or 7.4% of net sales, for 2013.  The higher SG&A expenses were primarily the result of approximately $4 million of SG&A expenses at recently acquired facilities, offset by a decrease in incentive compensation and a reduction of bad debt expense. The increase in SG&A as a percentage of sales was primarily the result of higher SG&A percentages at recently acquired facilities.

Year-to-date: Selling, general and administrative (SG&A) expenses for the six months ended June 30, 2014 were $91.8 million, or 8.6% of net sales, compared to $86.1 million, or 7.3% of net sales, for 2013.  The higher SG&A expenses were primarily the result of approximately $9 million of SG&A expenses at recently acquired facilities, offset by a decrease in incentive compensation and a reduction of bad debt expense. The increase in SG&A as a percentage of sales was primarily the result of higher SG&A percentages at recently acquired facilities.

Research and Development Expenses

Research and development expenses were as follows(amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Research and development	$	3,189		$	2,801		$	6,899		$	5,503
Percentage of net sales	0.6		%	0.5		%	0.6		%	0.5		%

Quarter: Research and development (R&D) expenses for the second quarter of 2014 were $3.2 million, or 0.6% of net sales, compared to $2.8 million, or 0.5% of net sales, for 2013.

Year-to-date: Expenses for R&D were $6.9 million, or 0.6% of net sales for the six months ended June 30, 2014, compared to $5.5 million, or 0.5% of net sales, for 2013. Increased R&D for tire testing for the U.S. tire facilities of approximately $1 million contributed to the increase.

Royalty Expense

Royalty expense was as follows(amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Royalty expense	$	3,830	$	3,295	$	7,571	$	7,018

The Company has a trademark license agreement with The Goodyear Tire & Rubber Company to manufacture and sell certain tires in North America and Latin America under the Goodyear name.  The North American and Latin American farm tire royalties were prepaid through March 2018 as a part of the 2011 Goodyear Latin American farm tire acquisition. In May 2012, the Company and Goodyear entered into an agreement under which Titan will sell certain non-farm tire products directly to third party customers and pay a royalty to Goodyear.

32

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Quarter: Royalty expenses were $3.8 million and $3.3 million for the quarters ended June 30, 2014 and 2013, respectively. As sales subject to the license agreement increased in the second quarter of 2014, the Company's royalty expense increased accordingly.

Year-to-date: Year-to-date royalty expenses recorded were $7.6 million and $7.0 million for the six months ended June 30, 2014 and 2013, respectively. As sales subject to the license agreement increased in the first half of 2014, the Company's royalty expense increased accordingly.

Income (Loss) from Operations

Income (loss) from operations was as follows(amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Income (loss) from operations	$	(29,467	)	$	36,906		$	(29,203	)	$	84,789
Percentage of net sales	(5.6		)%	6.2		%	(2.7		)%	7.2		%

Quarter: Loss from operations for the second quarter of 2014, was $(29.5) million, or (5.6)% of net sales, compared to income of $36.9 million, or 6.2% of net sales, in 2013.  This decrease was the net result of the items previously discussed.

Year-to-date: Loss from operations for the six months ended June 30, 2014, was $(29.2) million, or (2.7)% of net sales, compared to income of $84.8 million, or 7.2% of net sales, in 2013.  This decrease was the net result of the items previously discussed.

Interest Expense

Interest expense was as follows(amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Interest expense	$	8,926	$	13,069	$	18,185	$	23,510

Quarter: Interest expense was $8.9 million and $13.1 million for the quarters ended June 30, 2014, and 2013, respectively. Interest expense for the second quarter of 2014 decreased primarily as a result of the repurchase of the 7.875% senior secured notes in the fourth quarter of 2013, and decreased debt balances at Titan Europe.

Year-to-date: Year-to-date interest expense was $18.2 million and $23.5 million for the six months ended June 30, 2014, and 2013, respectively. Interest expense for the first half of 2014 decreased primarily as a result of the repurchase of the 7.875% senior secured notes in the fourth quarter of 2013, and decreased debt balances at Titan Europe.

33

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Convertible Debt Conversion Charge

Convertible debt conversion charge was as follows(amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Convertible debt conversion charge	$	—	$	—	$	—	$	7,273

In the first quarter of 2013, the Company closed an Exchange Agreement with a note holder of the convertible notes. The two parties privately negotiated an agreement to exchange approximately $52.7 million in aggregate principal amount of the convertible notes for approximately 4.9 million shares of the Company's common stock plus a cash payment totaling $14.2 million. In connection with this exchange, the Company recognized a charge of $7.3 million in accordance with accounting standards for debt conversion.

Gain on Earthquake Insurance Recovery

Gain on earthquake insurance recovery(amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Gain on earthquake insurance recovery	$	—	$	22,451	$	—	$	22,451

Titan Europe's wheel manufacturing facility in Finale Emilia, Italy experienced damage from an earthquake in May 2012, prior to Titan's acquisition of Titan Europe.  The plant was closed for production during initial remedial work. This resulted in a limited transfer of production to other facilities within Titan Europe as well as sourcing product from facilities in the U.S. owned by Titan and competitors.  In the second quarter of 2013, Titan received a final insurance settlement payment of $38.7 million, which offset the earthquake insurance receivable and resulted in a gain of $22.5 million.

Other Income (Expense)

Other income (expense) was as follows(amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014		2013			2014		2013
Other income (expense)	$	6,335	$	(2,429	)	$	6,851	$	(1,010	)

Quarter: Other income was $6.3 million for the quarter ended June 30, 2014, as compared to other expense of $2.4 million in 2013.  For the quarter ended June 30, 2014, the Company recorded currency exchange income of $3.7 million, discount amortization on prepaid royalty of $0.8 million, and Wheels India Limited equity income of $0.5 million. The Company recorded currency exchange loss of $6.1 million, offset by interest income of $1.5 million and $0.8 million in discount amortization on prepaid royalty for the quarter ended June 30, 2013.

Year-to-date: Other income was $6.9 million for the six months ended June 30, 2014, as compared to other expense of $1.0 million in 2013.  For the six months ended June 30, 2014, the Company recorded currency exchange income of $2.1 million, discount amortization on prepaid royalty of $1.5 million, Wheels India Limited equity income of $1.0 million, and interest income of $0.6 million. The Company recorded currency exchange loss of $6.7 million, offset by interest income of $1.9 million and $1.7 million in discount amortization on prepaid royalty for the first half of 2013.

34

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Provision (Benefit) for Income Taxes

Provision (benefit) for income taxes was as follows(amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014			2013		2014			2013
Provision (benefit) for income taxes	$	(7,167	)	$	21,003	$	(10,518	)	$	33,202

Quarter: The Company recorded a benefit for income taxes of $(7.2) million for the quarter ended June 30, 2014, as compared to income tax expense of $21.0 million in 2013.   The Company's effective income tax rate was 22% and 48% for the three months ended June 30, 2014 and 2013, respectively.

Year-to-date: The Company recorded a benefit for income taxes of $(10.5) million for the six months ended June 30, 2014, as compared to income tax expense of $33.2 million in 2013.   The Company's effective income tax rate was 26% and 44% for the six months ended June 30, 2014 and 2013, respectively.

The Company's 2014 income tax benefit and rate differs from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of state income tax expense, unrecognized tax benefits, foreign earnings, and domestic production activities deduction.

The Company's 2013 income tax expense and rate differs from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of state income tax expense, expense for unrecognized tax benefits, foreign earnings, domestic production activities deduction, and tax deductible expenses related to the convertible bond repurchase.

Net Income (Loss)

Net income (loss) was as follows(amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014			2013		2014			2013
Net income (loss)	$	(24,891	)	$	22,856	$	(30,019	)	$	42,245

Quarter: Net loss for the second quarter of June 30, 2014, was $24.9 million, compared to net income of $22.9 million in 2013. For the quarters ended June 30, 2014 and 2013, basic earnings per share were $(.38) and $.43, respectively, and diluted earnings per share were $(.38) and $.40, respectively. The Company's net income and earnings per share were lower due to the items previously discussed.

Year-to-date: Net loss for the six months ended June 30, 2014, was $30.0 million, compared to net income of $42.2 million in 2013. For the six months ended June 30, 2014 and 2013, basic earnings per share were $(.34) and $.81, respectively, and diluted earnings per share were $(.34) and $.74, respectively. The Company's net income and earnings per share were lower due to the items previously discussed.

35

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Agricultural Segment Results

Agricultural segment results were as follows(amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Net sales	$	285,274	$	323,943	$	602,440	$	634,496
Gross profit	42,517		56,150		89,782		110,220
Income from operations	28,078		45,686		58,619		87,301

Quarter: Net sales in the agricultural market were $285.3 million for the quarter ended June 30, 2014, as compared to $323.9 million in 2013, a decrease of 12%. Sales volume decreased 13% primarily from reduced demand for larger agricultural products; also contributing to a 4% sales reduction associated with the price/mix impact. The decrease in net sales was offset by the inclusion of the recently acquired Voltyre-Prom business that increased sales 5%.

Gross profit in the agricultural market was $42.5 million for the quarter ended June 30, 2014, as compared to $56.2 million in 2013.  Income from operations in the agricultural market was $28.1 million for the quarter ended June 30, 2014, as compared to $45.7 million in 2013.  The Company's gross profit, as a percentage of net sales, and income from operations decreased as a result of the initial lower margin at the recently acquired Voltyre-Prom business. Lower demand for larger products used in the agricultural market also had a negative impact on gross profit.

Year-to-date: Net sales in the agricultural market were $602.4 million for the six months ended June 30, 2014, as compared to $634.5 million in 2013, a decrease of 5%. Sales volume decreased 7% from reduced demand for larger agricultural products; also contributing to a 3% sales reduction associated with the price/mix impact. Unfavorable currency translation decreased sales by 1%. The decrease in net sales was offset by the inclusion of the recently acquired Voltyre-Prom business that increased sales 6%.

Gross profit in the agricultural market was $89.8 million for the six months ended June 30, 2014, as compared to $110.2 million in 2013.  Income from operations in the agricultural market was $58.6 million for the six months ended June 30, 2014, as compared to $87.3 million in 2013.  The Company's gross profit, as a percentage of net sales, and income from operations decreased as a result of the initial lower margin at the recently acquired Voltyre-Prom business. Lower demand for larger products used in the agricultural market also had a negative impact on gross profit.

36

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Earthmoving/Construction Segment Results

Earthmoving/construction segment results were as follows(amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014			2013		2014			2013
Net sales	$	163,961		$	208,226	$	316,901		$	417,842
Gross profit (loss)	(23,255		)	26,820		(19,457		)	64,315
Income (loss) from operations	(38,235		)	8,519		(49,329		)	29,198

Quarter: The Company's earthmoving/construction market net sales were $164.0 million for the quarter ended June 30, 2014, as compared to $208.2 million in 2013, a decrease of 21%. Sales decreased 32% as the result of price/mix reductions which resulted primarily from reduced demand for our products used in the mining industry. The decrease in net sales was offset by increases in: volume of 7% primarily from increases in construction products; inclusion of recently acquired Voltyre-Prom business of 2%; and favorable currency translation of 2%.

Gross profit in the earthmoving/construction market was $(23.3) million for the quarter ended June 30, 2014, as compared to$26.8 million in 2013. The Company's earthmoving/construction market loss from operations was $(38.2) million for the quarter ended June 30, 2014, as compared to income from operations of $8.5 million in 2013. Gross profit and income from operations decreased primarily as a result of a significant decrease in demand for our products used in the mining industry. Generally, there are higher margins associated with the larger, more complex mining tires. As a consequence, this drove additional erosion in gross profit due to price reductions and reduced leverage/productivity on lower sales. In the second quarter of 2014, the Company recorded an asset impairment of $23.2 million on machinery, equipment and molds used to produce giant mining tires. In addition, the Company recorded an inventory writedown of $11.6 million to adjust the value of mining product inventory to estimated market value.

Year-to-date: The Company's earthmoving/construction market net sales were $316.9 million for the six months ended June 30, 2014, as compared to $417.8 million in 2013, a decrease of 24%. Sales decreased 31% as the result of price/mix reductions which resulted largely from reduced demand for larger products used in the mining industry. The decrease in net sales was offset by increases in: volume of 4% primarily from increases in construction products; inclusion of recently acquired Voltyre-Prom business of 2%; and favorable currency translation of 1%.

Gross profit in the earthmoving/construction market was $(19.5) million for the six months ended June 30, 2014, as compared to $64.3 million in 2013. The Company's earthmoving/construction market loss from operations was $(49.3) million for the six months ended June 30, 2014, as compared to income from operations of $29.2 million in 2013. Gross profit and income from operations decreased primarily as a result of a significant decrease in demand for our products used in the mining industry. Generally, there are higher margins associated with the larger, more complex mining tires. As a consequence, this drove additional erosion in gross profit due to price reductions and reduced leverage/productivity on lower sales. In the second quarter of 2014, the Company recorded an asset impairment of $23.2 million on machinery, equipment and molds used to produce giant mining tires. In addition, the Company recorded an inventory writedown of $11.6 million to adjust the value of mining product inventory to estimated market value.

37

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Consumer Segment Results

Consumer segment results were as follows(amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014			2013		2014			2013
Net sales	$	74,496		$	61,122	$	143,330		$	119,340
Gross profit	4,114			4,331		8,196			10,478
Income (loss) from operations	(1,814		)	1,027		(3,374		)	4,169

Quarter: Consumer market net sales were $74.5 million for quarter ended June 30, 2014, as compared to $61.1 million in 2013. Sales in the consumer market increased primarily as the result of increased consumer sales at overseas facilities.

Gross profit from the consumer market was $4.1 million for the quarter ended June 30, 2014, as compared to $4.3 million in 2013. Consumer market loss from operations was $(1.8) million for the quarter ended June 30, 2014, as compared to income from operations of $1.0 million in 2013.

Year-to-date: Consumer market net sales were $143.3 million for the six months ended June 30, 2014, as compared to $119.3 million in 2013. Sales in the consumer market increased primarily as the result of increased consumer sales at overseas facilities.

Gross profit from the consumer market was $8.2 million for the quarter ended June 30, 2014, as compared to $10.5 million in 2013. Consumer market loss from operations was $(3.4) million for the quarter ended June 30, 2014, as compared to income from operations of $4.2 million in 2013.

38

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Segment Summary (Amounts in thousands)

Quarter

Three months ended June 30, 2014	Agricultural		Earthmoving/ Construction			Consumer			Corporate  Expenses			Consolidated  Totals
Net sales	$	285,274	$	163,961		$	74,496		$	—		$	523,731
Gross profit (loss)	42,517		(23,255		)	4,114			(816		)	22,560
Income (loss) from operations	28,078		(38,235		)	(1,814		)	(17,496		)	(29,467		)
Three months ended June 30, 2013
Net sales	$	323,943	208,226			$	61,122		$	—		$	593,291
Gross profit (loss)	56,150		26,820			4,331			(646		)	86,655
Income (loss) from operations	45,686		8,519			1,027			(18,326		)	36,906

Year-to-Date

Six months ended June 30, 2014	Agricultural		Earthmoving/ Construction			Consumer			Corporate  Expenses			Consolidated  Totals
Net sales	$	602,440	$	316,901		$	143,330		$	—		$	1,062,671
Gross profit (loss)	89,782		(19,457		)	8,196			(1,411		)	77,110
Income (loss) from operations	58,619		(49,329		)	(3,374		)	(35,119		)	(29,203		)
Six months ended June 30, 2013
Net sales	$	634,496	417,842			$	119,340		$	—		$	1,171,678
Gross profit (loss)	110,220		64,315			10,478			(1,607		)	183,406
Income (loss) from operations	87,301		29,198			4,169			(35,879		)	84,789

Corporate Expenses

Quarter: Income from operations on a segment basis does not include corporate expenses totaling $17.5 million for the quarter ended June 30, 2014, as compared to $18.3 million for 2013. Corporate expenses were composed of selling and marketing expenses of approximately $8 million and $8 million for the second quarter of 2014 and 2013, respectively, and administrative expenses of approximately $10 million and $11 million for the second quarter of 2014 and 2013, respectively. Corporate administrative expenses were approximately $1 million lower for the second quarter of 2014 primarily due to a decrease in incentive compensation and lower group insurance expenses that were recorded on corporate entities.

Year-to-date: Income from operations on a segment basis does not include corporate expenses totaling $35.1 million for the six months ended June 30, 2014, as compared to $35.9 million for 2013. Corporate expenses were composed of selling and marketing expenses of approximately $17 million and $16 million for the six months ended June 30, 2014, and 2013, respectively; and administrative expenses of approximately $18 million and $20 million for the six months ended June 30, 2014, and 2013, respectively. Corporate selling & marketing expenses were approximately $1 million higher for the six months ended June 30, 2014 primarily due to increased information technology expenses. Corporate administrative expenses were approximately $2 million lower for the six months ended June 30, 2014 primarily due to a decrease in incentive compensation and lower group insurance expenses that were recorded on corporate entities.

39

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

MARKET RISK SENSITIVE INSTRUMENTS

The Company's risks related to foreign currencies, commodity prices and interest rates are consistent with those for 2013. For more information, see the “Market Risk Sensitive Instruments” discussion in the Company's Form 10-K for the fiscal year ended December 31, 2013.

PENSIONS

The Company has three frozen defined benefit pension plans covering certain employees or former employees of three U.S. subsidiaries. The Company also has pension plans covering certain employees of several foreign subsidiaries. These plans are described in Note 27 of the Company's Notes to Consolidated Financial Statements in the 2013 Annual Report on Form 10-K.

The Company's recorded liability for pensions is based on a number of assumptions, including discount rates, rates of return on investments, mortality rates and other factors. Certain of these assumptions are determined by the Company with the assistance of outside actuaries. Assumptions are based on past experience and anticipated future trends. These assumptions are reviewed on a regular basis and revised when appropriate. Revisions in assumptions and actual results that differ from the assumptions affect future expenses, cash funding requirements and the carrying value of the related obligations. Titan expects to contribute approximately $3.6 million to these pension plans during the remainder of 2014.

LIQUIDITY AND CAPITAL RESOURCES

Cash Flows

As of June 30, 2014, the Company had $163.0 million of cash within various bank accounts.  

(amounts in thousands)	June 30,		December 31,
	2014		2013		Change
Cash	$	162,954	$	189,360	$	(26,406	)

The cash balance decreased by $26.4 million from December 31, 2013, due to the following items.

Operating Cash Flows

Summary of cash flows from operating activities:

(Amounts in thousands)	Six months ended June 30,
	2014			2013			Change
Net income (loss)	$	(30,019	)	$	42,245		$	(72,264	)
Depreciation and amortization	46,815			40,031			6,784
Mining asset impairment	23,242			—			23,242
Mining inventory writedown	11,555			—			11,555
Convertible debt conversion charge	—			7,273			(7,273		)
Gain on earthquake insurance recovery	—			(22,451		)	22,451
Insurance proceeds	—			35,808			(35,808		)
Deferred income tax provision	(18,269		)	9,213			(27,482		)
Accounts receivable	(28,989		)	(48,349		)	19,360
Inventories	(3,046		)	(14,599		)	11,553
Prepaid and other current assets	36,061			(15,634		)	51,695
Accounts payable	15,017			42,014			(26,997		)
Other current liabilities	4,937			(402		)	5,339
Other liabilities	(12,719		)	4,677			(17,396		)
Other operating activities	(1,530		)	6,784			(8,314		)
Cash provided by operating activities	$	43,055		$	86,610		$	(43,555	)

40

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

In the first six months of 2014, operating activities provided cash of $43.1 million, including an increase in accounts payable of $15.0 million and a decrease in prepaid and other current assets of $36.1 million, which included a $36.0 million income tax refund received in the first quarter of 2014. Positive cash inflows were offset by an increase in accounts receivable of $29.0 million. Included in net loss of $30.0 million were noncash charges for depreciation and amortization of $46.8 million, mining asset impairment charge of $23.2 million, and mining inventory writedown of $11.6 million.

