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PLEXUS CORP

For the period ended Mar 30, 2024. Filed May 3, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 30, 2024 · Filed May 3, 2024

PLXS$205.64+7.0%Stored close · as of Nov 9, 2026

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Notes to Condensed Consolidated Financial Statements

FOR THE THREE MONTHS ENDED MARCH 30, 2024 AND APRIL 1, 2023

Unaudited

  1. Basis of Presentation

Basis of Presentation:

The accompanying Condensed Consolidated Financial Statements included herein have been prepared by Plexus Corp. and its subsidiaries (together “Plexus” or the “Company”) without audit and pursuant to the rules and regulations of the United States (“U.S.”) Securities and Exchange Commission (“SEC”). The accompanying Condensed Consolidated Financial Statements reflect all adjustments, which include normal recurring adjustments necessary for the fair statement of the condensed consolidated financial position of the Company as of March 30, 2024 and September 30, 2023, the results of operations and shareholders' equity for the three and six months ended March 30, 2024 and April 1, 2023, and the cash flows for the same six month periods.

The Company’s fiscal year ends on the Saturday closest to September 30. The Company uses a “4-4-5” weekly accounting system for the interim periods in each quarter. Each quarter, therefore, ends on a Saturday at the end of the 4-4-5 period. Periodically, an additional week must be added to the fiscal year to re-align with the Saturday closest to September 30. All fiscal quarters presented herein included 13 weeks.

Certain information and footnote disclosures, normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America ("U.S. GAAP"), have been condensed or omitted pursuant to the SEC’s rules and regulations dealing with interim financial statements. However, the Company believes that the disclosures made in the Condensed Consolidated Financial Statements included herein are adequate to make the information presented not misleading. It is suggested that these Condensed Consolidated Financial Statements be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s 2023 Annual Report on Form 10-K.

The preparation of financial statements requires management to make estimates and assumptions that affect the amounts reported in the Condensed Consolidated Financial Statements and notes thereto. The Company has considered information available as of the date of issuance of these financial statements and, other than the information disclosed in Note 16, "Subsequent Event", is not aware of any specific events or circumstances that would require an update to its estimates or judgments or a revision of the carrying value of its assets or liabilities. These estimates may change as new events occur and additional information becomes available. Actual results could differ materially from these estimates.

Reclassification:

Certain prior year amounts in the consolidated financial statements and notes thereto have been reclassified related to advanced payments from customers to conform to the current year's presentation.

Recently Adopted Accounting Pronouncements:

In September 2022, the FASB issued ASU 2022-04 Supplier Finance Programs (Subtopic 405-50), which requires enhanced disclosures about supplier finance programs. The Company adopted this guidance during the first quarter of fiscal 2024 with no material impact to the Company's Consolidated Financial Statements; however, the impact of the new standard on future periods will depend on the facts and circumstances of future transactions.

Recently Issued Accounting Pronouncements Not Yet Adopted:

In March 2024, the SEC adopted final rules to require registrants to disclose certain climate-related information in registration statements and annual reports. The SEC stayed its climate disclosure rules to facilitate the orderly judicial resolution of pending legal challenges. We are currently evaluating the impacts that the SEC's rule will have on our financial statement disclosures.

In November 2023, the FASB issued ASU 2023-07 Segment Reporting (Topic 280), which requires enhanced disclosures for segment reporting. The guidance is effective for the Company beginning in the first quarter of fiscal 2025. We are currently evaluating the impact that the updated standard will have on our financial statement disclosures.

In December 2023, the FASB issued ASU 2023-09 Income Taxes (Topic 740), which requires enhanced disclosures for income taxes. The guidance is effective for the Company beginning in the first quarter of fiscal 2026. Early adoption is permitted. We are currently evaluating the impact that the updated standard will have on our financial statement disclosures.

The Company does not believe that any other recently issued accounting standards will have a material impact on its Consolidated Financial Statements or apply to its operations.

  1. Inventories

Inventories as of March 30, 2024 and September 30, 2023 consisted of the following (in thousands):

March 30,2024September 30,2023
Raw materials$1,378,789$1,409,638
Work-in-process50,74566,340
Finished goods89,19586,059
Total inventories$1,518,729$1,562,037

In certain circumstances, per contractual terms, customer deposits are received by the Company to offset inventory risks. The total amount of customer deposits related to inventory and included within advanced payments from customers on the accompanying Condensed Consolidated Balance Sheets as of March 30, 2024 and September 30, 2023 was $536.9 million and $590.2 million, respectively.