In the first six months of 2013, operating activities provided cash of $86.6 million, which included net income of $42.2 million and an increase in accounts payable of $42.0 million. Net income included $40.0 million of noncash charges for depreciation and amortization. Insurance proceeds less gain on earthquake insurance recovery provided cash of $13.4 million. Positive cash inflows were offset by increases in accounts receivable and inventory of $48.3 million and $14.6 million, respectively.

Operating cash flows decreased $43.6 million when comparing the first six months of 2014, to the first six months of 2013. The net loss in the first six months of 2014 was a $72.3 million decrease from the income in first six months of 2013. When comparing the first six months of 2014 to the first six months of 2013, cash flows from prepaid and other current assets increased $51.7 million, which was partially offset by decreased cash flows from accounts payable of $27.0 million.

The Company's inventory and accounts receivable balances were higher at June 30, 2014, as compared to December 31, 2013. Days sales in inventory increased to 75 days at June 30, 2014, compared to 74 days at December 31, 2013. Days sales outstanding increased to 52 days at June 30, 2014, from 48 days at December 31, 2013.

Investing Cash Flows

Summary of cash flows from investing activities:

(Amounts in thousands)	Six months ended June 30,
	2014			2013			Change
Capital expenditures	$	(30,883	)	$	(36,068	)	$	5,185
Acquisitions	(13,395		)	(1,671		)	(11,724		)
Additional equity investment in Wheels India	—			(8,017		)	8,017
Decrease in restricted cash deposits	14,268			—			14,268
Other investing activities	3,241			3,058			183
Cash used for investing activities	$	(26,769	)	$	(42,698	)	$	15,929

Net cash used for investing activities was $26.8 million in the first six months of 2014, as compared to $42.7 million in the first six months of 2013. The Company invested a total of $30.9 million in capital expenditures in the first six months of 2014, compared to $36.1 million in 2013. The 2014 and 2013 expenditures represent various equipment purchases and improvements to enhance production capabilities of Titan's existing business and maintaining existing equipment. Cash used for acquisitions of $13.4 million represents additional ownership percentage of Voltyre-Prom, which also decreased restricted cash deposits of $14.3 million in the first six months of 2014.

41

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Financing Cash Flows

Summary of cash flows from financing activities:

(Amounts in thousands)	Six months ended June 30,
	2014			2013			Change
Proceeds from borrowings	$	—		$	345,313		$	(345,313	)
Term loan borrowing	6,217			25,157			(18,940		)
Proceeds from exercise of stock options	141			841			(700		)
Convertible note conversion	—			(14,090		)	14,090
Payment of financing fees	(33		)	(5,452		)	5,419
Payment on debt	(53,393		)	(155,082		)	101,689
Excess tax benefit from stock options exercised	(45		)	(42		)	(3		)
Dividends paid	(536		)	(511		)	(25		)
Cash provided by (used for) financing activities	$	(47,649	)	$	196,134		$	(243,783	)

In the first six months of 2014, $47.6 million of cash was used for financing activities. This cash was primarily used for payment of debt of $53.4 million, partially offset by term loan borrowings of $6.2 million.

In the first six months of 2013, $196.1 million of cash was provided by financing activities. This cash was primarily provided by proceeds from the issuance of $345.3 million of additional 7.875% senior secured notes due 2017. This was partially offset by payment on debt of $155.1 million, primarily at the Company's European facilities.

Financing cash flows decreased by $243.8 million when comparing the first six months of 2014 to 2013. This decrease was primarily the result of the additional issuance of 7.875% senior secured notes due 2017 in 2013.

Other Issues

The Company’s business is subject to seasonal variations in sales that affect inventory levels and accounts receivable balances.  Historically, Titan tends to have higher production levels in the first and second quarters. 

Debt Restrictions

The Company’s revolving credit facility (credit facility) contains various restrictions, including:

• Limits on dividends and repurchases of the Company’s stock.

• Restrictions on the ability of the Company to make additional borrowings, or to consolidate, merge or otherwise fundamentally change the ownership of the Company.

• Limitations on investments, dispositions of assets and guarantees of indebtedness.

• Other customary affirmative and negative covenants.

These restrictions could limit the Company’s ability to respond to market conditions, to provide for unanticipated capital investments, to raise additional debt or equity capital, to pay dividends or to take advantage of business opportunities, including future acquisitions.

42

TITAN INTERNATIONAL, INC.

Management's Discussion and Analysis of

Financial Condition and Results of Operations

Liquidity Outlook

At June 30, 2014, the Company had $163.0 million of cash and cash equivalents and no outstanding borrowings on the Company's $150 million credit facility. The cash and cash equivalents balance of $163.0 million includes $70.6 million held in foreign countries. The Company's current plans do not demonstrate a need to repatriate the foreign amounts to fund U.S. operations. However, if foreign funds were needed for U.S. operations, the Company would be required to accrue and pay taxes to repatriate the funds.

Capital expenditures for the remainder of 2014 are forecasted to be approximately $36 million to $40 million.  Cash payments for interest are currently forecasted to be approximately $16 million for the remainder of 2014 based on June 30, 2014 debt balances. The forecasted interest payments are comprised primarily of a semi-annual payment of $13.8 million for the 6.875% senior secured notes due on October 1.

In the future, Titan may seek to grow by making acquisitions which will depend on the ability to identify suitable acquisition candidates, to negotiate acceptable terms for their acquisition and to finance those acquisitions.

Subject to the terms of indebtedness, the Company may finance future acquisitions with cash on hand, cash from operations, additional indebtedness and/or by issuing additional equity securities.

Cash on hand, anticipated internal cash flows from operations and utilization of remaining available borrowings are expected to provide sufficient liquidity for working capital needs, capital expenditures and potential acquisitions.

MARKET CONDITIONS AND OUTLOOK

In the first half of 2014, Titan experienced lower sales when compared to the sales levels in the first half of 2013.  The lower sales were primarily the result of decreased demand in the earthmoving/construction segment primarily for products used in the mining industry. The weakness in mining is expected to continue for the remainder of 2014. Decreased demand for larger products used in the agricultural market also contributed to the lower sales levels.

Energy, raw material and petroleum-based product costs have been volatile and may negatively impact the Company’s margins.  Many of Titan’s overhead expenses are fixed; therefore, lower seasonal trends may cause negative fluctuations in quarterly profit margins and affect the financial condition of the Company.

AGRICULTURAL MARKET OUTLOOK

Agricultural market sales were lower in the first half of 2014 when compared to the first half of 2013 due to decreased demand for larger products used in the agricultural market, partially offset by sales at the recently acquired Voltyre-Prom business.  Farm net income is expected to be less in 2014 due to lower grain prices and rising input cost for seed, chemicals and fuel. Lower income levels are putting pressure on the demand for large farm equipment. In addition, large equipment sales have deteriorated significantly after a robust cycle in recent years. The mix shift to lower horsepower tractors has a negative impact on revenue and margin performance. Many variables, including weather, grain prices, export markets and future government policies and payments can greatly influence the overall health of the agricultural economy.

EARTHMOVING/CONSTRUCTION MARKET OUTLOOK

Earthmoving/construction market sales were significantly lower in the first half of 2014 when compared to the first half of 2013 due to weak demand in the mining industry. This reduced demand is expected to continue for the remainder of 2014 as the mining industry continues in a downturn. Demand for small construction equipment used in the housing and commercial construction sectors is showing signs of recovery. Although metals, oil and gas prices may fluctuate in the short-term, in the long-term, these prices are expected to remain at levels that are attractive for continued investment, which should help support future earthmoving and mining sales.  The earthmoving/construction segment is affected by many variables, including commodity prices, road construction, infrastructure, government appropriations, housing starts and the on-going banking and credit issues.

CONSUMER MARKET OUTLOOK

Consumer market sales were higher in the first half of 2014, when compared to the first half of 2013. Sales in the consumer market increased primarily as the result of increased consumer sales at overseas facilities.

43

TITAN INTERNATIONAL, INC.

PART I. FINANCIAL INFORMATION

Item 3. Quantitative and Qualitative Disclosures About Market Risk

See the Company's 2013 Annual Report filed on Form 10-K (Item 7A). There has been no material change in this information.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

The Company’s principal executive officer and principal financial officer have concluded the Company’s disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the Exchange Act)) are effective as of the end of the period covered by this Form 10-Q based on an evaluation of the effectiveness of disclosure controls and procedures.

Changes in Internal Controls

There were no material changes in internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the second quarter that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

Because of its inherent limitations, internal controls over financial reporting may not prevent or detect misstatements. Also, projections of any evaluations of the effectiveness to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

44

TITAN INTERNATIONAL, INC.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company is a party to routine legal proceedings arising out of the normal course of business. Although it is not possible to predict with certainty the outcome of these unresolved legal actions or the range of possible loss, the Company believes at this time that none of these actions, individually or in the aggregate, will have a material adverse effect on the consolidated financial condition, results of operations or cash flows of the Company. However, due to the difficult nature of predicting unresolved and future legal claims, the Company cannot anticipate or predict the material adverse effect on its consolidated financial condition, results of operations or cash flows as a result of efforts to comply with or its liabilities pertaining to legal judgments.

Item 1A. Risk Factors

See the Company's 2013 Annual Report filed on Form 10-K (Item 1A). There has been no material change in this information.

Item 6. Exhibits

31.1    Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2    Certification of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32    Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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.

TITAN INTERNATIONAL, INC.

(Registrant)

Date:	July 24, 2014	By:	/s/ MAURICE M. TAYLOR JR.
			Maurice M. Taylor Jr.
			Chairman and Chief Executive Officer (Principal Executive Officer)

By:	/s/ JOHN HRUDICKA
	John Hrudicka
	Chief Financial Officer
	(Principal Financial Officer)

45

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Maurice M. Taylor Jr., certify that:

1. I have reviewed this quarterly report on Form 10-Q of Titan International, Inc.;

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 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 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 registrant’s board of directors (or persons performing the equivalent function):

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.

Date:	July 24, 2014	By:	/s/ MAURICE M. TAYLOR JR.
			Maurice M. Taylor Jr.
			Chief Executive Officer and Chairman
			(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, John Hrudicka, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Titan International, Inc.;

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 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 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 registrant’s board of directors (or persons performing the equivalent function):

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.

Date:	July 24, 2014	By:	/s/ JOHN HRUDICKA
			John Hrudicka
			Chief Financial Officer
			(Principal Financial Officer)

EX-32

Exhibit 32

CERTIFICATION

In connection with the Quarterly Report of Titan International, Inc. on Form 10-Q for the period ended June 30, 2014, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies that, to the best of their knowledge, this Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that information contained in this report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

TITAN INTERNATIONAL, INC.

(Registrant)

Date:	July 24, 2014	By:	/s/ MAURICE M. TAYLOR JR.
			Maurice M. Taylor Jr.
			Chairman and Chief Executive Officer
			(Principal Executive Officer)

By:	/s/ JOHN HRUDICKA
	John Hrudicka
	Chief Financial Officer
	(Principal Financial Officer)

XML

GOODWILL AND INTANGIBLE ASSETS (Tables)

6 Months Ended

Jun. 30, 2014

GOODWILL [Abstract]

Schedule of Goodwill [Table Text Block]

Changes in goodwill consisted of the following (amounts in thousands):

	2014									2013
			Earthmoving/										Earthmoving/
	Agricultural		Construction		Consumer					Agricultural			Construction			Consumer
	Segment		Segment		Segment			Total		Segment			Segment			Segment		Total
Goodwill, January 1	$	24,540	$	14,898	$	2,637		$	42,075	$	11,522		$	13,419		$	—	$	24,941
Foreign currency translation	252		642		(70		)	824		(993		)	(1,605		)	—		(2,598		)
Goodwill, June 30	$	24,792	$	15,540	$	2,567		$	42,899	$	10,529		$	11,814		$	—	$	22,343

Schedule of Intangible Assets and Goodwill [Table Text Block]

The components of intangible assets consisted of the following (amounts in thousands):

	Weighted- Average Useful Lives (in Years)	June 30, 2014		December 31, 2013
Amortizable intangible assets:
Customer relationships	13.1	17,248		16,659
Patents, trademarks and other	6.3	20,148		20,561
Total at cost		37,396		37,220
Less accumulated amortization		(6,544	)	(4,607	)
		30,852		32,613

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

The estimated aggregate amortization expense at June 30, 2014, is as follows (amounts in thousands):

July 1 - December 31, 2014	$	2,306
2015	4,219
2016	3,371
2017	3,196
2018	3,196
Thereafter	14,564
	$	30,852

XML

ACQUISITIONS (Details) (USD $)	3 Months Ended	6 Months Ended		12 Months Ended
	Jun. 30, 2014	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013	Jan. 31, 2014	Oct. 04, 2013
Business Acquisition [Line Items]
Noncontrolling Interest, Ownership Percentage by Parent					15.00%
Payments to Acquire Businesses, Net of Cash Acquired				$ 94,100,000
Goodwill, Acquired During Period				21,000,000
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners						15.00%
Business Combination, Recognized Identifiable and Liabilities Assumed [Abstract]
Payments to Acquire Businesses, Gross	13,395,000	13,395,000	1,671,000
Noncontrolling Interest, Increase from Business Combination		(13,395,000)		14,500,000
Voltyre-Prom [Member]
Business Acquisition [Line Items]
Noncontrolling Interest, Ownership Percentage by Parent					100.00%	85.00%
Business Combination, Recognized Identifiable and Liabilities Assumed [Abstract]
Cash	80,000	80,000		80,000
Accounts receivable	5,596,000	5,596,000		5,596,000
Inventories	3,807,000	3,807,000		3,807,000
Deferred income taxes - current asset	253,000	253,000		253,000
Prepaid & other current assets	1,881,000	1,881,000		1,881,000
Goodwill	21,002,000	21,002,000		21,002,000
Property, plant & equipment	79,255,000	79,255,000		79,255,000
Other assets	17,615,000	17,615,000		17,615,000
Accounts payable	(715,000)	(715,000)		(715,000)
Other current liabilities	4,152,000	4,152,000		4,152,000
Deferred income taxes - noncurrent liability	(15,989,000)	(15,989,000)		(15,989,000)
Noncontrolling interests	(1,147,000)	(1,147,000)		(14,542,000)
Payments to Acquire Businesses, Gross		13,395,000
Net assets acquired	107,486,000	107,486,000		94,091,000
Noncontrolling Interest, Increase from Business Combination		$ 13,395,000
Titan Tire Russia B.V. [Member]
Business Acquisition [Line Items]
Noncontrolling Interest, Ownership Percentage by Parent						30.00%

XML

SEGMENT INFORMATION (Tables)

6 Months Ended

Jun. 30, 2014

Segment Reporting Information [Line Items]

Schedule of Segment Reporting Information, by Segment [Table Text Block]

The table below presents information about certain operating results of segments as reviewed by the chief executive officer of the Company for the three and six months ended June 30, 2014 and 2013 (amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Revenues from external customers
Agricultural	$	285,274		$	323,943		$	602,440		$	634,496
Earthmoving/construction	163,961			208,226			316,901			417,842
Consumer	74,496			61,122			143,330			119,340
	$	523,731		$	593,291		$	1,062,671		$	1,171,678
Gross profit
Agricultural	$	42,517		$	56,150		$	89,782		$	110,220
Earthmoving/construction	(23,255		)	26,820			(19,457		)	64,315
Consumer	4,114			4,331			8,196			10,478
Unallocated corporate	(816		)	(646		)	(1,411		)	(1,607		)
	$	22,560		$	86,655		$	77,110		$	183,406
Income (loss) from operations
Agricultural	$	28,078		$	45,686		$	58,619		$	87,301
Earthmoving/construction	(38,235		)	8,519			(49,329		)	29,198
Consumer	(1,814		)	1,027			(3,374		)	4,169
Unallocated corporate	(17,496		)	(18,326		)	(35,119		)	(35,879		)
Income (loss) from operations	(29,467		)	36,906			(29,203		)	84,789
Interest expense	(8,926		)	(13,069		)	(18,185		)	(23,510		)
Convertible debt conversion charge	—			—			—			(7,273		)
Gain on earthquake insurance recovery	—			22,451			—			22,451
Other income (expense), net	6,335			(2,429		)	6,851			(1,010		)
Income (loss) before income taxes	$	(32,058	)	$	43,859		$	(40,537	)	$	75,447

Assets by segment were as follows (amounts in thousands):

	June 30, 2014		December 31, 2013
Total assets
Agricultural	$	698,041	$	725,032
Earthmoving/construction	676,543		749,564
Consumer	225,227		172,320
Unallocated corporate	162,699		174,315
	$	1,762,510	$	1,821,231

XML

SEGMENT INFORMATION (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Segment Reporting Information [Line Items]
Net sales	$ 523,731	$ 593,291	$ 1,062,671	$ 1,171,678
Gross profit (loss)	22,560	86,655	77,110	183,406
Income (loss) from operations	(29,467)	36,906	(29,203)	84,789
Interest expense	(8,926)	(13,069)	(18,185)	(23,510)
Convertible debt conversion charge	0	0	0	(7,273)
Gain on earthquake insurance recovery	0	22,451	0	22,451
Other income, net	6,335	(2,429)	6,851	(1,010)
Income (loss) before income taxes	(32,058)	43,859	(40,537)	75,447
Agricultural [Member]
Segment Reporting Information [Line Items]
Net sales	285,274	323,943	602,440	634,496
Gross profit (loss)	42,517	56,150	89,782	110,220
Income (loss) from operations	28,078	45,686	58,619	87,301
Earthmoving/construction [Member]
Segment Reporting Information [Line Items]
Net sales	163,961	208,226	316,901	417,842
Gross profit (loss)	(23,255)	26,820	(19,457)	64,315
Income (loss) from operations	(38,235)	8,519	(49,329)	29,198
Consumer [Member]
Segment Reporting Information [Line Items]
Net sales	74,496	61,122	143,330	119,340
Gross profit (loss)	4,114	4,331	8,196	10,478
Income (loss) from operations	(1,814)	1,027	(3,374)	4,169
Unallocated Amount to Segment [Member]
Segment Reporting Information [Line Items]
Gross profit (loss)	(816)	(646)	(1,411)	(1,607)
Income (loss) from operations	$ (17,496)	$ (18,326)	$ (35,119)	$ (35,879)

XML

RESTRICTED CASH (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2014	Jan. 31, 2014	Dec. 31, 2013	Oct. 04, 2013
Restricted Cash and Cash Equivalents Items [Line Items]
Restricted cash	$ 0		$ 14,268
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners				15.00%
Noncontrolling Interest, Ownership Percentage by Parent		15.00%

XML

GAIN ON EARTHQUAKE INSURANCE RECOVERY (Tables)

6 Months Ended

Jun. 30, 2014

GAIN ON EARTHQUAKE INSURANCE RECOVERY [Abstract]

Schedule of Business Insurance Recoveries [Table Text Block]

Gain on earthquake insurance recovery consisted of the following (amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Gain on earthquake insurance recovery	$	—	$	22,451	$	—	$	22,451

XML

ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2014

DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES [Abstract]

Revenue Recognition, Sales of Goods [Policy Text Block]

Sales

Sales and revenues are presented net of sales taxes and other related taxes.

Fair value of financial instruments

Fair value of financial instruments

The Company records all financial instruments, including cash and cash equivalents, accounts receivable, notes receivable, accounts payable, other accruals and notes payable at cost, which approximates fair value due to their short term or stated rates.  Investments in marketable equity securities are recorded at fair value.  The 6.875% senior secured notes due 2020 (senior secured notes due 2020) and 5.625% convertible senior subordinated notes due 2017 (convertible notes) are carried at cost of $400.0 million and $60.2 million at June 30, 2014, respectively. The fair value of the senior secured notes due 2020 at June 30, 2014, as obtained through an independent pricing source, was approximately $408.0 million.

Use of Estimates, Policy [Policy Text Block]

Use of estimates

The policies utilized by the Company in the preparation of the financial statements conform to accounting principles generally accepted in the United States of America and require management to make estimates, assumptions and judgments that affect the reported amount of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual amounts could differ from these estimates and assumptions.

Comparability of Prior Year Financial Data, Policy [Policy Text Block]

Reclassification

Certain amounts from prior years have been reclassified to conform to the current year's presentation.

Subsequent Events, Policy [Policy Text Block]

Subsequent Events

The Company has evaluated subsequent events and transactions for potential recognition or disclosure in the financial statements through the date of issuance of the financial statements.

XML

RELATED PARTY TRANSACTIONS (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Related Party Transaction [Line Items]
Related Party Transaction, Revenues from Transactions with Related Party	$ 0.8	$ 0.8	$ 1.4	$ 1.4
Related Party Transaction, Due from (to) Related Party	0.2		0.2
Related Party Transaction, Expenses from Transactions with Related Party	0.6	0.6	1.3	1.3
Related Party Transaction, Purchases from Related Party	4.1		4.8
Accounts Payable, Related Parties, Current	$ 0		$ 0		$ 0.3
Wheels India [Member]
Related Party Transaction [Line Items]
Equity Method Investment, Ownership Percentage	34.23%		34.23%		41.73%

XML

INVENTORIES (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Inventory Disclosure [Abstract]
Raw material	$ 130,617		$ 130,403
Work-in-process	53,962		54,190
Finished goods	211,137		208,821
Inventory, Gross	395,716		393,414
Adjustment to LIFO basis	(9,016)		(8,494)
Inventory, Net	386,700		384,920
Percentage of LIFO Inventory	11.00%		12.00%
Mining inventory writedown	$ 11,555	$ 0

XML

SEGMENT INFORMATION ASSETS (details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2014	Dec. 31, 2013
Segment Reporting Information [Line Items]
Assets	$ 1,762,510	$ 1,821,231
Agricultural [Member]
Segment Reporting Information [Line Items]
Assets	698,041	725,032
Earthmoving/construction [Member]
Segment Reporting Information [Line Items]
Assets	676,543	749,564
Consumer [Member]
Segment Reporting Information [Line Items]
Assets	225,227	172,320
Unallocated Amount to Segment [Member]
Segment Reporting Information [Line Items]
Assets	$ 162,699	$ 174,315

XML

INCOME TAXES

6 Months Ended

Jun. 30, 2014

Income Tax Disclosure [Abstract]

INCOME TAXES

INCOME TAXES

The Company recorded income tax benefit of $(7.2) million and $(10.5) million for the three and six months ended June 30, 2014, respectively, as compared to income tax expense of $21.0 million and $33.2 million for the three and six months ended June 30, 2013. The Company's effective income tax rate was 26% and 44% for the six months ended June 30, 2014 and 2013, respectively.

The Company's 2014 income tax benefit and rate differs from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of state income tax expense, unrecognized tax benefits, foreign earnings, and domestic production activities deduction.

The Company's 2013 income tax expense and rate differs from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of state income tax expense, expense for unrecognized tax benefits, foreign earnings, domestic production activities deduction, and tax deductible expenses related to the convertible bond repurchase.

XML

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)

6 Months Ended

Jun. 30, 2014

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

Accumulated other comprehensive income (loss) consisted of the following (amounts in thousands):

	Currency Translation Adjustments			Unrecognized Losses and Prior Service Cost			Total
Balance at April 1, 2014	$	(36,678	)	$	(20,213	)	$	(56,891	)
Other comprehensive income (loss) before
reclassifications	4,449			—			4,449
Reclassification adjustments:
Amortization of unrecognized losses and prior
service cost, net of tax of $(123)	—			28			28
Balance at June 30, 2014	$	(32,229	)	$	(20,185	)	$	(52,414	)

	Currency Translation Adjustments			Unrecognized Losses and Prior Service Cost			Total
Balance at January 1, 2014	$	(40,864	)	$	(20,930	)	$	(61,794	)
Other comprehensive income (loss) before
reclassifications	8,635			—			8,635
Reclassification adjustments:
Amortization of unrecognized losses and prior
service cost, net of tax of $(506)	—			745			745
Balance at June 30, 2014	$	(32,229	)	$	(20,185	)	$	(52,414	)

XML

LEASE COMMITMENTS (Tables)

6 Months Ended

Jun. 30, 2014

LEASE COMMITMENTS [Abstract]

Operating Leases of Lessee Disclosure [Table Text Block]

At June 30, 2014, future minimum rental commitments under noncancellable operating leases with initial terms of at least one year were as follows (amounts in thousands):

July 1 - December 31, 2014	$	4,786
2015	5,734
2016	5,567
2017	3,621
2018	2,355
Thereafter	2,893
Total future minimum lease payments	$	24,956

Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block]

At June 30, 2014, the Company had assets held as capital leases with a net book value of $10.7 million included in property, plant and equipment. Total future capital lease obligations relating to these leases are as follows (amounts in thousands):

July 1 - December 31, 2014	$	797
2015	1,129
2016	693
2017	247
2018	82
Thereafter	75
Total future capital lease obligation payments	3,023
Less amount representing interest	(101		)
Present value of future capital lease obligation payments	$	2,922

XML

SUBSIDIARY GUARANTOR FINANCIAL INFORMATION (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013	Dec. 31, 2012
Income Statement [Abstract]
Net sales	$ 523,731	$ 593,291	$ 1,062,671	$ 1,171,678
Cost of Goods Sold	466,374	506,636	950,764	988,272
Gross Profit	22,560	86,655	77,110	183,406
Selling, General and Administrative Expense	45,008	43,653	91,843	86,096
Research and Development Expense	3,189	2,801	6,899	5,503
Royalty Expense	3,830	3,295	7,571	7,018
Operating Income (Loss)	(29,467)	36,906	(29,203)	84,789
Interest expense	(8,926)	(13,069)	(18,185)	(23,510)
Convertible debt conversion charge	0	0	0	(7,273)
Gain on earthquake insurance recovery	0	22,451	0	22,451
Interest Expense, Related Party	0	0	0	0
Other income (expense)	6,335	(2,429)	6,851	(1,010)
Income (loss) before income taxes	(32,058)	43,859	(40,537)	75,447
Income Tax Expense (Benefit)	(7,167)	21,003	(10,518)	33,202
Income (Loss) from Equity Method Investments	0	0	0	0
Net income (loss)	(24,891)	22,856	(30,019)	42,245
Net Income (Loss) Attributable to Noncontrolling Interest	(4,380)	(361)	(11,671)	(447)
Net income attributable to Titan	(20,511)	23,217	(18,348)	42,692
Comprehensive Income Statement [Abstract]
Net income (loss)	(24,891)	22,856	(30,019)	42,245
Unrealized gain (loss) on investments, net of tax			0	(3)
Currency translation adjustment, net	7,826	(25,171)	8,214	(25,367)
Pension liability adjustments, net of tax	28	1,070	745	2,021
Comprehensive Income (Loss)	(17,037)	(1,245)	(21,060)	18,896
Net comprehensive (loss), attributable to noncontrolling interests	(1,062)	(3,167)	(13,245)	(3,158)
Comprehensive income (loss) attributable to Titan	(15,975)	1,922	(7,815)	22,054
Statement of Financial Position [Abstract]
Cash and Cash Equivalents, at Carrying Value	162,954	424,387	162,954	424,387	189,360	189,114
Restricted cash	0		0		14,268
Accounts Receivable, Net, Current	302,504		302,504		263,053
Inventory, Net	386,700		386,700		384,920
Prepaid Expense, Deffered Income Taxes and Other Assets, Current	122,259		122,259		156,277
Assets, Current	974,417		974,417		1,007,878
Property, Plant and Equipment, Net	604,017		604,017		638,807
Equity Method Investments	0		0		0
Other Assets, Goodwill, Deferred Income Tax Asset, Noncurrent	184,076		184,076		174,546
Assets	1,762,510		1,762,510		1,821,231
Short-term debt	26,498		26,498		75,061
Accounts Payable, Current	200,548		200,548		176,719
Deferred Income Taxes and Other Liabilities, Current	143,547		143,547		134,791
Liabilities, Current	370,593		370,593		386,571
Long-term debt	501,468		501,468		497,694
Liabilities, Other than Long-term Debt, Noncurrent	124,833		124,833		138,930
Due to Related Parties	0		0		0
Stockholders' Equity Attributable to Parent	680,741		680,741		687,723
Stockholders' Equity Attributable to Noncontrolling Interest	84,875		84,875		110,313
Liabilities and Equity	1,762,510		1,762,510		1,821,231
Statement of Cash Flows [Abstract]
Net Cash Provided by (Used in) Operating Activities			43,055	86,610
Capital expenditures			(30,883)	(36,068)
Acquisitions, net of cash acquired	13,395		13,395	1,671
Decrease in restricted cash deposits	14,268		14,268	0
Additional equity investment in Wheels India			0	(8,017)
Insurance proceeds			0	2,879
Payments for (Proceeds from) Other Investing Activities			3,241	179
Net Cash Provided by (Used in) Investing Activities			(26,769)	(42,698)
Proceeds from borrowings			0	345,313
Repayments of Other Debt			(53,393)	(155,082)
Proceeds from Other Debt			6,217	25,157
Debt Conversion, Converted Instrument, Amount			0	14,090
Proceeds from Stock Options Exercised			141	841
Excess Tax Benefit from Share-based Compensation, Financing Activities			(45)	(42)
Payment of financing fees			(33)	(5,452)
Payments of Dividends, Common Stock			(536)	(511)
Net Cash Provided by (Used in) Financing Activities			(47,649)	196,134
Effect of Exchange Rate on Cash and Cash Equivalents			4,957	(4,773)
Cash and Cash Equivalents, Period Increase (Decrease)			(26,406)	235,273
Cash and Cash Equivalents, at Carrying Value	162,954	424,387	162,954	424,387	189,360	189,114
Parent [Member]
Income Statement [Abstract]
Net sales	0	0	0
Cost of Goods Sold	303	277	513
Gross Profit	(303)	(277)	(513)
Selling, General and Administrative Expense	2,388	2,130	4,032
Research and Development Expense	72	(28)	72
Royalty Expense	0	0	0
Operating Income (Loss)	(2,763)	(2,379)	(4,617)
Interest expense	(8,255)	(10,833)	(16,517)
Gain on earthquake insurance recovery		0
Interest Expense, Related Party	1,618	2,192	3,302
Other income (expense)	1,192	904	1,534
Income (loss) before income taxes	(8,208)	(10,116)	(16,298)
Income Tax Expense (Benefit)	69	6,491	(5,971)
Income (Loss) from Equity Method Investments	(16,614)	39,463	(19,692)
Net income (loss)	(24,891)	22,856	(30,019)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0
Net income attributable to Titan	(24,891)	22,856	(30,019)
Comprehensive Income Statement [Abstract]
Net income (loss)	(24,891)	22,856	(30,019)
Currency translation adjustment, net	7,826	(25,171)
Pension liability adjustments, net of tax	28	1,070
Comprehensive Income (Loss)	(17,037)	(1,245)
Net comprehensive (loss), attributable to noncontrolling interests	0	0
Comprehensive income (loss) attributable to Titan	(17,037)	(1,245)
Statement of Financial Position [Abstract]
Cash and Cash Equivalents, at Carrying Value	91,778	326,016	91,778	326,016	81,472	103,154
Restricted cash					0
Accounts Receivable, Net, Current	0		0		0
Inventory, Net	0		0		0
Prepaid Expense, Deffered Income Taxes and Other Assets, Current	35,499		35,499		80,876
Assets, Current	127,277		127,277		162,348
Property, Plant and Equipment, Net	8,085		8,085		9,885
Equity Method Investments	887,704		887,704		884,222
Other Assets, Goodwill, Deferred Income Tax Asset, Noncurrent	36,778		36,778		34,259
Assets	1,059,844		1,059,844		1,090,714
Short-term debt	0		0		0
Accounts Payable, Current	320		320		368
Deferred Income Taxes and Other Liabilities, Current	22,860		22,860		15,278
Liabilities, Current	23,180		23,180		15,646
Long-term debt	460,161		460,161		460,161
Liabilities, Other than Long-term Debt, Noncurrent	31,401		31,401		40,658
Due to Related Parties	(135,639)		(135,639)		(113,474)
Stockholders' Equity Attributable to Parent	680,741		680,741		687,723
Stockholders' Equity Attributable to Noncontrolling Interest	0		0		0
Liabilities and Equity	1,059,844		1,059,844		1,090,714
Statement of Cash Flows [Abstract]
Net Cash Provided by (Used in) Operating Activities			11,495	(100,008)
Capital expenditures			(667)	(3,189)
Acquisitions, net of cash acquired	49			0
Decrease in restricted cash deposits	0
Additional equity investment in Wheels India				0
Insurance proceeds				0
Payments for (Proceeds from) Other Investing Activities			0	0
Net Cash Provided by (Used in) Investing Activities			(716)	(3,189)
Proceeds from borrowings				(345,313)
Repayments of Other Debt			0	0
Proceeds from Other Debt			0	0
Debt Conversion, Converted Instrument, Amount				(14,090)
Proceeds from Stock Options Exercised			141	841
Excess Tax Benefit from Share-based Compensation, Financing Activities			(45)	(42)
Payment of financing fees			33	(5,452)
Payments of Dividends, Common Stock			(536)	(511)
Net Cash Provided by (Used in) Financing Activities			(473)	326,059
Effect of Exchange Rate on Cash and Cash Equivalents			0	0
Cash and Cash Equivalents, Period Increase (Decrease)			10,306	222,862
Cash and Cash Equivalents, at Carrying Value	91,778	326,016	91,778	326,016	81,472	103,154
Guarantor Subsidiaries [Member]
Income Statement [Abstract]
Net sales	244,664	323,482	508,622
Cost of Goods Sold	241,915	261,789	470,154
Gross Profit	2,749	61,693	38,468
Selling, General and Administrative Expense	17,611	20,300	36,601
Research and Development Expense	1,214	1,400	3,367
Royalty Expense	1,926	1,850	3,774
Operating Income (Loss)	(18,002)	38,143	(5,274)
Interest expense	0	0	0
Gain on earthquake insurance recovery		0
Interest Expense, Related Party	0	0	0
Other income (expense)	103	2	48
Income (loss) before income taxes	(17,899)	38,145	(5,226)
Income Tax Expense (Benefit)	(6,437)	13,637	(1,627)
Income (Loss) from Equity Method Investments	0	0	0
Net income (loss)	(11,462)	24,508	(3,599)
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0
Net income attributable to Titan	(11,462)	24,508	(3,599)
Comprehensive Income Statement [Abstract]
Net income (loss)	(11,462)	24,508	(3,599)
Currency translation adjustment, net	0	0
Pension liability adjustments, net of tax	450	781
Comprehensive Income (Loss)	(11,012)	25,289
Net comprehensive (loss), attributable to noncontrolling interests	0	0
Comprehensive income (loss) attributable to Titan	(11,012)	25,289
Statement of Financial Position [Abstract]
Cash and Cash Equivalents, at Carrying Value	5	4	5	4	4	4
Restricted cash					0
Accounts Receivable, Net, Current	112,903		112,903		89,259
Inventory, Net	114,696		114,696		129,113
Prepaid Expense, Deffered Income Taxes and Other Assets, Current	28,138		28,138		20,416
Assets, Current	255,742		255,742		238,792
Property, Plant and Equipment, Net	172,248		172,248		206,928
Equity Method Investments	0		0		0
Other Assets, Goodwill, Deferred Income Tax Asset, Noncurrent	357		357		387
Assets	428,347		428,347		446,107
Short-term debt	0		0		0
Accounts Payable, Current	15,694		15,694		12,525
Deferred Income Taxes and Other Liabilities, Current	50,198		50,198		58,001
Liabilities, Current	65,892		65,892		70,526
Long-term debt	0		0		0
Liabilities, Other than Long-term Debt, Noncurrent	13,841		13,841		15,571
Due to Related Parties	(155,584)		(155,584)		(147,529)
Stockholders' Equity Attributable to Parent	504,198		504,198		507,539
Stockholders' Equity Attributable to Noncontrolling Interest	0		0		0
Liabilities and Equity	428,347		428,347		446,107
Statement of Cash Flows [Abstract]
Net Cash Provided by (Used in) Operating Activities			4,430	15,562
Capital expenditures			(4,770)	(15,564)
Acquisitions, net of cash acquired	0			0
Decrease in restricted cash deposits	0
Additional equity investment in Wheels India				0
Insurance proceeds				0
Payments for (Proceeds from) Other Investing Activities			341	2
Net Cash Provided by (Used in) Investing Activities			(4,429)	(15,562)
Proceeds from borrowings				0
Repayments of Other Debt			0	0
Proceeds from Other Debt			0	0
Debt Conversion, Converted Instrument, Amount				0
Proceeds from Stock Options Exercised			0	0
Excess Tax Benefit from Share-based Compensation, Financing Activities			0	0
Payment of financing fees			0	0
Payments of Dividends, Common Stock			0	0
Net Cash Provided by (Used in) Financing Activities			0	0
Effect of Exchange Rate on Cash and Cash Equivalents			0	0
Cash and Cash Equivalents, Period Increase (Decrease)			1	0
Cash and Cash Equivalents, at Carrying Value	5	4	5	4	4	4
Non-Guarantor Subsidiaries [Member]
Income Statement [Abstract]
Net sales	279,067	269,809	554,049
Cost of Goods Sold	258,953	244,570	514,894
Gross Profit	20,114	25,239	39,155
Selling, General and Administrative Expense	25,009	21,223	51,210
Research and Development Expense	1,903	1,429	3,460
Royalty Expense	1,904	1,445	3,797
Operating Income (Loss)	(8,702)	1,142	(19,312)
Interest expense	(671)	(2,236)	(1,668)
Gain on earthquake insurance recovery		(22,451)
Interest Expense, Related Party	(1,618)	(2,192)	(3,302)
Other income (expense)	5,040	(3,335)	5,269
Income (loss) before income taxes	(5,951)	15,830	(19,013)
Income Tax Expense (Benefit)	(799)	875	(2,920)
Income (Loss) from Equity Method Investments	(18,004)	14,892	(18,881)
Net income (loss)	(23,156)	29,847	(34,974)
Net Income (Loss) Attributable to Noncontrolling Interest	(4,380)	(361)	(11,671)
Net income attributable to Titan	(18,776)	30,208	(23,303)
Comprehensive Income Statement [Abstract]
Net income (loss)	(23,156)	29,847	(34,974)
Currency translation adjustment, net	7,826	(25,171)
Pension liability adjustments, net of tax	(422)	289
Comprehensive Income (Loss)	(15,752)	4,965
Net comprehensive (loss), attributable to noncontrolling interests	(1,062)	(3,167)
Comprehensive income (loss) attributable to Titan	(14,690)	8,132
Statement of Financial Position [Abstract]
Cash and Cash Equivalents, at Carrying Value	71,171	98,367	71,171	98,367	107,884	85,956
Restricted cash					14,268
Accounts Receivable, Net, Current	189,601		189,601		173,794
Inventory, Net	272,004		272,004		255,807
Prepaid Expense, Deffered Income Taxes and Other Assets, Current	58,622		58,622		54,985
Assets, Current	591,398		591,398		606,738
Property, Plant and Equipment, Net	423,684		423,684		421,994
Equity Method Investments	122,182		122,182		141,752
Other Assets, Goodwill, Deferred Income Tax Asset, Noncurrent	146,941		146,941		139,900
Assets	1,284,205		1,284,205		1,310,384
Short-term debt	26,498		26,498		75,061
Accounts Payable, Current	184,534		184,534		163,826
Deferred Income Taxes and Other Liabilities, Current	70,489		70,489		61,512
Liabilities, Current	281,521		281,521		300,399
Long-term debt	41,307		41,307		37,533
Liabilities, Other than Long-term Debt, Noncurrent	79,591		79,591		82,701
Due to Related Parties	291,223		291,223		261,003
Stockholders' Equity Attributable to Parent	505,688		505,688		518,435
Stockholders' Equity Attributable to Noncontrolling Interest	84,875		84,875		110,313
Liabilities and Equity	1,284,205		1,284,205		1,310,384
Statement of Cash Flows [Abstract]
Net Cash Provided by (Used in) Operating Activities			27,130	171,056
Capital expenditures			(25,446)	(17,315)
Acquisitions, net of cash acquired	13,346			1,671
Decrease in restricted cash deposits	14,268
Additional equity investment in Wheels India				(8,017)
Insurance proceeds				(2,879)
Payments for (Proceeds from) Other Investing Activities			2,900	177
Net Cash Provided by (Used in) Investing Activities			(21,624)	(23,947)
Proceeds from borrowings				0
Repayments of Other Debt			(53,393)	(155,082)
Proceeds from Other Debt			6,217	(25,157)
Debt Conversion, Converted Instrument, Amount				0
Proceeds from Stock Options Exercised			0	0
Excess Tax Benefit from Share-based Compensation, Financing Activities			0	0
Payment of financing fees			0	0
Payments of Dividends, Common Stock			0	0
Net Cash Provided by (Used in) Financing Activities			(47,176)	(129,925)
Effect of Exchange Rate on Cash and Cash Equivalents			4,957	(4,773)
Cash and Cash Equivalents, Period Increase (Decrease)			(36,713)	12,411
Cash and Cash Equivalents, at Carrying Value	71,171	98,367	71,171	98,367	107,884	85,956
Consolidation, Eliminations [Member]
Income Statement [Abstract]
Net sales	0	0	0
Cost of Goods Sold	0	0	0
Gross Profit	0	0	0
Selling, General and Administrative Expense	0	0	0
Research and Development Expense	0	0	0
Royalty Expense	0	0	0
Operating Income (Loss)	0	0	0
Interest expense	0	0	0
Gain on earthquake insurance recovery		0
Interest Expense, Related Party	0	0	0
Other income (expense)	0	0	0
Income (loss) before income taxes	0	0	0
Income Tax Expense (Benefit)	0	0	0
Income (Loss) from Equity Method Investments	34,618	(54,355)	38,573
Net income (loss)	34,618	(54,355)	38,573
Net Income (Loss) Attributable to Noncontrolling Interest	0	0	0
Net income attributable to Titan	34,618	(54,355)	38,573
Comprehensive Income Statement [Abstract]
Net income (loss)	34,618	(54,355)	38,573
Currency translation adjustment, net	(7,826)	25,171
Pension liability adjustments, net of tax	(28)	(1,070)
Comprehensive Income (Loss)	26,764	(30,254)
Net comprehensive (loss), attributable to noncontrolling interests	0	0
Comprehensive income (loss) attributable to Titan	26,764	(30,254)
Statement of Financial Position [Abstract]
Cash and Cash Equivalents, at Carrying Value	0		0		0
Restricted cash					0
Accounts Receivable, Net, Current	0		0		0
Inventory, Net	0		0		0
Prepaid Expense, Deffered Income Taxes and Other Assets, Current	0		0		0
Assets, Current	0		0		0
Property, Plant and Equipment, Net	0		0		0
Equity Method Investments	(1,009,886)		(1,009,886)		(1,025,974)
Other Assets, Goodwill, Deferred Income Tax Asset, Noncurrent	0		0		0
Assets	(1,009,886)		(1,009,886)		(1,025,974)
Short-term debt	0		0		0
Accounts Payable, Current	0		0		0
Deferred Income Taxes and Other Liabilities, Current	0		0		0
Liabilities, Current	0		0		0
Long-term debt	0		0		0
Liabilities, Other than Long-term Debt, Noncurrent	0		0		0
Due to Related Parties	0		0		0
Stockholders' Equity Attributable to Parent	(1,009,886)		(1,009,886)		(1,025,974)
Stockholders' Equity Attributable to Noncontrolling Interest	0		0		0
Liabilities and Equity	(1,009,886)		(1,009,886)		(1,025,974)
Statement of Cash Flows [Abstract]
Cash and Cash Equivalents, at Carrying Value	0		0		0
Cost of Goods, Total [Member]
Income Statement [Abstract]
Cost of Goods Sold	501,171		985,561
Senior Secured Notes 7.875 Percent [Member] | Parent [Member]
Income Statement [Abstract]
Net sales				0
Cost of Goods Sold				667
Gross Profit				(667)
Selling, General and Administrative Expense				4,447
Research and Development Expense				(18)
Royalty Expense				0
Operating Income (Loss)				(5,096)
Interest expense				(18,564)
Convertible debt conversion charge				(7,273)
Gain on earthquake insurance recovery				0
Interest Expense, Related Party				(2,689)
Other income (expense)				1,548
Income (loss) before income taxes				(26,696)
Income Tax Expense (Benefit)				(1,844)
Income (Loss) from Equity Method Investments				67,097
Net income (loss)			(30,019)	42,245
Net Income (Loss) Attributable to Noncontrolling Interest				0
Net income attributable to Titan				42,245
Comprehensive Income Statement [Abstract]
Net income (loss)			(30,019)	42,245
Unrealized gain (loss) on investments, net of tax				(3)
Currency translation adjustment, net			8,214	(25,367)
Pension liability adjustments, net of tax			745	2,021
Comprehensive Income (Loss)			(21,060)	18,896
Net comprehensive (loss), attributable to noncontrolling interests			0	0
Comprehensive income (loss) attributable to Titan			(21,060)	18,896
Senior Secured Notes 7.875 Percent [Member] | Guarantor Subsidiaries [Member]
Income Statement [Abstract]
Net sales				647,376
Cost of Goods Sold				518,015
Gross Profit				129,361
Selling, General and Administrative Expense				38,124
Research and Development Expense				2,713
Royalty Expense				3,628
Operating Income (Loss)				84,896
Interest expense				0
Convertible debt conversion charge				0
Gain on earthquake insurance recovery				0
Interest Expense, Related Party				0
Other income (expense)				26
Income (loss) before income taxes				84,922
Income Tax Expense (Benefit)				30,590
Income (Loss) from Equity Method Investments				0
Net income (loss)			(3,599)	54,332
Net Income (Loss) Attributable to Noncontrolling Interest				0
Net income attributable to Titan				54,332
Comprehensive Income Statement [Abstract]
Net income (loss)			(3,599)	54,332
Unrealized gain (loss) on investments, net of tax				0
Currency translation adjustment, net			0	0
Pension liability adjustments, net of tax			900	1,562
Comprehensive Income (Loss)			(2,699)	55,894
Net comprehensive (loss), attributable to noncontrolling interests			0	0
Comprehensive income (loss) attributable to Titan			(2,699)	55,894
Senior Secured Notes 7.875 Percent [Member] | Non-Guarantor Subsidiaries [Member]
Income Statement [Abstract]
Net sales				524,302
Cost of Goods Sold				469,590
Gross Profit				54,712
Selling, General and Administrative Expense				43,525
Research and Development Expense				2,808
Royalty Expense				3,390
Operating Income (Loss)				4,989
Interest expense				(4,946)
Convertible debt conversion charge				0
Gain on earthquake insurance recovery				(22,451)
Interest Expense, Related Party				2,689
Other income (expense)				(2,584)
Income (loss) before income taxes				17,221
Income Tax Expense (Benefit)				4,456
Income (Loss) from Equity Method Investments				33,524
Net income (loss)			(34,974)	46,289
Net Income (Loss) Attributable to Noncontrolling Interest				(447)
Net income attributable to Titan				46,736
Comprehensive Income Statement [Abstract]
Net income (loss)			(34,974)	46,289
Unrealized gain (loss) on investments, net of tax				(3)
Currency translation adjustment, net			8,214	(25,367)
Pension liability adjustments, net of tax			(155)	459
Comprehensive Income (Loss)			(26,915)	21,378
Net comprehensive (loss), attributable to noncontrolling interests			(13,245)	(3,158)
Comprehensive income (loss) attributable to Titan			(13,670)	24,536
Senior Secured Notes 7.875 Percent [Member] | Consolidation, Eliminations [Member]
Income Statement [Abstract]
Net sales				0
Cost of Goods Sold				0
Gross Profit				0
Selling, General and Administrative Expense				0
Research and Development Expense				0
Royalty Expense				0
Operating Income (Loss)				0
Interest expense				0
Convertible debt conversion charge				0
Gain on earthquake insurance recovery				0
Interest Expense, Related Party				0
Other income (expense)				0
Income (loss) before income taxes				0
Income Tax Expense (Benefit)				0
Income (Loss) from Equity Method Investments				(100,621)
Net income (loss)			38,573	(100,621)
Net Income (Loss) Attributable to Noncontrolling Interest				0
Net income attributable to Titan				(100,621)
Comprehensive Income Statement [Abstract]
Net income (loss)			38,573	(100,621)
Unrealized gain (loss) on investments, net of tax				3
Currency translation adjustment, net			(8,214)	25,367
Pension liability adjustments, net of tax			(745)	(2,021)
Comprehensive Income (Loss)			29,614	(77,272)
Net comprehensive (loss), attributable to noncontrolling interests			0	0
Comprehensive income (loss) attributable to Titan			$ 29,614	$ (77,272)