  1. Debt, Finance Lease and Other Financing Obligations

Debt and finance lease obligations as of March 30, 2024 and September 30, 2023 consisted of the following (in thousands):

March 30,2024September 30,2023
4.05% Senior Notes, due June 15, 2025$100,000$100,000
4.22% Senior Notes, due June 15, 202850,00050,000
Borrowings under the Credit Facility239,000233,000
Finance lease and other financing obligations49,98849,233
Unamortized deferred financing fees(999)(1,175)
Total obligations437,989431,058
Less: current portion(245,964)(240,205)
Long-term debt, finance lease and other financing obligations, net of current portion$192,025$190,853

As of March 30, 2024, the Company was in compliance with covenants for all debt agreements.

During the six months ended March 30, 2024, the highest daily borrowing under the Company's 5-year senior unsecured revolving credit facility (referred to as the "Credit Facility") was $376.0 million; the average daily borrowings were $300.3 million. During the six months ended April 1, 2023, the highest daily borrowing was $412.0 million; the average daily balance was $344.5 million.

The fair value of the Company’s debt, excluding finance lease and other financing obligations, was $383.6 millionand$374.3 million as of March 30, 2024 and September 30, 2023, respectively. The carrying value of the Company's debt, excluding finance lease and other financing obligations, was$389.0 million and$383.0 million as of March 30, 2024 and September 30, 2023, respectively. If measured at fair value in the financial statements, the Company's debt would be classified as Level 2 in the fair value hierarchy. Refer to Note 4, "Derivatives and Fair Value Measurements," for further information regarding the Company's fair value calculations and classifications.

  1. Derivatives and Fair Value Measurements

All derivatives are recognized in the accompanying Condensed Consolidated Balance Sheets at their estimated fair value. The Company uses derivatives to manage the variability of foreign currency obligations. The Company has cash flow hedges related to forecasted foreign currency obligations, in addition to non-designated hedges to manage foreign currency exposures associated with certain foreign currency denominated assets and liabilities. The Company does not enter into derivatives for speculative purposes.

The Company designates some foreign currency exchange contracts as cash flow hedges of forecasted foreign currency expenses. Changes in the fair value of the derivatives that qualify as cash flow hedges are recorded in "Accumulated other comprehensive loss" in the accompanying Condensed Consolidated Balance Sheets until earnings are affected by the variability of the cash flows. In the next twelve months, the Company estimates that $1.8 million of unrealized gains, net of tax, related to cash flow hedges will be reclassified from other comprehensive income into earnings. Changes in the fair value of the non-designated derivatives related to recognized foreign currency denominated assets and liabilities are recorded in "Miscellaneous, net" in the accompanying Condensed Consolidated Statements of Comprehensive Income.

The Company enters into forward currency exchange contracts for its operations in certain jurisdictions in the AMER and APAC segments on a rolling basis. The Company had cash flow hedges outstanding with a notional value of $275.0 million as of March 30, 2024, and a notional value of $215.4 million as of September 30, 2023. These forward currency contracts fix the exchange rates for the settlement of future foreign currency obligations that have yet to be realized. The total fair value of the forward currency exchange contracts was a $1.8 million asset as of March 30, 2024 and a $5.0 million liability as of September 30, 2023.

The Company had additional forward currency exchange contracts outstanding as of March 30, 2024, with a notional value of $220.7 million; there were $145.5 million of such contracts outstanding as of September 30, 2023. The Company did not designate these derivative instruments as hedging instruments. The net settlement amount (fair value) related to these contracts is recorded on the Condensed Consolidated Balance Sheets as either a current or long-term asset or liability, depending on the term, and as an element of "Miscellaneous, net" in the Condensed Consolidated Statements of Comprehensive Income. The total fair value of these derivatives was a $0.3 million liability as of March 30, 2024 and a $1.3 million liability as of September 30, 2023.