XML

INVENTORIES (Tables)

6 Months Ended

Jun. 30, 2014

Inventory Disclosure [Abstract]

Schedule of Inventory, Current [Table Text Block]

Inventories consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Raw material	$	130,617		$	130,403
Work-in-process	53,962			54,190
Finished goods	211,137			208,821
	395,716			393,414
Adjustment to LIFO basis	(9,016		)	(8,494		)
	$	386,700		$	384,920

XML

ACCOUNTING POLICIES (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014 Senior Secured Notes 6.875 Percent [Member]	Dec. 31, 2013 Senior Secured Notes 6.875 Percent [Member]	Jun. 30, 2014 5.625% convertible senior subordinated notes [Member]	Dec. 31, 2013 5.625% convertible senior subordinated notes [Member]
Organization And Accounting Policies [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					6.875%		5.625%
Senior Notes	$ 400,000,000		$ 400,000,000		$ 400,000,000	$ 400,000,000
Convertible Debt	60,200,000		60,200,000				60,161,000	60,161,000
Debt Instrument, Fair Value Disclosure	$ 408,000,000		$ 408,000,000
Common Stock, Dividends, Per Share, Declared	$ 0.005	$ 0.005	$ 0.010	$ 0.010

XML

GAIN ON EARTHQUAKE INSURANCE RECOVERY (Details) (USD $)	3 Months Ended			6 Months Ended
	Jun. 30, 2014	Sep. 30, 2013	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
GAIN ON EARTHQUAKE INSURANCE RECOVERY [Abstract]
Insurance Recoveries		$ 38,700,000
Gain on earthquake insurance recovery	$ 0		$ 22,451,000	$ 0	$ 22,451,000

XML

REVOLVING CREDIT FACILITY AND LONG-TERM DEBT (Details) (USD $)	6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013
Debt Instrument [Line Items]
Line of Credit Facility, Increase, Additional Borrowings	$ 0
Line of Credit Facility, Amount Outstanding	0
Debt Instruments [Abstract]
6.875% senior secured notes due 2020	400,000,000
5.625% convertible senior subordinated notes due 2017	60,200,000
Capital leases	3,023,000
Total Long-term debt	527,966,000	572,755,000
Less amounts due within one year	26,498,000	75,061,000
Long-term debt	501,468,000	497,694,000
Maturities of Long-term Debt [Abstract]
2014	26,012,000
2015	17,123,000
2016	20,906,000
2017	61,025,000
2018	656,000
Thereafter	402,244,000
Minimum [Member]
Maturities of Long-term Debt [Abstract]
Debt Instrument, Interest Rate, Stated Percentage	5.00%
Maximum [Member]
Maturities of Long-term Debt [Abstract]
Debt Instrument, Interest Rate, Stated Percentage	6.90%
Senior Secured Notes 6.875 Percent [Member]
Debt Instruments [Abstract]
6.875% senior secured notes due 2020	400,000,000	400,000,000
Maturities of Long-term Debt [Abstract]
Debt Instrument, Interest Rate, Stated Percentage	6.875%
5.625% convertible senior subordinated notes [Member]
Debt Instruments [Abstract]
5.625% convertible senior subordinated notes due 2017	60,161,000	60,161,000
Maturities of Long-term Debt [Abstract]
Debt Instrument, Interest Rate, Stated Percentage	5.625%
Debt Conversion, Initial Base Conversion Rate, Shares	0
Debt Conversion, Initial Base Conversion, Amount	1,000
Debt Instrument, Convertible, Conversion Price	$ 10.75
Debt Conversion, Additional Base Conversion Rate, Shares	9.3002
Titan Europe [Member]
Debt Instruments [Abstract]
Titan Europe credit facilities	38,503,000	41,687,000
Capital leases	1,900,000	3,366,000
Other Debt Obligations [Member]
Debt Instruments [Abstract]
Other debt	26,279,000	67,541,000
Voltyre-Prom [Member]
Debt Instruments [Abstract]
Capital leases	900,000
Titan Brazil [Member]
Debt Instruments [Abstract]
Less amounts due within one year	15,700,000
Bank of America [Member] | Line of Credit [Member]
Maturities of Long-term Debt [Abstract]
Line of Credit Facility, Maximum Borrowing Capacity	150,000,000
Titan National Australia Holdings [Member] | Australia Other Debt [Member]
Debt Instruments [Abstract]
Capital leases	1,200,000
Titan Europe [Member]
Debt Instruments [Abstract]
Less amounts due within one year	$ 9,700,000

XML

EARNINGS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2014

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]

Earnings per share (EPS) were as follows (amounts in thousands, except per share data):

	Three months ended
	June 30, 2014							June 30, 2013
	Titan Net loss			Weighted- average shares	Per share  amount			Titan Net income		Weighted- average shares	Per share  amount
Basic earnings per share	$	(20,511	)	53,486	$	(0.38	)	$	23,217	53,426	$	0.43
Effect of stock options/trusts	—			—				—		280
Effect of convertible notes	—			—				609		5,798
Diluted earnings per share	$	(20,511	)	53,486	$	(0.38	)	$	23,826	59,504	$	0.40

	Six months ended
	June 30, 2014							June 30, 2013
	Titan Net income			Weighted- average shares	Per share  amount			Titan Net income		Weighted- average shares	Per share  amount
Basic earnings per share	$	(18,348	)	53,478	$	(0.34	)	$	42,692	52,625	$	0.81
Effect of stock options/trusts	—			—				—		290
Effect of convertible notes	—			—				1,381		6,612
Diluted earnings per share	$	(18,348	)	53,478	$	(0.34	)	$	44,073	59,527	$	0.74

XML

ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2014

DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES [Abstract]

ACCOUNTING POLICIES

ACCOUNTING POLICIES

In the opinion of Titan International, Inc. (Titan or the Company), the accompanying unaudited consolidated condensed financial statements contain all adjustments, which are normal and recurring in nature and necessary for a fair statement of the Company's financial position as of June 30, 2014, and the results of operations and cash flows for the three and six months ended June 30, 2014 and 2013.

Accounting policies have continued without significant change and are described in the Description of Business and Significant Accounting Policies contained in the Company's 2013 Annual Report on Form 10-K. These interim financial statements have been prepared pursuant to the Securities and Exchange Commission's rules for Form 10-Q's and, therefore, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company's 2013 Annual Report on Form 10-K.

Sales

Sales and revenues are presented net of sales taxes and other related taxes.

Fair value of financial instruments

The Company records all financial instruments, including cash and cash equivalents, accounts receivable, notes receivable, accounts payable, other accruals and notes payable at cost, which approximates fair value due to their short term or stated rates.  Investments in marketable equity securities are recorded at fair value.  The 6.875% senior secured notes due 2020 (senior secured notes due 2020) and 5.625% convertible senior subordinated notes due 2017 (convertible notes) are carried at cost of $400.0 million and $60.2 million at June 30, 2014, respectively. The fair value of the senior secured notes due 2020 at June 30, 2014, as obtained through an independent pricing source, was approximately $408.0 million.

Cash dividends

The Company declared cash dividends of $.005 and $0.010 per share of common stock for each of the three and six months ended June 30, 2014, and 2013. The second quarter 2014 cash dividend of $.005 per share of common stock was paid July 15, 2014, to stockholders of record on June 30, 2014.

Use of estimates

The policies utilized by the Company in the preparation of the financial statements conform to accounting principles generally accepted in the United States of America and require management to make estimates, assumptions and judgments that affect the reported amount of assets and liabilities, and disclosure of contingent assets and liabilities, at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual amounts could differ from these estimates and assumptions.

Reclassification

Certain amounts from prior years have been reclassified to conform to the current year's presentation.

Subsequent Events

The Company has evaluated subsequent events and transactions for potential recognition or disclosure in the financial statements through the date of issuance of the financial statements.

XML

LEASE COMMITMENTS (Details) (USD $)	Jun. 30, 2014
Operating Leases, Future Minimum Payments Due [Abstract]
2014	$ 4,786,000
2015	5,734,000
2016	5,567,000
2017	3,621,000
2018	2,355,000
Thereafter	2,893,000
Total future minimum lease payments	24,956,000
Capital Leased Assets, Gross	10,700,000
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract]
2014	797,000
2015	1,129,000
2016	693,000
2017	247,000
2018	82,000
Thereafter	75,000
Total future capital lease obligation payments	3,023,000
Less amount representing interest	(101,000)
Present value of future capital lease obligation payments	$ 2,922,000

XML

EMPLOYEE BENEFIT PLANS (Tables)

6 Months Ended

Jun. 30, 2014

EMPLOYEE BENEFIT PLANS [Abstract]

Schedule of Net Benefit Costs [Table Text Block]

The components of net periodic pension cost consisted of the following (amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Service cost	$	193		$	214		$	402		$	386
Interest cost	1,426			1,350			2,847			2,704
Expected return on assets	(1,501		)	(1,396		)	(3,003		)	(2,792		)
Amortization of unrecognized prior service cost	34			34			68			68
Amortization of net unrecognized loss	758			1,317			1,516			2,635
Net periodic pension cost	$	910		$	1,519		$	1,830		$	3,001

XML

FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2014

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

Accounting standards for fair value measurements establish a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value.  These tiers are defined as:

Level 1 – Quoted prices in active markets for identical instruments.

Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable.

Level 3 – Unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Assets and liabilities measured at fair value on a recurring basis consisted of the following (amounts in thousands):

	June 30, 2014										December 31, 2013
	Total			Level 1		Level 2			Level 3		Total			Level 1		Level 2			Level 3
Contractual obligation investments	$	9,332		$	9,332	$	—		$	—	$	8,723		$	8,723	$	—		$	—
Preferred stock	250			—		—			250		250			—		—			250
Derivative financial instruments liability	(75		)	—		(75		)	—		(126		)	—		(126		)	—
Total	$	9,507		$	9,332	$	(75	)	$	250	$	8,847		$	8,723	$	(126	)	$	250

The following table presents the changes during the periods presented in Titan's Level 3 investments that are measured at fair value on a recurring basis (amounts in thousands):

	Preferred stock
Balance at December 31, 2013	$	250
Total realized and unrealized gains and losses	—
Balance as of June 30, 2014	$	250

Fair value, nonrecurring, Level 2 measurements from impairments consisted of the following (amounts in thousands):

	Fair Value				Impairment Charges
	June 30,		December 31,		Six months ended
	2014		2013		2014		2013
Property, plant and equipment	$	45,189	$	—	$	23,242	$	—

The fair value measurements and impairment charges shown above pertain to assets used to produce giant mining tires for the mining industry. See note 2 for additional information.

XML

SEGMENT INFORMATION

6 Months Ended

Jun. 30, 2014

Segment Reporting [Abstract]

Segment information

SEGMENT INFORMATION

The table below presents information about certain operating results of segments as reviewed by the chief executive officer of the Company for the three and six months ended June 30, 2014 and 2013 (amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Revenues from external customers
Agricultural	$	285,274		$	323,943		$	602,440		$	634,496
Earthmoving/construction	163,961			208,226			316,901			417,842
Consumer	74,496			61,122			143,330			119,340
	$	523,731		$	593,291		$	1,062,671		$	1,171,678
Gross profit
Agricultural	$	42,517		$	56,150		$	89,782		$	110,220
Earthmoving/construction	(23,255		)	26,820			(19,457		)	64,315
Consumer	4,114			4,331			8,196			10,478
Unallocated corporate	(816		)	(646		)	(1,411		)	(1,607		)
	$	22,560		$	86,655		$	77,110		$	183,406
Income (loss) from operations
Agricultural	$	28,078		$	45,686		$	58,619		$	87,301
Earthmoving/construction	(38,235		)	8,519			(49,329		)	29,198
Consumer	(1,814		)	1,027			(3,374		)	4,169
Unallocated corporate	(17,496		)	(18,326		)	(35,119		)	(35,879		)
Income (loss) from operations	(29,467		)	36,906			(29,203		)	84,789
Interest expense	(8,926		)	(13,069		)	(18,185		)	(23,510		)
Convertible debt conversion charge	—			—			—			(7,273		)
Gain on earthquake insurance recovery	—			22,451			—			22,451
Other income (expense), net	6,335			(2,429		)	6,851			(1,010		)
Income (loss) before income taxes	$	(32,058	)	$	43,859		$	(40,537	)	$	75,447

Assets by segment were as follows (amounts in thousands):

	June 30, 2014		December 31, 2013
Total assets
Agricultural	$	698,041	$	725,032
Earthmoving/construction	676,543		749,564
Consumer	225,227		172,320
Unallocated corporate	162,699		174,315
	$	1,762,510	$	1,821,231

XML

ACCOUNTS RECEIVABLE (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2014	Dec. 31, 2013
Receivables [Abstract]
Accounts receivable	$ 308,608	$ 268,340
Allowance for doubtful accounts	(6,104)	(5,287)
Accounts receivable, net	$ 302,504	$ 263,053

XML

VARIABLE INTEREST ENTITIES (Tables)

6 Months Ended

Jun. 30, 2014

VARIABLE INTEREST ENTITIES [Abstract]

Schedule of Variable Interest Entities [Table Text Block]

The following table summarizes the carrying amount of the entities’ assets and liabilities included in the Company’s consolidated condensed balance sheets at June 30, 2014 and December 31, 2013 (amounts in thousands):

	June 30, 2014		December 31, 2013
Cash and cash equivalents	$	11,784	$	17,106
Inventory	21,958		33,406
Other current assets	18,950		17,000
Goodwill	20,020		20,601
Property, plant and equipment, net	66,492		76,060
Other noncurrent assets	15,052		16,673
Total assets	154,256		180,846
Current liabilities	15,663		23,816
Noncurrent liabilities	13,576		15,818
Total liabilities	29,239		39,634

XML

RELATED PARTY TRANSACTIONS

6 Months Ended

Jun. 30, 2014

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]

RELATED PARTY TRANSACTIONS

The Company sells products and pays commissions to companies controlled by persons related to the chief executive officer of the Company.  The related party is Mr. Fred Taylor and is Mr. Maurice Taylor’s brother.  The companies which Mr. Fred Taylor is associated with that do business with Titan include the following:  Blackstone OTR, LLC; FBT Enterprises; Green Carbon, INC; and OTR Wheel Engineering.  Sales of Titan products to these companies were approximately $0.8 million and $1.4 million for the three and six months ended June 30, 2014, respectively, as compared to $0.8 million and $1.4 million for the three and six months ended June 30, 2013. Titan had trade receivables due from these companies of approximately $0.2 million at June 30, 2014, and December 31, 2013, respectively.  On other sales referred to Titan from the above manufacturing representative companies, commissions were approximately $0.6 million and $1.3 million for the three and six months ended June 30, 2014, respectively, as compared to $0.6 million and $1.3 million for the three and six months ended June 30, 2013. Titan had purchases from these companies of approximately $4.1 million and $4.8 million for the three and six months ended June 30, 2014, respectively.

The Company has a 34.2% equity stake in Wheels India Limited, a company incorporated in India and listed on the National Stock Exchange in India. The Company had trade payables due to Wheels India of approximately $0.0 million and $0.3 million at June 30, 2014, and December 31, 2013, respectively.

XML

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Notes)

6 Months Ended

Jun. 30, 2014

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) [Abstract]

Comprehensive Income (Loss) Note [Text Block]

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Accumulated other comprehensive income (loss) consisted of the following (amounts in thousands):

	Currency Translation Adjustments			Unrecognized Losses and Prior Service Cost			Total
Balance at April 1, 2014	$	(36,678	)	$	(20,213	)	$	(56,891	)
Other comprehensive income (loss) before
reclassifications	4,449			—			4,449
Reclassification adjustments:
Amortization of unrecognized losses and prior
service cost, net of tax of $(123)	—			28			28
Balance at June 30, 2014	$	(32,229	)	$	(20,185	)	$	(52,414	)

	Currency Translation Adjustments			Unrecognized Losses and Prior Service Cost			Total
Balance at January 1, 2014	$	(40,864	)	$	(20,930	)	$	(61,794	)
Other comprehensive income (loss) before
reclassifications	8,635			—			8,635
Reclassification adjustments:
Amortization of unrecognized losses and prior
service cost, net of tax of $(506)	—			745			745
Balance at June 30, 2014	$	(32,229	)	$	(20,185	)	$	(52,414	)

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
Cash flows from operating activities:
Net income (loss)	$ (30,019)	$ 42,245
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Depreciation and amortization	46,815	40,031
Amortization of debt premium	0	(1,202)
Mining asset impairment	23,242	0
Mining inventory writedown	11,555	0
Deferred income tax provision	(18,269)	9,213
Convertible debt conversion charge	0	7,273
Gain on earthquake insurance recovery	0	(22,451)
Stock-based compensation	2,143	2,800
Excess tax benefit from stock options exercised	45	42
Insurance proceeds	0	35,808
Issuance of treasury stock under 401(k) plan	332	326
(Increase) decrease in assets:
Accounts receivable	(28,989)	(48,349)
Inventories	(3,046)	(14,599)
Prepaid and other current assets	36,061	(15,634)
Other assets	(4,050)	4,818
Increase (decrease) in liabilities:
Accounts payable	15,017	42,014
Other current liabilities	4,937	(402)
Other liabilities	(12,719)	4,677
Net cash provided by operating activities	43,055	86,610
Cash flows from investing activities:
Capital expenditures	(30,883)	(36,068)
Acquisition of additional interest	(13,395)	(1,671)
Additional equity investment in Wheels India	0	(8,017)
Decrease in restricted cash deposits	14,268	0
Insurance proceeds	0	2,879
Other	3,241	179
Net cash used for investing activities	(26,769)	(42,698)
Cash flows from financing activities:
Proceeds from borrowings	0	345,313
Payment on debt	(53,393)	(155,082)
Term loan borrowing	6,217	25,157
Convertible note conversion	0	(14,090)
Proceeds from exercise of stock options	141	841
Excess tax benefit from stock options exercised	(45)	(42)
Payment of financing fees	(33)	(5,452)
Dividends paid	(536)	(511)
Net cash provided by (used for) financing activities	(47,649)	196,134
Effect of exchange rate changes on cash	4,957	(4,773)
Net increase (decrease) in cash and cash equivalents	(26,406)	235,273
Cash and cash equivalents, beginning of period	189,360	189,114
Cash and cash equivalents, end of period	162,954	424,387
Supplemental Cash Flow Information [Abstract]
Interest paid	20,695	16,375
Income taxes paid	6,454	37,207
Cash Flow, Noncash Investing and Financing Activities Disclosure [Abstract]
Issuance of common stock for convertible debt payment	$ 0	$ 45,903

XML

SUBSIDIARY GUARANTOR FINANCIAL INFORMATION

6 Months Ended

Jun. 30, 2014

SUBSIDIARY GUARANTOR FINANCIAL INFORMATION [Abstract]

Condensed Financial Information of Parent Company Only Disclosure [Text Block]

SUBSIDIARY GUARANTOR FINANCIAL INFORMATION

The Company's 6.875% senior secured notes due 2020 and 5.625% convertible senior subordinated notes are guaranteed by the following 100% owned subsidiaries of the Company: Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport, and Titan Wheel Corporation of Illinois. The note guarantees are full and unconditional, joint and several obligations of the guarantors. The guarantees of the guarantor subsidiaries are subject to release in limited circumstances only upon the occurrence of certain customary conditions. The following condensed consolidating financial statements are presented using the equity method of accounting. Certain sales & marketing expenses recorded by non-guarantor subsidiaries have not been allocated to the guarantor subsidiaries.

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Three Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net sales	$	—		$	244,664		$	279,067		$	—	$	523,731
Cost of sales	303			241,915			258,953			—		501,171
Gross profit (loss)	(303		)	2,749			20,114			—		22,560
Selling, general and administrative expenses	2,388			17,611			25,009			—		45,008
Research and development expenses	72			1,214			1,903			—		3,189
Royalty expense	—			1,926			1,904			—		3,830
Loss from operations	(2,763		)	(18,002		)	(8,702		)	—		(29,467		)
Interest expense	(8,255		)	—			(671		)	—		(8,926		)
Intercompany interest income (expense)	1,618			—			(1,618		)	—		—
Other income	1,192			103			5,040			—		6,335
Loss before income taxes	(8,208		)	(17,899		)	(5,951		)	—		(32,058		)
Benefit for income taxes	69			(6,437		)	(799		)	—		(7,167		)
Equity in earnings of subsidiaries	(16,614		)	—			(18,004		)	34,618		—
Net income (loss)	(24,891		)	(11,462		)	(23,156		)	34,618		(24,891		)
Net loss noncontrolling interests	—			—			(4,380		)	—		(4,380		)
Net income (loss) attributable to Titan	$	(24,891	)	$	(11,462	)	$	(18,776	)	$	34,618	$	(20,511	)

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Three Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	323,482	$	269,809		$	—		$	593,291
Cost of sales	277			261,789		244,570			—			506,636
Gross profit (loss)	(277		)	61,693		25,239			—			86,655
Selling, general and administrative expenses	2,130			20,300		21,223			—			43,653
Research and development expenses	(28		)	1,400		1,429			—			2,801
Royalty expense	—			1,850		1,445			—			3,295
Income (loss) from operations	(2,379		)	38,143		1,142			—			36,906
Interest expense	(10,833		)	—		(2,236		)	—			(13,069		)
Gain on earthquake insurance recovery	—			—		22,451			—			22,451
Intercompany interest income (expense)	2,192			—		(2,192		)	—			—
Other income (expense)	904			2		(3,335		)	—			(2,429		)
Income (loss) before income taxes	(10,116		)	38,145		15,830			—			43,859
Provision for income taxes	6,491			13,637		875			—			21,003
Equity in earnings of subsidiaries	39,463			—		14,892			(54,355		)	—
Net income (loss)	22,856			24,508		29,847			(54,355		)	22,856
Net loss noncontrolling interests	—			—		(361		)	—			(361		)
Net income (loss) attributable to Titan	$	22,856		$	24,508	$	30,208		$	(54,355	)	$	23,217

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net sales	$	—		$	508,622		$	554,049		$	—	$	1,062,671
Cost of sales	513			470,154			514,894			—		985,561
Gross profit (loss)	(513		)	38,468			39,155			—		77,110
Selling, general and administrative expenses	4,032			36,601			51,210			—		91,843
Research and development expenses	72			3,367			3,460			—		6,899
Royalty expense	—			3,774			3,797			—		7,571
Loss from operations	(4,617		)	(5,274		)	(19,312		)	—		(29,203		)
Interest expense	(16,517		)	—			(1,668		)	—		(18,185		)
Intercompany interest income (expense)	3,302			—			(3,302		)	—		—
Other income	1,534			48			5,269			—		6,851
Loss before income taxes	(16,298		)	(5,226		)	(19,013		)	—		(40,537		)
Benefit for income taxes	(5,971		)	(1,627		)	(2,920		)	—		(10,518		)
Equity in earnings of subsidiaries	(19,692		)	—			(18,881		)	38,573		—
Net income (loss)	(30,019		)	(3,599		)	(34,974		)	38,573		(30,019		)
Net loss noncontrolling interests	—			—			(11,671		)	—		(11,671		)
Net income (loss) attributable to Titan	$	(30,019	)	$	(3,599	)	$	(23,303	)	$	38,573	$	(18,348	)

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	647,376	$	524,302		$	—		$	1,171,678
Cost of sales	667			518,015		469,590			—			988,272
Gross profit (loss)	(667		)	129,361		54,712			—			183,406
Selling, general and administrative expenses	4,447			38,124		43,525			—			86,096
Research and development expenses	(18		)	2,713		2,808			—			5,503
Royalty expense	—			3,628		3,390			—			7,018
Income (loss) from operations	(5,096		)	84,896		4,989			—			84,789
Interest expense	(18,564		)	—		(4,946		)	—			(23,510		)
Convertible debt conversion charge	(7,273		)	—		—			—			(7,273		)
Gain on earthquake insurance recovery	—			—		22,451			—			22,451
Intercompany interest income (expense)	2,689			—		(2,689		)	—			—
Other income (expense)	1,548			26		(2,584		)	—			(1,010		)
Income (loss) before income taxes	(26,696		)	84,922		17,221			—			75,447
Provision (benefit) for income taxes	(1,844		)	30,590		4,456			—			33,202
Equity in earnings of subsidiaries	67,097			—		33,524			(100,621		)	—
Net income (loss)	42,245			54,332		46,289			(100,621		)	42,245
Net loss noncontrolling interests	—			—		(447		)	—			(447		)
Net income (loss) attributable to Titan	$	42,245		$	54,332	$	46,736		$	(100,621	)	$	42,692

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Three Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	(24,891	)	$	(11,462	)	$	(23,156	)	$	34,618		$	(24,891	)
Currency translation adjustment, net	7,826			—			7,826			(7,826		)	7,826
Pension liability adjustments, net of tax	28			450			(422		)	(28		)	28
Comprehensive income (loss)	(17,037		)	(11,012		)	(15,752		)	26,764			(17,037		)
Net comprehensive loss attributable to noncontrolling interests	—			—			(1,062		)	—			(1,062		)
Comprehensive income (loss) attributable to Titan	$	(17,037	)	$	(11,012	)	$	(14,690	)	$	26,764		$	(15,975	)

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Three Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	22,856		$	24,508	$	29,847		$	(54,355	)	$	22,856
Currency translation adjustment, net	(25,171		)	—		(25,171		)	25,171			(25,171		)
Pension liability adjustments, net of tax	1,070			781		289			(1,070		)	1,070
Comprehensive income (loss)	(1,245		)	25,289		4,965			(30,254		)	(1,245		)
Net comprehensive income attributable to noncontrolling interests	—			—		(3,167		)	—			(3,167		)
Comprehensive income (loss) attributable to Titan	$	(1,245	)	$	25,289	$	8,132		$	(30,254	)	$	1,922

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	(30,019	)	$	(3,599	)	$	(34,974	)	$	38,573		$	(30,019	)
Currency translation adjustment, net	8,214			—			8,214			(8,214		)	8,214
Pension liability adjustments, net of tax	745			900			(155		)	(745		)	745
Comprehensive income (loss)	(21,060		)	(2,699		)	(26,915		)	29,614			(21,060		)
Net comprehensive loss attributable to noncontrolling interests	—			—			(13,245		)	—			(13,245		)
Comprehensive income (loss) attributable to Titan	$	(21,060	)	$	(2,699	)	$	(13,670	)	$	29,614		$	(7,815	)

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	42,245		$	54,332	$	46,289		$	(100,621	)	$	42,245
Unrealized gain (loss) on investments, net of tax	(3		)	—		(3		)	3			(3		)
Currency translation adjustment, net	(25,367		)	—		(25,367		)	25,367			(25,367		)
Pension liability adjustments, net of tax	2,021			1,562		459			(2,021		)	2,021
Comprehensive income (loss)	18,896			55,894		21,378			(77,272		)	18,896
Net comprehensive loss attributable to noncontrolling interests	—			—		(3,158		)	—			(3,158		)
Comprehensive income (loss) attributable to Titan	$	18,896		$	55,894	$	24,536		$	(77,272	)	$	22,054

(Amounts in thousands)	Consolidating Condensed Balance Sheets June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	91,778		$	5		$	71,171	$	—		$	162,954
Accounts receivable, net	—			112,903			189,601		—			302,504
Inventories	—			114,696			272,004		—			386,700
Prepaid and other current assets	35,499			28,138			58,622		—			122,259
Total current assets	127,277			255,742			591,398		—			974,417
Property, plant and equipment, net	8,085			172,248			423,684		—			604,017
Investment in subsidiaries	887,704			—			122,182		(1,009,886		)	—
Other assets	36,778			357			146,941		—			184,076
Total assets	$	1,059,844		$	428,347		$	1,284,205	$	(1,009,886	)	$	1,762,510
Liabilities and Stockholders’ Equity
Short-term debt	$	—		$	—		$	26,498	$	—		$	26,498
Accounts payable	320			15,694			184,534		—			200,548
Other current liabilities	22,860			50,198			70,489		—			143,547
Total current liabilities	23,180			65,892			281,521		—			370,593
Long-term debt	460,161			—			41,307		—			501,468
Other long-term liabilities	31,401			13,841			79,591		—			124,833
Intercompany accounts	(135,639		)	(155,584		)	291,223		—			—
Titan stockholders' equity	680,741			504,198			505,688		(1,009,886		)	680,741
Noncontrolling interests	—			—			84,875		—			84,875
Total liabilities and stockholders’ equity	$	1,059,844		$	428,347		$	1,284,205	$	(1,009,886	)	$	1,762,510

(Amounts in thousands)	Consolidating Condensed Balance Sheets December 31, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	81,472		$	4		$	107,884	$	—		$	189,360
Restricted cash	—			—			14,268		—			14,268
Accounts receivable, net	—			89,259			173,794		—			263,053
Inventories	—			129,113			255,807		—			384,920
Prepaid and other current assets	80,876			20,416			54,985		—			156,277
Total current assets	162,348			238,792			606,738		—			1,007,878
Property, plant and equipment, net	9,885			206,928			421,994		—			638,807
Investment in subsidiaries	884,222			—			141,752		(1,025,974		)	—
Other assets	34,259			387			139,900		—			174,546
Total assets	$	1,090,714		$	446,107		$	1,310,384	$	(1,025,974	)	$	1,821,231
Liabilities and Stockholders’ Equity
Short-term debt	$	—		$	—		$	75,061	$	—		$	75,061
Accounts payable	368			12,525			163,826		—			176,719
Other current liabilities	15,278			58,001			61,512		—			134,791
Total current liabilities	15,646			70,526			300,399		—			386,571
Long-term debt	460,161			—			37,533		—			497,694
Other long-term liabilities	40,658			15,571			82,701		—			138,930
Intercompany accounts	(113,474		)	(147,529		)	261,003		—			—
Titan stockholders' equity	687,723			507,539			518,435		(1,025,974		)	687,723
Noncontrolling interests	—			—			110,313		—			110,313
Total liabilities and stockholders’ equity	$	1,090,714		$	446,107		$	1,310,384	$	(1,025,974	)	$	1,821,231

(Amounts in thousands)	Consolidating Condensed Statements of Cash Flows For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	11,495		$	4,430		$	27,130		$	43,055
Cash flows from investing activities:
Capital expenditures	(667		)	(4,770		)	(25,446		)	(30,883		)
Acquisition of additional interest	(49		)	—			(13,346		)	(13,395		)
Decrease in restricted cash deposits	—			—			14,268			14,268
Other, net	—			341			2,900			3,241
Net cash used for investing activities	(716		)	(4,429		)	(21,624		)	(26,769		)
Cash flows from financing activities:
Payment on debt	—			—			(53,393		)	(53,393		)
Term loan borrowing	—			—			6,217			6,217
Proceeds from exercise of stock options	141			—			—			141
Excess tax benefit from stock options exercised	(45		)	—			—			(45		)
Payment of financing fees	(33		)	—			—			(33		)
Dividends paid	(536		)	—			—			(536		)
Net cash used for financing activities	(473		)	—			(47,176		)	(47,649		)
Effect of exchange rate change on cash	—			—			4,957			4,957
Net increase (decrease) in cash and cash equivalents	10,306			1			(36,713		)	(26,406		)
Cash and cash equivalents, beginning of period	81,472			4			107,884			189,360
Cash and cash equivalents, end of period	$	91,778		$	5		$	71,171		$	162,954