The tables below presents information regarding the fair values of derivative instruments and the effects of derivative instruments on the Company’s Condensed Consolidated Financial Statements:

Fair Values of Derivative Instruments (in thousands)
Derivative Assets · Derivative Liabilities
March 30,2024 · September 30,2023 · March 30,2024 · September 30,2023
Derivatives designated as hedging instrumentsBalance sheetclassificationFair ValueFair ValueBalance sheetclassificationFair ValueFair Value
Foreign currency forward contractsPrepaid expenses and other$4,857$2,610Other accrued liabilities$3,049$7,590
Fair Values of Derivative Instruments (in thousands)
Derivative Assets · Derivative Liabilities
March 30,2024 · September 30,2023 · March 30,2024 · September 30,2023
Derivatives not designated as hedging instrumentsBalance sheetclassificationFair ValueFair ValueBalance sheetclassificationFair ValueFair Value
Foreign currency forward contractsPrepaid expenses and other$780$1,337Other accrued liabilities$1,036$2,669
The Effect of Cash Flow Hedge Accounting on Accumulated Other Comprehensive Loss ("OCL") (in thousands)
for the Three Months Ended
Derivatives in cash flow hedging relationshipsAmount of Gain (Loss) Recognized in OCL on Derivatives
March 30, 2024April 1, 2023
Foreign currency forward contracts$(2,654)$3,574
Derivative Impact on Gain (Loss) Recognized in Condensed Consolidated Statements of Comprehensive Income (in thousands)
for the Three Months Ended
Derivatives in cash flow hedging relationships · Classification of Gain (Loss) Reclassified from Accumulated OCL into Income · Amount of Gain (Loss) Reclassified from Accumulated OCL into Income
March 30, 2024 · April 1, 2023
Foreign currency forward contractsCost of sales$(991)$516
Foreign currency forward contractsSelling and administrative expenses(54)134
Derivatives not designated as hedging instruments · Location of Loss Recognized on Derivatives in Income · Amount of Loss on Derivatives Recognized in Income
March 30, 2024 · April 1, 2023
Foreign currency forward contractsMiscellaneous, net$(698)$(684)
The Effect of Cash Flow Hedge Accounting on Accumulated Other Comprehensive Loss ("OCL") (in thousands)
for the Six Months Ended
Derivatives in cash flow hedging relationshipsAmount of Gain Recognized in OCL on Derivatives
March 30, 2024April 1, 2023
Foreign currency forward contracts$2,785$9,724
Derivative Impact on (Loss) Gain Recognized in Condensed Consolidated Statements of Comprehensive Income (in thousands)
for the Six Months Ended
Derivatives in cash flow hedging relationships · Classification of Loss Reclassified from Accumulated OCL into Income · Amount of Loss Reclassified from Accumulated OCL into Income
March 30, 2024 · April 1, 2023
Foreign currency forward contractsCost of sales$(217)$(1,616)
Foreign currency forward contractsSelling and administrative expenses(3,786)(23)
Derivatives not designated as hedging instruments · Location of Gain Recognized on Derivatives in Income · Amount of Gain on Derivatives Recognized in Income
March 30, 2024 · April 1, 2023
Foreign currency forward contractsMiscellaneous, net$1,671$63

Fair Value Measurements:

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (or exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The Company uses quoted market prices when available or discounted cash flows to calculate fair value. The accounting guidance establishes a fair value hierarchy based on three levels of inputs that may be used to measure fair value. The input levels are:

Level 1: Quoted (observable) market prices in active markets for identical assets or liabilities.

Level 2: Inputs other than Level 1 that are observable, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability.

Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the asset or liability.

The following table lists the fair values of the Company’s derivatives as of March 30, 2024 and September 30, 2023 by input level:

Fair Value Measurements Using Input Levels Asset / (Liability) (in thousands)
Fiscal period ended March 30, 2024Level 1Level 2Level 3Total
Derivatives
Foreign currency forward contracts$—$1,552$—$1,552
Derivatives
Foreign currency forward contracts$—$(6,312)$—$(6,312)

The fair value of foreign currency forward contracts is determined using a market approach, which includes obtaining directly or indirectly observable values from third parties active in the relevant markets. Inputs in the fair value of the foreign currency forward contracts include prevailing forward and spot prices for currency.

  1. Income Taxes

Income tax expense for the three and six months ended March 30, 2024 was $2.7 million and $8.4 million compared to $7.0 million and $14.2 million for the three and six months ended April 1, 2023.

The effective tax rates for the three and six months ended March 30, 2024 were 14.4% and 15.5%, respectively, compared to the effective tax rate of 14.6% for the three and six months ended April 1, 2023. The increase for the six months ended March 30, 2024 compared to the six months ended April 1, 2023 is primarily due to a change in the geographic distribution of pre-tax book income.

The amount of unrecognized tax benefits recorded for uncertain tax positions increased by $1.0 million for the three months ended March 30, 2024. The Company recognizes accrued interest and penalties on uncertain tax positions as a component of income tax expense. The amount of interest and penalties recorded for the three and six months ended March 30, 2024 was not material.