(Amounts in thousands)	Consolidating Condensed Statements of Cash Flows For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by (used for) operating activities	$	(100,008	)	$	15,562		$	171,056		$	86,610
Cash flows from investing activities:
Capital expenditures	(3,189		)	(15,564		)	(17,315		)	(36,068		)
Acquisitions, net of cash acquired	—			—			(1,671		)	(1,671		)
Additional equity investment in Wheels India	—			—			(8,017		)	(8,017		)
Insurance Proceeds	—			—			2,879			2,879
Other, net	—			2			177			179
Net cash used for investing activities	(3,189		)	(15,562		)	(23,947		)	(42,698		)
Cash flows from financing activities:
Proceeds from borrowings	345,313			—			—			345,313
Payment on debt	—			—			(155,082		)	(155,082		)
Term loan borrowing	—			—			25,157			25,157
Convertible note conversion	(14,090		)	—			—			(14,090		)
Proceeds from exercise of stock options	841			—			—			841
Excess tax benefit from stock options exercised	(42		)	—			—			(42		)
Payment of financing fees	(5,452		)	—			—			(5,452		)
Dividends paid	(511		)	—			—			(511		)
Net cash provided by (used for) financing activities	326,059			—			(129,925		)	196,134
Effect of exchange rate change on cash	—			—			(4,773		)	(4,773		)
Net increase in cash and cash equivalents	222,862			—			12,411			235,273
Cash and cash equivalents, beginning of period	103,154			4			85,956			189,114
Cash and cash equivalents, end of period	$	326,016		$	4		$	98,367		$	424,387

XML

WARRANTY (Tables)

6 Months Ended

Jun. 30, 2014

WARRANTY COSTS [Abstract]

Schedule of Product Warranty Liability [Table Text Block]

Changes in the warranty liability consisted of the following (amounts in thousands):

	2014			2013
Warranty liability, January 1	$	33,134		$	27,482
Provision for warranty liabilities	9,422			24,078
Warranty payments made	(9,975		)	(17,079		)
Warranty liability, June 30	$	32,581		$	34,481

XML

MINING ASSET IMPAIRMENT AND INVENTORY WRITEDOWN (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013
MINING ASSET IMPAIRMENT AND INVENTORY WRITEDOWN [Abstract]
Mining asset impairment	$ 23,242	$ 0
Mining inventory writedown	$ 11,555	$ 0

XML

FAIR VALUE MEASUREMENTS (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Property, Plant, and Equipment, Fair Value Disclosure	$ 45,189		$ 0
Mining asset impairment	23,242	0
Fair Value, Measurements, Recurring [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Investments for contractual obligations	9,332		8,723
Other Assets, Fair Value Disclosure	250		250
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	(75)		(126)
Assets, Fair Value Disclosure	9,507		8,847
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Preferred stock at beginning of period			250
Preferred stock at end of period	250		250
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Investments for contractual obligations	9,332		8,723
Other Assets, Fair Value Disclosure	0		0
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0		0
Assets, Fair Value Disclosure	9,332		8,723
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Preferred stock at beginning of period			0
Preferred stock at end of period	0		0
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Investments for contractual obligations	0		0
Other Assets, Fair Value Disclosure	0		0
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	(75)		(126)
Assets, Fair Value Disclosure	(75)		(126)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Preferred stock at beginning of period			0
Preferred stock at end of period	0		0
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Investments for contractual obligations	0		0
Other Assets, Fair Value Disclosure	250
Derivative Financial Instruments, Liabilities, Fair Value Disclosure	0		0
Assets, Fair Value Disclosure	250		250
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Preferred stock at beginning of period	250
Gain (Loss) on Investments	0
Preferred stock at end of period	$ 250

XML

CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Net sales	$ 523,731	$ 593,291	$ 1,062,671	$ 1,171,678
Cost of sales	466,374	506,636	950,764	988,272
Mining asset impairment and inventory writedown	34,797	0	34,797	0
Gross profit	22,560	86,655	77,110	183,406
Selling, general & administrative expenses	45,008	43,653	91,843	86,096
Research and development expenses	3,189	2,801	6,899	5,503
Royalty expense	3,830	3,295	7,571	7,018
Income (loss) from operations	(29,467)	36,906	(29,203)	84,789
Interest expense	(8,926)	(13,069)	(18,185)	(23,510)
Convertible debt conversion charge	0	0	0	(7,273)
Gain on earthquake insurance recovery	0	22,451	0	22,451
Other income (expense)	6,335	(2,429)	6,851	(1,010)
Income (loss) before income taxes	(32,058)	43,859	(40,537)	75,447
Provision (benefit) for income taxes	(7,167)	21,003	(10,518)	33,202
Net income (loss)	(24,891)	22,856	(30,019)	42,245
Net loss attributable to noncontrolling interests	(4,380)	(361)	(11,671)	(447)
Net income (loss) attributable to Titan	$ (20,511)	$ 23,217	$ (18,348)	$ 42,692
Earnings (loss) per common share:
Basic (in dollars per share)	$ (0.38)	$ 0.43	$ (0.34)	$ 0.81
Diluted (in dollars per share)	$ (0.38)	$ 0.40	$ (0.34)	$ 0.74
Average common shares outstanding:
Basic (in shares)	53,486	53,426	53,478	52,625
Diluted (in shares)	53,486	59,504	53,478	59,527
Dividends declared per common share:	$ 0.005	$ 0.005	$ 0.010	$ 0.010

XML

OTHER INCOME (Tables)

6 Months Ended

Jun. 30, 2014

OTHER INCOME, NET [Abstract]

Interest and Other Income [Table Text Block]

Other income (expense) consisted of the following (amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014		2013			2014		2013
Currency exchange gain (loss)	$	3,747	$	(6,111	)	$	2,050	$	(6,654	)
Other income	787		681			1,250		1,331
Discount amortization on prepaid royalty	756		787			1,530		1,703
Wheels India Limited equity income	532		460			950		275
Interest income	288		1,530			640		1,931
Building rental income	225		224			431		404
	$	6,335	$	(2,429	)	$	6,851	$	(1,010	)

XML

CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)	Jun. 30, 2014	Dec. 31, 2013
Liabilities and Equity [Abstract]
Common Stock, par value	$ 0	$ 0
Common Stock, shares authorized (in shares)	120,000,000	120,000,000
Common Stock, shares issued (in shares)	55,253,092	55,253,092
Treasury Stock, shares (in shares)	1,665,188	1,692,220

XML

GOODWILL AND INTANGIBLE ASSETS (Details) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013	Sep. 30, 2012	Dec. 31, 2011
Goodwill [Roll Forward]
Goodwill at beginning of period	$ 42,075,000			$ 22,343,000	$ 24,941,000
Foreign currency translation	824,000	(2,598,000)
Goodwill at end of period	42,899,000			22,343,000	24,941,000
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life	13 years 1 month
Finite-Lived Customer Relationships, Gross	17,248,000		16,659,000
Finite-Lived Intangible Asset, Useful Life	6 years 3 months
Finite-Lived Trademarks, Gross	20,148,000		20,561,000
Finite-Lived Intangible Assets, Gross	37,396,000		37,220,000
Finite-Lived Intangible Assets, Accumulated Amortization	(6,544,000)		(4,607,000)
Intangible Assets, Net (Excluding Goodwill)	30,852,000		32,613,000
Amortization of Intangible Assets	2,200,000	1,200,000
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
2014	2,306,000
2015	4,219,000
2016	3,371,000
2017	3,196,000
2018	3,196,000
Thereafter	14,564,000
Intangible Assets, Net (Excluding Goodwill)	30,852,000		32,613,000
Agricultural [Member]
Goodwill [Roll Forward]
Goodwill at beginning of period	24,540,000			10,529,000	11,522,000
Foreign currency translation	252,000	(993,000)
Goodwill at end of period	24,792,000			10,529,000	11,522,000
Earthmoving/construction [Member]
Goodwill [Roll Forward]
Goodwill at beginning of period	14,898,000			11,814,000	13,419,000
Foreign currency translation	642,000	(1,605,000)
Goodwill at end of period	15,540,000			11,814,000	13,419,000
Consumer [Member]
Goodwill [Roll Forward]
Goodwill at beginning of period	2,637,000			0	0
Foreign currency translation	(70,000)	0
Goodwill at end of period	2,567,000			0	0
Titan National Australia Holdings [Member] | Earthmoving/construction [Member]
Goodwill [Roll Forward]
Goodwill at end of period	$ 12,200,000

XML

RESTRICTED CASH (Tables)

6 Months Ended

Jun. 30, 2014

RESTRICTED CASH [Abstract]

Schedule of Restricted Cash and Cash Equivalents [Table Text Block]

Restricted cash consisted of the following (amounts in thousands):

	June 30, 2014		December 31, 2013
Restricted cash	$	—	$	14,268

XML

ROYALTY EXPENSE (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Royalty Expense [Abstract]
Royalty Expense	$ 3,830	$ 3,295	$ 7,571	$ 7,018

XML

ROYALTY EXPENSE

6 Months Ended

Jun. 30, 2014

Royalty Expense [Abstract]

ROYALTY EXPENSE

ROYALTY EXPENSE

The Company has a trademark license agreement with Goodyear to manufacture and sell certain tires in North America and Latin America under the Goodyear name.  The North American and Latin American farm tire royalties were prepaid for seven years as part of the 2011 Goodyear Latin American farm tire acquisition. In May 2012, the Company and Goodyear entered into an agreement under which Titan will sell certain non-farm tire products directly to third party customers and pay a royalty to Goodyear. Royalty expenses recorded were $3.8 million and $3.3 million for the quarters ended June 30, 2014 and 2013, respectively. Royalty expenses were $7.6 million and $7.0 million for the six months ended June 30, 2014 and 2013, respectively.

XML

ACCOUNTS RECEIVABLE (Tables)

6 Months Ended

Jun. 30, 2014

Receivables [Abstract]

Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block]

Accounts receivable consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Accounts receivable	$	308,608		$	268,340
Allowance for doubtful accounts	(6,104		)	(5,287		)
Accounts receivable, net	$	302,504		$	263,053

XML

GAIN ON EARTHQUAKE INSURANCE RECOVERY (Notes)

6 Months Ended

Jun. 30, 2014

GAIN ON EARTHQUAKE INSURANCE RECOVERY [Abstract]

Business Insurance Recoveries [Text Block]

GAIN ON EARTHQUAKE INSURANCE RECOVERY

Gain on earthquake insurance recovery consisted of the following (amounts in thousands):

	Three months ended				Six months ended
	June 30,				June 30,
	2014		2013		2014		2013
Gain on earthquake insurance recovery	$	—	$	22,451	$	—	$	22,451

Titan Europe's wheel manufacturing facility in Finale Emilia, Italy experienced damage from an earthquake in May 2012, prior to Titan's acquisition of Titan Europe.  The plant was closed for production during initial remedial work. This resulted in a limited transfer of production to other facilities within Titan Europe as well as sourcing product from facilities in the U.S. owned by Titan and competitors.  In the second quarter of 2013, Titan received a final insurance settlement payment of $38.7 million, which offset the earthquake insurance receivable and resulted in a gain of $22.5 million.

XML

INCOME TAXES (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
INCOME TAXES [Abstract]
Income Tax Expense (Benefit)	$ (7,167)	$ 21,003	$ (10,518)	$ 33,202
Effective Income Tax Rate, Continuing Operations			25.94667%	44.00705%

XML

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (USD $) In Thousands, except Share data	Total USD ($)	Common Stock [Member]	Additional paid-in capital [Member] USD ($)	Retained earnings [Member] USD ($)	Treasury stock [Member] USD ($)	Treasury stock reserved for deferred compensation [Member] USD ($)	Accumulated other comprehensive income (loss) [Member] USD ($)	Parent [Member] USD ($)	Noncontrolling interest [Member] USD ($)
Balance, Beginning at Dec. 31, 2013	$ 798,036		$ 558,637	$ 207,541	$ (15,586)	$ (1,075)	$ (61,794)	$ 687,723	$ 110,313
Balance, Beginning (in shares) at Dec. 31, 2013		53,560,872
Net loss	(30,019)			(18,348)				(18,348)	(11,671)
Currency translation adjustment	8,214						9,788	9,788	(1,574)
Pension liability adjustments, net of tax	745						745	745
Dividends on common stock	(536)			(536)				(536)
Exercise of stock options	141		60		81			141
Exercise of stock options (in shares)		8,971
Acquisition of additional interest	(13,395)		(49)				(1,153)	(1,202)	(12,193)
Stock-based compensation	2,143		2,143					2,143
Tax benefit related to stock-based compensation	(45)		(45)					(45)
Issuance of treasury stock under 401(k) plan	332		170		162			332
Issuance of treasury stock under 401(k) plan (in shares)		18,061
Balance, Ending at Jun. 30, 2014	$ 765,616		$ 560,916	$ 188,657	$ (15,343)	$ (1,075)	$ (52,414)	$ 680,741	$ 84,875
Balance, Ending (in shares) at Jun. 30, 2014		53,587,904

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Net income (loss)	$ (24,891)	$ 22,856	$ (30,019)	$ 42,245
Unrealized gain (loss) on investments, net of tax of $0 and $0, respectively			0	(3)
Currency translation adjustment, net	7,826	(25,171)	8,214	(25,367)
Pension liability adjustments, net of tax of $123, $586, $506 and $1,113 respectively	28	1,070	745	2,021
Comprehensive income (loss)	(17,037)	(1,245)	(21,060)	18,896
Net comprehensive (loss), attributable to noncontrolling interests	(1,062)	(3,167)	(13,245)	(3,158)
Comprehensive income (loss) attributable to Titan	$ (15,975)	$ 1,922	$ (7,815)	$ 22,054

XML

WARRANTY

6 Months Ended

Jun. 30, 2014

Product Warranties Disclosures [Abstract]

WARRANTY COSTS

WARRANTY

Changes in the warranty liability consisted of the following (amounts in thousands):

	2014			2013
Warranty liability, January 1	$	33,134		$	27,482
Provision for warranty liabilities	9,422			24,078
Warranty payments made	(9,975		)	(17,079		)
Warranty liability, June 30	$	32,581		$	34,481

The Company provides limited warranties on workmanship of its products in all market segments.  The majority of the Company’s products have a limited warranty that ranges from zero to ten years, with certain products being prorated after the first year.  The Company calculates a provision for warranty expense based on past warranty experience.  Warranty accruals are included as a component of other current liabilities on the Consolidated Condensed Balance Sheets.

XML

Document and Entitiy Information	6 Months Ended
	Jun. 30, 2014	Jul. 21, 2014
Document Information [Line Items]
Entity Registrant Name	TITAN INTERNATIONAL INC
Entity Central Index Key	0000899751
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 30, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		53,597,995

XML

REVOLVING CREDIT FACILITY AND LONG-TERM DEBT

6 Months Ended

Jun. 30, 2014

Debt Disclosure [Abstract]

REVOLVING CREDIT FACILITY AND LONG-TERM DEBT

REVOLVING CREDIT FACILITY AND LONG-TERM DEBT

Long-term debt consisted of the following (amounts in thousands):

	June 30, 2014		December 31, 2013
6.875% senior secured notes due 2020	$	400,000	$	400,000
5.625% convertible senior subordinated notes due 2017	60,161		60,161
Titan Europe credit facilities	38,503		41,687
Other debt	26,279		67,541
Capital leases	3,023		3,366
	527,966		572,755
Less amounts due within one year	26,498		75,061
	$	501,468	$	497,694

Aggregate maturities of long-term debt at June 30, 2014, were as follows (amounts in thousands):

July 1 - December 31, 2014	$	26,012
2015	17,123
2016	20,906
2017	61,025
2018	656
Thereafter	402,244
	$	527,966

6.875% senior secured notes due 2020

The Company’s 6.875% senior secured notes (senior secured notes due 2020) are due October 2020. These notes are secured by the land and buildings of the following subsidiaries of the Company:  Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport and Titan Wheel Corporation of Illinois. The Company's senior secured notes due 2020 outstanding balance was $400.0 million at June 30, 2014.

5.625% convertible senior subordinated notes due 2017

The Company’s 5.625% convertible senior subordinated notes (convertible notes) are due January 2017.   The initial base conversion rate for the convertible notes is 93.0016 shares of Titan common stock per $1,000 principal amount of convertible notes, equivalent to an initial base conversion price of approximately $10.75 per share of Titan common stock.  If the price of Titan common stock at the time of determination exceeds the base conversion price, the base conversion rate will be increased by an additional number of shares (up to 9.3002 shares of Titan common stock per $1,000 principal amount of convertible notes) as determined pursuant to a formula described in the indenture.  The base conversion rate will be subject to adjustment in certain events.  The Company’s convertible notes balance was $60.2 million at June 30, 2014.

Titan Europe credit facilities

The Titan Europe credit facilities contain borrowings from various institutions totaling $38.5 million at June 30, 2014. Maturity dates on this debt range from less than one year to ten years and interest rates range from 5% to 6.9%. The European facilities are secured by the assets of select European subsidiaries.

Revolving credit facility

The Company’s $150 million revolving credit facility (credit facility) with agent Bank of America, N.A. has a December 2017 termination date and is collateralized by the accounts receivable and inventory of certain Titan domestic subsidiaries.  During the first six months of 2014 and at June 30, 2014, there were no borrowings under the credit facility.

Other debt

Brazil Other Debt

Titan Brazil has working capital loans for the Sao Paulo, Brazil manufacturing facility totaling $15.7 million at June 30, 2014.

Australia Capital Leases

Titan National Australia Holdings has capital leases totaling $1.2 million at June 30, 2014.

Titan Europe Other Debt

Titan Europe has overdraft facilities totaling $9.7 million at June 30, 2014.

Titan Europe Capital Leases

Titan Europe has capital lease obligations totaling $1.9 million at June 30, 2014.

Russia Other Debt

Voltyre-Prom has working capital loans for the Volgograd, Russia manufacturing facility totaling $0.9 million at June 30, 2014.

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Statement of Comprehensive Income [Abstract]
Unrealized gain (loss) on investments, tax	$ 0	$ 0	$ 0	$ 0
Pension liability adjustments, tax	$ 123	$ 586	$ 506	$ 1,113

XML

RESTRICTED CASH (Notes)

6 Months Ended

Jun. 30, 2014

Restricted Cash and Cash Equivalents Items [Line Items]

Restricted Assets Disclosure [Text Block]

RESTRICTED CASH

Restricted cash consisted of the following (amounts in thousands):

	June 30, 2014		December 31, 2013
Restricted cash	$	—	$	14,268

At December 31, 2013, the Company had restricted cash of $14.3 million. This restricted cash was on deposit for the purchase of the remaining 15% of Voltyre-Prom. In the first half of 2014, the partnership of Titan, OEP, and RDIF purchased an additional 15% to bring the total Voltyre-Prom ownership to 100%. See note 3 for additional information.

XML

ACQUISITIONS

6 Months Ended

Jun. 30, 2014

Business Combinations [Abstract]

ACQUISITIONS

ACQUISITIONS

Acquisition of Voltyre-Prom

On October 4, 2013, Titan in partnership with One Equity Partners (OEP) and the Russian Direct Investment Fund (RDIF) closed the acquisition of an 85% interest in Voltyre-Prom, a leading producer of agricultural and industrial tires in Volgograd, Russia, for approximately $94.1 million, which includes the assumption of debt. Titan is acting as operating partner with responsibility for Voltyre-Prom's daily operations on behalf of the consortium of which Titan holds a 30% interest. This acquisition expanded Titan's footprint into the Commonwealth of Independent States (CIS) region. The fair value of the consideration transferred and noncontrolling interests exceeded the fair value of the identified assets acquired less liabilities assumed. Therefore, goodwill of $21.0 million was recorded on the transaction, which is not expected to be deductible for tax purposes. An initial noncontrolling interest of $14.5 million, representing the 15% not owned by the partnership, was recorded at the acquisition date. In the first half of 2014, the partnership of Titan, OEP, and RDIF purchased an additional 15% to bring the total Voltyre-Prom ownership to 100%. The Company continues to evaluate the preliminary purchase price allocation, primarily the value of certain deferred taxes and goodwill, and may revise the purchase price allocation in future periods as these estimates are finalized.