One or more uncertain tax positions may be settled within the next 12 months. Settlement of these matters is not expected to have a material effect on the Company's consolidated results of operations, financial position and cash flows. The Company is not currently under examination by taxing authorities in the U.S. or any foreign jurisdiction.

The Company maintains valuation allowances when it is more likely than not that all or a portion of a net deferred tax asset will not be realized. During the three months ended March 30, 2024, the Company continued to record a full valuation allowance against its net deferred tax assets in certain jurisdictions within the EMEA and APAC segments and a partial valuation against its net deferred tax assets in certain jurisdictions within the AMER segment, as it was more likely than not that these assets would not be fully realized based primarily on historical performance. The Company will continue to provide a valuation allowance against its net deferred tax assets in each of the applicable jurisdictions going forward until it determines it is more likely than not that the deferred tax assets will be realized.

  1. Earnings Per Share

The following is a reconciliation of the amounts utilized in the computation of basic and diluted earnings per share for the three and six months ended March 30, 2024 and April 1, 2023 (in thousands, except per share amounts):

Three Months EndedSix Months Ended
March 30, 2024April 1, 2023March 30, 2024April 1, 2023
Net income$16,239$40,844$45,454$83,034
Basic weighted average common shares outstanding27,54227,66127,51327,650
Dilutive effect of share-based awards and options outstanding387523469623
Diluted weighted average shares outstanding27,92928,18427,98228,273
Earnings per share:
Basic$0.59$1.48$1.65$3.00
Diluted$0.58$1.45$1.62$2.94

For the three and six months ended March 30, 2024 and April 1, 2023, share-based awards for less than 0.1 million shares were not included in the computation of diluted earnings per share as they were antidilutive awards.

See also Note 12, "Shareholders' Equity," for information regarding the Company's share repurchase plans.

  1. Leases

The components of lease expense for the three and six months ended March 30, 2024 and April 1, 2023 indicated were as follows (in thousands):

Three Months EndedSix Months Ended
March 30,2024April 1,2023March 30,2024April 1,2023
Finance lease expense:
Amortization of right-of-use assets$1,506$1,952$3,024$3,566
Interest on lease liabilities1,3751,2602,6972,532
Operating lease expense2,6522,7365,2705,342
Other lease expense1,1651,8303,2273,596
Total$6,698$7,778$14,218$15,036

Based on the nature of the right-of-use ("ROU") asset, amortization of finance lease ROU assets, operating lease expense and other lease expense are recorded within either cost of goods sold or selling and administrative expenses and interest on finance lease liabilities is recorded within interest expense on the Condensed Consolidated Statements of Comprehensive Income. Other lease expense includes lease expense for leases with an estimated total term of twelve months or less and variable lease expense related to variations in lease payments as a result of a change in factors or circumstances occurring after the lease possession date.

The following tables sets forth the amount of lease assets and lease liabilities included in the Company’s Condensed Consolidated Balance Sheets (in thousands):

Financial Statement Line ItemMarch 30,2024September 30,2023
ASSETS
Finance lease assetsProperty, plant and equipment, net$38,308$37,391
Operating lease assetsOperating lease right-of-use assets63,10669,363
Total lease assets$101,414$106,754
LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Finance lease liabilitiesCurrent portion of long-term debt and finance lease obligations$4,574$4,034
Operating lease liabilitiesOther accrued liabilities8,2818,363
Non-current
Finance lease liabilitiesLong-term debt and finance lease obligations, net of current portion40,75139,271
Operating lease liabilitiesLong-term operating lease liabilities33,91538,552
Total lease liabilities$87,521$90,220

As of March 30, 2024, we have a lease signed but not yet commenced totaling payments of $14.6 million. This lease will commence in the next twelve months, with a lease term of 60 years.

  1. Share-Based Compensation

At the 2024 Annual Meeting of Shareholders on February 14, 2024, the Company's shareholders approved the Plexus Corp. 2024 Omnibus Incentive Plan (the "2024 Plan"). The 2024 Plan is a stock and cash-based incentive plan, and includes provisions by which the Company may grant executive officers, employees and directors stock options, stock appreciation rights ("SARs"), restricted stock (including restricted stock units ("RSUs")), performance stock awards (including performance stock units ("PSUs")), other stock awards and cash incentive awards. Similar awards were offered under its predecessor, the Plexus Corp. 2016 Omnibus Incentive Plan (the "2016 Plan"), which is no longer being used for grants; however, outstanding awards granted under the 2016 Plan and its predecessor continue until vesting, exercise, forfeiture or expiration.