The purchase price allocation of the Voltyre-Prom acquisition consisted of the following (amounts in thousands):

	Acquisition			Additional
	Date			Purchases		Total
Cash	$	80		$	—	$	80
Accounts receivable	5,596			—		5,596
Inventories	3,807			—		3,807
Deferred income taxes - current asset	253			—		253
Prepaid & other current assets	1,881			—		1,881
Goodwill	21,002			—		21,002
Property, plant & equipment	79,255			—		79,255
Other assets	17,615			—		17,615
Accounts payable	(715		)	—		(715		)
Other current liabilities	(4,152		)	—		(4,152		)
Deferred income taxes - noncurrent liability	(15,989		)	—		(15,989		)
Noncontrolling interests	(14,542		)	13,395		(1,147		)
Net assets acquired	$	94,091		$	13,395	$	107,486

XML

OTHER INCOME

6 Months Ended

Jun. 30, 2014

Other Income and Expenses [Abstract]

OTHER INCOME, NET

OTHER INCOME (EXPENSE)

Other income (expense) consisted of the following (amounts in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2014		2013			2014		2013
Currency exchange gain (loss)	$	3,747	$	(6,111	)	$	2,050	$	(6,654	)
Other income	787		681			1,250		1,331
Discount amortization on prepaid royalty	756		787			1,530		1,703
Wheels India Limited equity income	532		460			950		275
Interest income	288		1,530			640		1,931
Building rental income	225		224			431		404
	$	6,335	$	(2,429	)	$	6,851	$	(1,010	)

The Company's investment in Wheels India Limited decreased from 41.7% to 34.2% during the first quarter of 2014 due to an equity offering by Wheels India Limited.

XML

LEASE COMMITMENTS

6 Months Ended

Jun. 30, 2014

Leases, Operating [Abstract]

LEASE COMMITMENTS

LEASE COMMITMENTS

The Company leases certain buildings and equipment under operating leases.  Certain lease agreements provide for renewal options, fair value purchase options, and payment of property taxes, maintenance and insurance by the Company. 

At June 30, 2014, future minimum rental commitments under noncancellable operating leases with initial terms of at least one year were as follows (amounts in thousands):

July 1 - December 31, 2014	$	4,786
2015	5,734
2016	5,567
2017	3,621
2018	2,355
Thereafter	2,893
Total future minimum lease payments	$	24,956

At June 30, 2014, the Company had assets held as capital leases with a net book value of $10.7 million included in property, plant and equipment. Total future capital lease obligations relating to these leases are as follows (amounts in thousands):

July 1 - December 31, 2014	$	797
2015	1,129
2016	693
2017	247
2018	82
Thereafter	75
Total future capital lease obligation payments	3,023
Less amount representing interest	(101		)
Present value of future capital lease obligation payments	$	2,922

XML

PROPERTY, PLANT AND EQUIPMENT, NET

6 Months Ended

Jun. 30, 2014

Property, Plant and Equipment [Abstract]

PROPERTY, PLANT AND EQUIPMENT

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment, net consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Land and improvements	$	68,806		$	67,243
Buildings and improvements	243,602			242,261
Machinery and equipment	589,188			617,709
Tools, dies and molds	106,816			112,997
Construction-in-process	51,128			42,539
	1,059,540			1,082,749
Less accumulated depreciation	(455,523		)	(443,942		)
	$	604,017		$	638,807

Depreciation on fixed assets for the six months ended June 30, 2014 and 2013, totaled $43.8 million and $37.8 million, respectively.

Included in the total building and improvements are capital leases of $5.8 million and $4.6 million at June 30, 2014, and December 31, 2013, respectively. Included in the total of machinery and equipment are capital leases of $49.8 million and $40.6 million at June 30, 2014, and December 31, 2013, respectively. Included in total tools, dies and molds are capital leases of $0.2 million at June 30, 2014. See note 2 for additional information on the mining asset impairment of $23.2 million recorded in the second quarter of 2014.

XML

WARRANTY (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended		3 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014 Minimum [Member]	Jun. 30, 2014 Maximum [Member]
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward]
Warranty liability at January 1	$ 33,134	$ 27,482
Provision for warranty liabilities	9,422	24,078
Warranty payments made	(9,975)	(17,079)
Warranty liability at June 30	$ 32,581	$ 34,481
Length of Limited Warranty, Term			0 years	10 years

XML

ACCOUNTS RECEIVABLE

6 Months Ended

Jun. 30, 2014

Receivables [Abstract]

ACCOUNTS RECEIVABLE

ACCOUNTS RECEIVABLE

Accounts receivable consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Accounts receivable	$	308,608		$	268,340
Allowance for doubtful accounts	(6,104		)	(5,287		)
Accounts receivable, net	$	302,504		$	263,053

Accounts receivable are reduced by an allowance for doubtful accounts which is based on historical losses.

XML

INVENTORIES

6 Months Ended

Jun. 30, 2014

Inventory Disclosure [Abstract]

Inventory Disclosure [Text Block]

INVENTORIES

Inventories consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Raw material	$	130,617		$	130,403
Work-in-process	53,962			54,190
Finished goods	211,137			208,821
	395,716			393,414
Adjustment to LIFO basis	(9,016		)	(8,494		)
	$	386,700		$	384,920

At June 30, 2014, approximately 11% of the Company's inventories were valued under the last-in, first-out (LIFO) method. At December 31, 2013, approximately 12% of the Company's inventories were valued under the LIFO method. The remaining inventories were valued under the first-in, first-out (FIFO) method or average cost method. All inventories are valued at lower of cost or market. See note 2 for additional information on the mining inventory writedown of $11.6 million recorded in the second quarter of 2014.

XML

GOODWILL

6 Months Ended

Jun. 30, 2014

GOODWILL [Abstract]

Goodwill Disclosure [Text Block]

GOODWILL AND INTANGIBLE ASSETS

Changes in goodwill consisted of the following (amounts in thousands):

	2014									2013
			Earthmoving/										Earthmoving/
	Agricultural		Construction		Consumer					Agricultural			Construction			Consumer
	Segment		Segment		Segment			Total		Segment			Segment			Segment		Total
Goodwill, January 1	$	24,540	$	14,898	$	2,637		$	42,075	$	11,522		$	13,419		$	—	$	24,941
Foreign currency translation	252		642		(70		)	824		(993		)	(1,605		)	—		(2,598		)
Goodwill, June 30	$	24,792	$	15,540	$	2,567		$	42,899	$	10,529		$	11,814		$	—	$	22,343

The Company reviews goodwill for impairment during the fourth quarter of each annual reporting period, and whenever events and circumstances indicate that the carrying values may not be recoverable. In the second quarter of 2014, several large mining equipment manufacturers significantly decreased their sales forecast for mining equipment. The Company's sales of mining product were deteriorating at an accelerated pace. Therefore, related to the earthmoving/construction segment, the Company reviewed $12.2 million of Australia goodwill for impairment in the second quarter of 2014. The recoverability of the goodwill was evaluated by estimating future discounted cash flows. In determining the estimated future cash flows, the Company considered current and projected future levels of income as well as business trends and economic conditions. Impairment was not identified. However, the calculated excess value was less than 10% and there may be potential risk of future impairment if cash flows or other estimates would change.

The components of intangible assets consisted of the following (amounts in thousands):

	Weighted- Average Useful Lives (in Years)	June 30, 2014		December 31, 2013
Amortizable intangible assets:
Customer relationships	13.1	17,248		16,659
Patents, trademarks and other	6.3	20,148		20,561
Total at cost		37,396		37,220
Less accumulated amortization		(6,544	)	(4,607	)
		30,852		32,613

Amortization related to intangible assets for the six months ended June 30, 2014 and 2013, totaled $2.2 million and $1.2 million, respectively. Intangible assets are included as a component of other assets in the consolidated condensed balance sheet.

The estimated aggregate amortization expense at June 30, 2014, is as follows (amounts in thousands):

July 1 - December 31, 2014	$	2,306
2015	4,219
2016	3,371
2017	3,196
2018	3,196
Thereafter	14,564
	$	30,852

XML

VARIABLE INTEREST ENTITIES (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2013	Dec. 31, 2012	Sep. 30, 2012	Dec. 31, 2011
Variable Interest Entity [Line Items]
Cash and Cash Equivalents, at Carrying Value	$ 162,954	$ 189,360	$ 424,387	$ 189,114
Inventory, Net	386,700	384,920
Goodwill	42,899	42,075			22,343	24,941
Property, Plant and Equipment, Net	604,017	638,807
Other Assets, Noncurrent	134,340	129,699
Assets	1,762,510	1,821,231
Liabilities, Current	370,593	386,571
Liabilities	996,894	1,023,195
Variable Interest Entity, Primary Beneficiary [Member]
Variable Interest Entity [Line Items]
Cash and Cash Equivalents, at Carrying Value	11,784	17,106
Inventory, Net	21,958	33,406
Other Assets, Current	18,950	17,000
Goodwill	20,020	20,601
Property, Plant and Equipment, Net	66,492	76,060
Other Assets, Noncurrent	15,052	16,673
Assets	154,256	180,846
Liabilities, Current	15,663	23,816
Liabilities, Noncurrent	13,576	15,818
Liabilities	$ 29,239	$ 39,634

XML

OTHER INCOME (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Foreign Currency Transaction Gain (Loss), before Tax	$ 3,747	$ (6,111)	$ 2,050	$ (6,654)
Other income (expense)	787	681	1,250	1,331
Amortization of Prepaid Royalty Discount	756	787	1,530	1,703
Income (Loss) from Equity Method Investments	0	0	0	0
Interest income	288	1,530	640	1,931
Building rental income	225	224	431	404
Nonoperating Income (Expense)	6,335	(2,429)	6,851	(1,010)
Wheels India [Member]
Income (Loss) from Equity Method Investments	$ 532	$ 460	$ 950	$ 275
Equity Method Investment, Ownership Percentage	34.23%		34.23%		41.73%

XML

EMPLOYEE BENEFIT PLANS (Details) (USD $)	3 Months Ended			6 Months Ended
	Jun. 30, 2014	Dec. 31, 2013	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
EMPLOYEE BENEFIT PLANS [Abstract]
Defined Benefit Plan, Contributions by Employer				$ 2,300,000
Defined Benefit Plan, Estimated Future Employer Contributions in Current Fiscal Year		3,600,000
Defined Benefit Plan, Service Cost	193,000		214,000	402,000	386,000
Defined Benefit Plan, Interest Cost	1,426,000		1,350,000	2,847,000	2,704,000
Defined Benefit Plan, Expected Return on Plan Assets	(1,501,000)		(1,396,000)	(3,003,000)	(2,792,000)
Other Comprehensive Income (Loss), Amortization, Pension and Other Postretirement Benefit Plans, Net Prior Service Cost (Credit) Recognized in Net Periodic Benefit Cost, before Tax	34,000		34,000	68,000	68,000
Defined Benefit Plan, Amortization of Gains (Losses)	758,000		1,317,000	1,516,000	2,635,000
Defined Benefit Plan, Net Periodic Benefit Cost	$ 910,000		$ 1,519,000	$ 1,830,000	$ 3,001,000

XML

ACQUISITIONS (Tables) (Voltyre-Prom [Member])

6 Months Ended

Jun. 30, 2014

Voltyre-Prom [Member]

Business Acquisition [Line Items]

Schedule of Business Acquisitions, by Acquisitions [Table Text Block]

The purchase price allocation of the Voltyre-Prom acquisition consisted of the following (amounts in thousands):

	Acquisition			Additional
	Date			Purchases		Total
Cash	$	80		$	—	$	80
Accounts receivable	5,596			—		5,596
Inventories	3,807			—		3,807
Deferred income taxes - current asset	253			—		253
Prepaid & other current assets	1,881			—		1,881
Goodwill	21,002			—		21,002
Property, plant & equipment	79,255			—		79,255
Other assets	17,615			—		17,615
Accounts payable	(715		)	—		(715		)
Other current liabilities	(4,152		)	—		(4,152		)
Deferred income taxes - noncurrent liability	(15,989		)	—		(15,989		)
Noncontrolling interests	(14,542		)	13,395		(1,147		)
Net assets acquired	$	94,091		$	13,395	$	107,486

XML

SUBSIDIARY GUARANTOR FINANCIAL INFORMATION (Tables)

6 Months Ended

Jun. 30, 2014

SUBSIDIARY GUARANTOR FINANCIAL INFORMATION [Abstract]

Condensed Financial Information, Condensed Statement of Operations [Table Text Block]

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Three Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net sales	$	—		$	244,664		$	279,067		$	—	$	523,731
Cost of sales	303			241,915			258,953			—		501,171
Gross profit (loss)	(303		)	2,749			20,114			—		22,560
Selling, general and administrative expenses	2,388			17,611			25,009			—		45,008
Research and development expenses	72			1,214			1,903			—		3,189
Royalty expense	—			1,926			1,904			—		3,830
Loss from operations	(2,763		)	(18,002		)	(8,702		)	—		(29,467		)
Interest expense	(8,255		)	—			(671		)	—		(8,926		)
Intercompany interest income (expense)	1,618			—			(1,618		)	—		—
Other income	1,192			103			5,040			—		6,335
Loss before income taxes	(8,208		)	(17,899		)	(5,951		)	—		(32,058		)
Benefit for income taxes	69			(6,437		)	(799		)	—		(7,167		)
Equity in earnings of subsidiaries	(16,614		)	—			(18,004		)	34,618		—
Net income (loss)	(24,891		)	(11,462		)	(23,156		)	34,618		(24,891		)
Net loss noncontrolling interests	—			—			(4,380		)	—		(4,380		)
Net income (loss) attributable to Titan	$	(24,891	)	$	(11,462	)	$	(18,776	)	$	34,618	$	(20,511	)

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Three Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	323,482	$	269,809		$	—		$	593,291
Cost of sales	277			261,789		244,570			—			506,636
Gross profit (loss)	(277		)	61,693		25,239			—			86,655
Selling, general and administrative expenses	2,130			20,300		21,223			—			43,653
Research and development expenses	(28		)	1,400		1,429			—			2,801
Royalty expense	—			1,850		1,445			—			3,295
Income (loss) from operations	(2,379		)	38,143		1,142			—			36,906
Interest expense	(10,833		)	—		(2,236		)	—			(13,069		)
Gain on earthquake insurance recovery	—			—		22,451			—			22,451
Intercompany interest income (expense)	2,192			—		(2,192		)	—			—
Other income (expense)	904			2		(3,335		)	—			(2,429		)
Income (loss) before income taxes	(10,116		)	38,145		15,830			—			43,859
Provision for income taxes	6,491			13,637		875			—			21,003
Equity in earnings of subsidiaries	39,463			—		14,892			(54,355		)	—
Net income (loss)	22,856			24,508		29,847			(54,355		)	22,856
Net loss noncontrolling interests	—			—		(361		)	—			(361		)
Net income (loss) attributable to Titan	$	22,856		$	24,508	$	30,208		$	(54,355	)	$	23,217

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations		Consolidated
Net sales	$	—		$	508,622		$	554,049		$	—	$	1,062,671
Cost of sales	513			470,154			514,894			—		985,561
Gross profit (loss)	(513		)	38,468			39,155			—		77,110
Selling, general and administrative expenses	4,032			36,601			51,210			—		91,843
Research and development expenses	72			3,367			3,460			—		6,899
Royalty expense	—			3,774			3,797			—		7,571
Loss from operations	(4,617		)	(5,274		)	(19,312		)	—		(29,203		)
Interest expense	(16,517		)	—			(1,668		)	—		(18,185		)
Intercompany interest income (expense)	3,302			—			(3,302		)	—		—
Other income	1,534			48			5,269			—		6,851
Loss before income taxes	(16,298		)	(5,226		)	(19,013		)	—		(40,537		)
Benefit for income taxes	(5,971		)	(1,627		)	(2,920		)	—		(10,518		)
Equity in earnings of subsidiaries	(19,692		)	—			(18,881		)	38,573		—
Net income (loss)	(30,019		)	(3,599		)	(34,974		)	38,573		(30,019		)
Net loss noncontrolling interests	—			—			(11,671		)	—		(11,671		)
Net income (loss) attributable to Titan	$	(30,019	)	$	(3,599	)	$	(23,303	)	$	38,573	$	(18,348	)

(Amounts in thousands)	Consolidating Condensed Statements of Operations For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	647,376	$	524,302		$	—		$	1,171,678
Cost of sales	667			518,015		469,590			—			988,272
Gross profit (loss)	(667		)	129,361		54,712			—			183,406
Selling, general and administrative expenses	4,447			38,124		43,525			—			86,096
Research and development expenses	(18		)	2,713		2,808			—			5,503
Royalty expense	—			3,628		3,390			—			7,018
Income (loss) from operations	(5,096		)	84,896		4,989			—			84,789
Interest expense	(18,564		)	—		(4,946		)	—			(23,510		)
Convertible debt conversion charge	(7,273		)	—		—			—			(7,273		)
Gain on earthquake insurance recovery	—			—		22,451			—			22,451
Intercompany interest income (expense)	2,689			—		(2,689		)	—			—
Other income (expense)	1,548			26		(2,584		)	—			(1,010		)
Income (loss) before income taxes	(26,696		)	84,922		17,221			—			75,447
Provision (benefit) for income taxes	(1,844		)	30,590		4,456			—			33,202
Equity in earnings of subsidiaries	67,097			—		33,524			(100,621		)	—
Net income (loss)	42,245			54,332		46,289			(100,621		)	42,245
Net loss noncontrolling interests	—			—		(447		)	—			(447		)
Net income (loss) attributable to Titan	$	42,245		$	54,332	$	46,736		$	(100,621	)	$	42,692

Condensed Financial Information, Condensed Statement of Comprehensive Income [Table Text Block]

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Three Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	(24,891	)	$	(11,462	)	$	(23,156	)	$	34,618		$	(24,891	)
Currency translation adjustment, net	7,826			—			7,826			(7,826		)	7,826
Pension liability adjustments, net of tax	28			450			(422		)	(28		)	28
Comprehensive income (loss)	(17,037		)	(11,012		)	(15,752		)	26,764			(17,037		)
Net comprehensive loss attributable to noncontrolling interests	—			—			(1,062		)	—			(1,062		)
Comprehensive income (loss) attributable to Titan	$	(17,037	)	$	(11,012	)	$	(14,690	)	$	26,764		$	(15,975	)

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Three Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	22,856		$	24,508	$	29,847		$	(54,355	)	$	22,856
Currency translation adjustment, net	(25,171		)	—		(25,171		)	25,171			(25,171		)
Pension liability adjustments, net of tax	1,070			781		289			(1,070		)	1,070
Comprehensive income (loss)	(1,245		)	25,289		4,965			(30,254		)	(1,245		)
Net comprehensive income attributable to noncontrolling interests	—			—		(3,167		)	—			(3,167		)
Comprehensive income (loss) attributable to Titan	$	(1,245	)	$	25,289	$	8,132		$	(30,254	)	$	1,922

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	(30,019	)	$	(3,599	)	$	(34,974	)	$	38,573		$	(30,019	)
Currency translation adjustment, net	8,214			—			8,214			(8,214		)	8,214
Pension liability adjustments, net of tax	745			900			(155		)	(745		)	745
Comprehensive income (loss)	(21,060		)	(2,699		)	(26,915		)	29,614			(21,060		)
Net comprehensive loss attributable to noncontrolling interests	—			—			(13,245		)	—			(13,245		)
Comprehensive income (loss) attributable to Titan	$	(21,060	)	$	(2,699	)	$	(13,670	)	$	29,614		$	(7,815	)

(Amounts in thousands)	Consolidating Condensed Statements of Comprehensive Income For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries		Non-Guarantor Subsidiaries			Eliminations			Consolidated
Net income (loss)	$	42,245		$	54,332	$	46,289		$	(100,621	)	$	42,245
Unrealized gain (loss) on investments, net of tax	(3		)	—		(3		)	3			(3		)
Currency translation adjustment, net	(25,367		)	—		(25,367		)	25,367			(25,367		)
Pension liability adjustments, net of tax	2,021			1,562		459			(2,021		)	2,021
Comprehensive income (loss)	18,896			55,894		21,378			(77,272		)	18,896
Net comprehensive loss attributable to noncontrolling interests	—			—		(3,158		)	—			(3,158		)
Comprehensive income (loss) attributable to Titan	$	18,896		$	55,894	$	24,536		$	(77,272	)	$	22,054

Condensed Financial Information, Condensed Balance Sheet [Table Text Block]

(Amounts in thousands)	Consolidating Condensed Balance Sheets June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	91,778		$	5		$	71,171	$	—		$	162,954
Accounts receivable, net	—			112,903			189,601		—			302,504
Inventories	—			114,696			272,004		—			386,700
Prepaid and other current assets	35,499			28,138			58,622		—			122,259
Total current assets	127,277			255,742			591,398		—			974,417
Property, plant and equipment, net	8,085			172,248			423,684		—			604,017
Investment in subsidiaries	887,704			—			122,182		(1,009,886		)	—
Other assets	36,778			357			146,941		—			184,076
Total assets	$	1,059,844		$	428,347		$	1,284,205	$	(1,009,886	)	$	1,762,510
Liabilities and Stockholders’ Equity
Short-term debt	$	—		$	—		$	26,498	$	—		$	26,498
Accounts payable	320			15,694			184,534		—			200,548
Other current liabilities	22,860			50,198			70,489		—			143,547
Total current liabilities	23,180			65,892			281,521		—			370,593
Long-term debt	460,161			—			41,307		—			501,468
Other long-term liabilities	31,401			13,841			79,591		—			124,833
Intercompany accounts	(135,639		)	(155,584		)	291,223		—			—
Titan stockholders' equity	680,741			504,198			505,688		(1,009,886		)	680,741
Noncontrolling interests	—			—			84,875		—			84,875
Total liabilities and stockholders’ equity	$	1,059,844		$	428,347		$	1,284,205	$	(1,009,886	)	$	1,762,510

(Amounts in thousands)	Consolidating Condensed Balance Sheets December 31, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Cash and cash equivalents	$	81,472		$	4		$	107,884	$	—		$	189,360
Restricted cash	—			—			14,268		—			14,268
Accounts receivable, net	—			89,259			173,794		—			263,053
Inventories	—			129,113			255,807		—			384,920
Prepaid and other current assets	80,876			20,416			54,985		—			156,277
Total current assets	162,348			238,792			606,738		—			1,007,878
Property, plant and equipment, net	9,885			206,928			421,994		—			638,807
Investment in subsidiaries	884,222			—			141,752		(1,025,974		)	—
Other assets	34,259			387			139,900		—			174,546
Total assets	$	1,090,714		$	446,107		$	1,310,384	$	(1,025,974	)	$	1,821,231
Liabilities and Stockholders’ Equity
Short-term debt	$	—		$	—		$	75,061	$	—		$	75,061
Accounts payable	368			12,525			163,826		—			176,719
Other current liabilities	15,278			58,001			61,512		—			134,791
Total current liabilities	15,646			70,526			300,399		—			386,571
Long-term debt	460,161			—			37,533		—			497,694
Other long-term liabilities	40,658			15,571			82,701		—			138,930
Intercompany accounts	(113,474		)	(147,529		)	261,003		—			—
Titan stockholders' equity	687,723			507,539			518,435		(1,025,974		)	687,723
Noncontrolling interests	—			—			110,313		—			110,313
Total liabilities and stockholders’ equity	$	1,090,714		$	446,107		$	1,310,384	$	(1,025,974	)	$	1,821,231

Condensed Financial Information, Condensed Statement of Cash Flows [Table Text Block]

(Amounts in thousands)	Consolidating Condensed Statements of Cash Flows For the Six Months Ended June 30, 2014
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by operating activities	$	11,495		$	4,430		$	27,130		$	43,055
Cash flows from investing activities:
Capital expenditures	(667		)	(4,770		)	(25,446		)	(30,883		)
Acquisition of additional interest	(49		)	—			(13,346		)	(13,395		)
Decrease in restricted cash deposits	—			—			14,268			14,268
Other, net	—			341			2,900			3,241
Net cash used for investing activities	(716		)	(4,429		)	(21,624		)	(26,769		)
Cash flows from financing activities:
Payment on debt	—			—			(53,393		)	(53,393		)
Term loan borrowing	—			—			6,217			6,217
Proceeds from exercise of stock options	141			—			—			141
Excess tax benefit from stock options exercised	(45		)	—			—			(45		)
Payment of financing fees	(33		)	—			—			(33		)
Dividends paid	(536		)	—			—			(536		)
Net cash used for financing activities	(473		)	—			(47,176		)	(47,649		)
Effect of exchange rate change on cash	—			—			4,957			4,957
Net increase (decrease) in cash and cash equivalents	10,306			1			(36,713		)	(26,406		)
Cash and cash equivalents, beginning of period	81,472			4			107,884			189,360
Cash and cash equivalents, end of period	$	91,778		$	5		$	71,171		$	162,954

(Amounts in thousands)	Consolidating Condensed Statements of Cash Flows For the Six Months Ended June 30, 2013
	Titan  Intl., Inc. (Parent)			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidated
Net cash provided by (used for) operating activities	$	(100,008	)	$	15,562		$	171,056		$	86,610
Cash flows from investing activities:
Capital expenditures	(3,189		)	(15,564		)	(17,315		)	(36,068		)
Acquisitions, net of cash acquired	—			—			(1,671		)	(1,671		)
Additional equity investment in Wheels India	—			—			(8,017		)	(8,017		)
Insurance Proceeds	—			—			2,879			2,879
Other, net	—			2			177			179
Net cash used for investing activities	(3,189		)	(15,562		)	(23,947		)	(42,698		)
Cash flows from financing activities:
Proceeds from borrowings	345,313			—			—			345,313
Payment on debt	—			—			(155,082		)	(155,082		)
Term loan borrowing	—			—			25,157			25,157
Convertible note conversion	(14,090		)	—			—			(14,090		)
Proceeds from exercise of stock options	841			—			—			841
Excess tax benefit from stock options exercised	(42		)	—			—			(42		)
Payment of financing fees	(5,452		)	—			—			(5,452		)
Dividends paid	(511		)	—			—			(511		)
Net cash provided by (used for) financing activities	326,059			—			(129,925		)	196,134
Effect of exchange rate change on cash	—			—			(4,773		)	(4,773		)
Net increase in cash and cash equivalents	222,862			—			12,411			235,273
Cash and cash equivalents, beginning of period	103,154			4			85,956			189,114
Cash and cash equivalents, end of period	$	326,016		$	4		$	98,367		$	424,387

XML

VARIABLE INTEREST ENTITIES (Notes)

6 Months Ended

Jun. 30, 2014

VARIABLE INTEREST ENTITIES [Abstract]

Variable Interest Entities Disclosure [Text Block]

VARIABLE INTEREST ENTITIES

The Company holds a variable interest in three joint ventures for which the Company is the primary beneficiary. Two of the joint ventures operate distribution facilities which primarily distribute mining products. One of these facilities is located in Canada and the other is located in Australia. The Company’s variable interest in these joint ventures relates to sales of Titan product to these entities, consigned inventory and working capital loans. The third joint venture is the consortium which owns Voltyre-Prom, a leading producer of agricultural and industrial tires in Volgograd, Russia. Titan is acting as operating partner with responsibility for Voltyre-Prom’s daily operations. The Company has also provided working capital loans to Voltyre-Prom.

As the primary beneficiary of these variable interest entities (VIEs), the entities’ assets, liabilities and results of operations are included in the Company’s consolidated financial statements. The other equity holders’ interests are reflected in “Net loss attributable to noncontrolling interests” in the consolidated condensed statements of operations and “Noncontrolling interests” in the consolidated condensed balance sheets.

The following table summarizes the carrying amount of the entities’ assets and liabilities included in the Company’s consolidated condensed balance sheets at June 30, 2014 and December 31, 2013 (amounts in thousands):

	June 30, 2014		December 31, 2013
Cash and cash equivalents	$	11,784	$	17,106
Inventory	21,958		33,406
Other current assets	18,950		17,000
Goodwill	20,020		20,601
Property, plant and equipment, net	66,492		76,060
Other noncurrent assets	15,052		16,673
Total assets	154,256		180,846
Current liabilities	15,663		23,816
Noncurrent liabilities	13,576		15,818
Total liabilities	29,239		39,634

All assets in the above table can only be used to settle obligations of the consolidated VIE. Liabilities are nonrecourse obligations. Amounts presented in the table above are adjusted for intercompany eliminations.

XML

EARNINGS PER SHARE

6 Months Ended

Jun. 30, 2014

Earnings Per Share [Abstract]

EARNINGS PER SHARE

EARNINGS PER SHARE

Earnings per share (EPS) were as follows (amounts in thousands, except per share data):

	Three months ended
	June 30, 2014							June 30, 2013
	Titan Net loss			Weighted- average shares	Per share  amount			Titan Net income		Weighted- average shares	Per share  amount
Basic earnings per share	$	(20,511	)	53,486	$	(0.38	)	$	23,217	53,426	$	0.43
Effect of stock options/trusts	—			—				—		280
Effect of convertible notes	—			—				609		5,798
Diluted earnings per share	$	(20,511	)	53,486	$	(0.38	)	$	23,826	59,504	$	0.40

	Six months ended
	June 30, 2014							June 30, 2013
	Titan Net income			Weighted- average shares	Per share  amount			Titan Net income		Weighted- average shares	Per share  amount
Basic earnings per share	$	(18,348	)	53,478	$	(0.34	)	$	42,692	52,625	$	0.81
Effect of stock options/trusts	—			—				—		290
Effect of convertible notes	—			—				1,381		6,612
Diluted earnings per share	$	(18,348	)	53,478	$	(0.34	)	$	44,073	59,527	$	0.74

The effect of stock options/trusts has been excluded for the three and six months ended June 30, 2014, as the effect would have been antidilutive. The weighted average share amount excluded was 0.3 million shares.

The effect of convertible notes has been excluded for the three months and six months ended June 30, 2014, as the effect would have been antidilutive. The weighted average share amount excluded was 5.8 million shares.

XML

FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 30, 2014

Fair Value Disclosures [Abstract]

Fair Value, Measurement Inputs, Disclosure [Table Text Block]

Assets and liabilities measured at fair value on a recurring basis consisted of the following (amounts in thousands):

	June 30, 2014										December 31, 2013
	Total			Level 1		Level 2			Level 3		Total			Level 1		Level 2			Level 3
Contractual obligation investments	$	9,332		$	9,332	$	—		$	—	$	8,723		$	8,723	$	—		$	—
Preferred stock	250			—		—			250		250			—		—			250
Derivative financial instruments liability	(75		)	—		(75		)	—		(126		)	—		(126		)	—
Total	$	9,507		$	9,332	$	(75	)	$	250	$	8,847		$	8,723	$	(126	)	$	250

Fair Value, Assets and Liabilities Measured on Recurring Basis, Gain (Loss) Included in Earnings [Table Text Block]

The following table presents the changes during the periods presented in Titan's Level 3 investments that are measured at fair value on a recurring basis (amounts in thousands):

	Preferred stock
Balance at December 31, 2013	$	250
Total realized and unrealized gains and losses	—
Balance as of June 30, 2014	$	250

Fair Value Measurements, Nonrecurring [Table Text Block]

Fair value, nonrecurring, Level 2 measurements from impairments consisted of the following (amounts in thousands):

	Fair Value				Impairment Charges
	June 30,		December 31,		Six months ended
	2014		2013		2014		2013
Property, plant and equipment	$	45,189	$	—	$	23,242	$	—

The fair value measurements and impairment charges shown above pertain to assets used to produce giant mining tires for the mining industry. See note 2 for additional information.

XML

REVOLVING CREDIT FACILITY AND LONG-TERM DEBT (Tables)

6 Months Ended

Jun. 30, 2014

Debt Instrument [Line Items]

Schedule of Long-term Debt Instruments [Table Text Block]

Long-term debt consisted of the following (amounts in thousands):

	June 30, 2014		December 31, 2013
6.875% senior secured notes due 2020	$	400,000	$	400,000
5.625% convertible senior subordinated notes due 2017	60,161		60,161
Titan Europe credit facilities	38,503		41,687
Other debt	26,279		67,541
Capital leases	3,023		3,366
	527,966		572,755
Less amounts due within one year	26,498		75,061
	$	501,468	$	497,694

Schedule of Maturities of Long-term Debt [Table Text Block]

Aggregate maturities of long-term debt at June 30, 2014, were as follows (amounts in thousands):

July 1 - December 31, 2014	$	26,012
2015	17,123
2016	20,906
2017	61,025
2018	656
Thereafter	402,244
	$	527,966

XML

CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Jun. 30, 2014	Dec. 31, 2013
Current assets
Cash and cash equivalents	$ 162,954	$ 189,360
Restricted cash	0	14,268
Accounts receivable, net	302,504	263,053
Inventories	386,700	384,920
Deferred income taxes	41,707	41,931
Prepaid and other current assets	80,552	114,346
Total current assets	974,417	1,007,878
Property, plant and equipment, net	604,017	638,807
Goodwill	42,899	42,075
Deferred income taxes	6,837	2,772
Other assets	134,340	129,699
Total assets	1,762,510	1,821,231
Current liabilities
Short-term debt	26,498	75,061
Accounts payable	200,548	176,719
Deferred income taxes	4,084	3,525
Other current liabilities	139,463	131,266
Total current liabilities	370,593	386,571
Long-term debt	501,468	497,694
Deferred income taxes	48,706	60,985
Other long-term liabilities	76,127	77,945
Total liabilities	996,894	1,023,195
Titan stockholders' equity
Common stock (no par, 120,000,000 shares authorized, 55,253,092 issued)	0	0
Additional paid-in capital	560,916	558,637
Retained earnings	188,657	207,541
Treasury stock (at cost, 1,665,188 and 1,692,220 shares, respectively)	(15,343)	(15,586)
Treasury stock reserved for deferred compensation	(1,075)	(1,075)
Accumulated other comprehensive loss	(52,414)	(61,794)
Total Titan stockholders' equity	680,741	687,723
Noncontrolling interests	84,875	110,313
Total equity	765,616	798,036
Total liabilities and equity	$ 1,762,510	$ 1,821,231

XML

MINING ASSET IMPAIRMENT AND INVENTORY WRITEDOWN (Notes)

6 Months Ended

Jun. 30, 2013

MINING ASSET IMPAIRMENT AND INVENTORY WRITEDOWN [Abstract]

Property, Plant and Equipment, Impairment [Policy Text Block]

MINING ASSET IMPAIRMENT AND INVENTORY WRITEDOWN

In the second quarter of 2014, the Company recorded an asset impairment and inventory writedown of $23.2 million and $11.6 million, respectively. The impairment was recorded on machinery, equipment and molds used to produce giant mining tires. Mining products are included in the Company's earthmoving/construction segment. In the second quarter of 2014, several large mining equipment manufacturers significantly decreased their sales forecast for mining equipment. The Company's sales of mining product were deteriorating at an accelerated pace. Therefore, the company tested mining related assets for impairment in the second quarter of 2014. The fair value of the mining equipment was determined using a cost and market approach. The inventory writedown was to adjust the value of mining product inventory to estimated market value.

XML

PROPERTY, PLANT AND EQUIPMENT, NET (Details) (USD $)	6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Dec. 31, 2013
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 1,059,540,000		$ 1,082,749,000
Less accumulated depreciation	(455,523,000)		(443,942,000)
Property, Plant and Equipment, Net	604,017,000		638,807,000
Depreciation	43,800,000	37,800,000
Capital Leased Assets, Gross	10,700,000
Mining asset impairment	23,242,000	0
Land and Land Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	68,806,000		67,243,000
Building and Building Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	243,602,000		242,261,000
Capital Leased Assets, Gross	5,800,000		4,600,000
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	589,188,000		617,709,000
Capital Leased Assets, Gross	49,800,000		40,600,000
Tools, Dies and Molds [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	106,816,000		112,997,000
Capital Leased Assets, Gross	200,000
Construction in Progress [Member]
Property, Plant and Equipment [Line Items]
Property, Plant and Equipment, Gross	$ 51,128,000		$ 42,539,000

XML

EARNINGS PER SHARE (Details) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Net income attributable to Titan	$ (20,511)	$ 23,217	$ (18,348)	$ 42,692
Weighted Average Number of Shares Outstanding, Basic	53,486,000	53,426,000	53,478,000	52,625,000
Dilutive Securities, Effect on Basic Earnings Per Share, Including Options and Restrictive Stock Units	0	0	0	0
Weighted Average Number Diluted Shares Outstanding Adjustment	0	280,000	0	290,000
Dilutive Securities, Effect on Basic Earnings Per Share	0	609	0	1,381
Incremental Common Shares Attributable to Conversion of Debt Securities	0	5,798,000	0	6,612,000
Titan Net income (loss)	$ (20,511)	$ 23,826	$ (18,348)	$ 44,073
Weighted-average shares	53,486,000	59,504,000	53,478,000	59,527,000
Earnings Per Share, Basic	$ (0.38)	$ 0.43	$ (0.34)	$ 0.81
Earnings Per Share, Diluted	$ (0.38)	$ 0.40	$ (0.34)	$ 0.74
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	300,000
5.625% convertible senior subordinated notes [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	5,800,000

XML

LITIGATION

6 Months Ended

Jun. 30, 2014

Commitments and Contingencies Disclosure [Abstract]

LITIGATION

LITIGATION

The Company is a party to routine legal proceedings arising out of the normal course of business.  Although it is not possible to predict with certainty the outcome of these unresolved legal actions or the range of possible loss, the Company believes at this time that none of these actions, individually or in the aggregate, will have a material adverse effect on the consolidated financial condition, results of operations or cash flows of the Company.  However, due to the difficult nature of predicting unresolved and future legal claims, the Company cannot anticipate or predict the material adverse effect on its consolidated financial condition, results of operations or cash flows as a result of efforts to comply with or its liabilities pertaining to legal judgments.

XML

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2014	Jun. 30, 2013	Jun. 30, 2014	Jun. 30, 2013	Mar. 31, 2014	Dec. 31, 2013
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) [Abstract]
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax	$ (32,229)		$ (32,229)		$ (36,678)	$ (40,864)
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax	(20,185)		(20,185)		(20,213)	(20,930)
Accumulated other comprehensive loss	(52,414)		(52,414)		(56,891)	(61,794)
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax, Portion Attributable to Parent	4,449		8,635
Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax	$ (28)	$ (1,070)	$ (745)	$ (2,021)

XML

PROPERTY, PLANT AND EQUIPMENT, NET (Tables)

6 Months Ended

Jun. 30, 2014

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment [Table Text Block]

Property, plant and equipment, net consisted of the following (amounts in thousands):

	June 30, 2014			December 31, 2013
Land and improvements	$	68,806		$	67,243
Buildings and improvements	243,602			242,261
Machinery and equipment	589,188			617,709
Tools, dies and molds	106,816			112,997
Construction-in-process	51,128			42,539
	1,059,540			1,082,749
Less accumulated depreciation	(455,523		)	(443,942		)
	$	604,017		$	638,807

XML

EMPLOYEE BENEFIT PLANS

6 Months Ended

Jun. 30, 2014

EMPLOYEE BENEFIT PLANS [Abstract]

Compensation and Retirement Disclosure [Abstract]

EMPLOYEE BENEFIT PLANS

The Company has three frozen defined benefit pension plans covering certain employees or former employees of three U.S. subsidiaries. The Company also has pension plans covering certain employees of several foreign subsidiaries. The Company also sponsors four 401(k) retirement savings plans in the U.S. and a number of defined contribution plans at foreign subsidiaries. The Company contributed approximately $2.3 million to the pension plans during the six months ended June 30, 2014 and expects to contribute approximately $3.6 million to the pension plans during the remainder of 2014.

The components of net periodic pension cost consisted of the following (amounts in thousands):

	Three months ended						Six months ended
	June 30,						June 30,
	2014			2013			2014			2013
Service cost	$	193		$	214		$	402		$	386
Interest cost	1,426			1,350			2,847			2,704
Expected return on assets	(1,501		)	(1,396		)	(3,003		)	(2,792		)
Amortization of unrecognized prior service cost	34			34			68			68
Amortization of net unrecognized loss	758			1,317			1,516			2,635
Net periodic pension cost	$	910		$	1,519		$	1,830		$	3,001