The Company recognized $7.1 million and $12.4 million of compensation expense associated with share-based awards for the three and six months ended March 30, 2024, respectively, and $5.9 million and $11.7 million for the three and six months ended April 1, 2023, respectively.

  1. Litigation

The Company is party to lawsuits in the ordinary course of business. We record provisions in the consolidated financial statements for pending legal matters when we determine that an unfavorable outcome is probable, and the amount of the loss can be reasonably estimated.

Management does not believe that any such proceedings, individually or in the aggregate, will have a material positive or adverse effect on the Company’s consolidated financial position, results of operations or cash flows. However, legal proceedings and regulatory and governmental matters are subject to inherent uncertainties, and unfavorable rulings or other events could occur. Unfavorable resolutions could involve substantial fines, civil or criminal penalties, and other expenditures.

  1. Reportable Segments

Reportable segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in assessing performance and allocating resources. The Company uses an internal management reporting system, which provides important financial data to evaluate performance and allocate the Company’s resources on a regional basis. Net sales for the segments are attributed to the region in which the product is manufactured or the service is performed. The services provided, manufacturing processes used, class of customers serviced and order fulfillment processes used are similar and generally interchangeable across the segments. A segment’s performance is evaluated based upon its operating income. A segment’s operating income includes its net sales less cost of sales and selling and administrative expenses, but excludes corporate and other expenses. Corporate and other expenses primarily represent corporate selling and administrative expenses, and restructuring and other charges, if any. These costs are not allocated to the segments, as management excludes such costs when assessing the performance of the segments. Inter-segment transactions are generally recorded at amounts that approximate arm’s length transactions. The accounting policies for the segments are the same as for the Company taken as a whole.

Information about the Company’sthree reportable segments for the three and six months ended March 30, 2024 and April 1, 2023 is as follows (in thousands):

Three Months EndedSix Months Ended
March 30,2024April 1,2023March 30,2024April 1,2023
Net sales:
AMER$321,782$407,806$655,479$797,468
APAC520,992587,2701,073,4761,229,174
EMEA154,762101,794276,700191,167
Elimination of inter-segment sales(30,636)(26,047)(56,148)(53,061)
$966,900$1,070,823$1,949,507$2,164,748
Operating income (loss):
AMER$4,978$25,767$13,727$43,182
APAC67,21369,728138,632148,134
EMEA5,7451,8795,5081,240
Corporate and other costs(48,466)(40,432)(83,239)(78,273)
29,47056,94274,628114,283
Other income (expense):
Interest expense(8,293)(8,287)(15,910)(15,181)
Interest income8177591,6251,693
Miscellaneous, net(3,027)(1,612)(6,529)(3,556)
Income before income taxes$18,967$47,802$53,814$97,239
March 30,2024September 30,2023
Total assets:
AMER$1,047,671$1,124,555
APAC1,618,1741,696,795
EMEA511,575462,199
Corporate and eliminations99,23737,623
$3,276,657$3,321,172
  1. Guarantees

The Company offers certain indemnifications under its customer manufacturing agreements. In the normal course of business, the Company may from time to time be obligated to indemnify its customers or its customers’ customers against damages or liabilities arising out of the Company’s negligence, misconduct, breach of contract, or infringement of third-party intellectual property rights. Certain agreements have extended broader indemnification, and while most agreements have contractual limits, some do not. However, the Company generally does not provide for such indemnities and seeks indemnification from its customers for damages or liabilities arising out of the Company’s adherence to customers’ specifications or designs or use of materials furnished, or directed to be used, by its customers. The Company does not believe its obligations under such indemnities are material.

In the normal course of business, the Company also provides its customers a limited warranty covering workmanship, and in some cases materials, on products manufactured by the Company. Such warranty generally provides that products will be free from defects in the Company’s workmanship and meet mutually agreed-upon specifications for periods generally ranging from 12 months to 24 months. The Company’s obligation is generally limited to correcting, at its expense, any defect by repairing or replacing such defective product. The Company’s warranty generally excludes defects resulting from faulty customer-supplied components, design defects or damage caused by any party or cause other than the Company.

The Company provides an estimate of costs that may be incurred under its limited warranty at the time product revenue is recognized and establishes additional reserves for specifically identified product issues. These costs primarily include labor and materials, as necessary, associated with repair or replacement and are included in the Company's accompanying Condensed Consolidated Balance Sheets in "other accrued liabilities." The primary factors that affect the Company’s warranty liability include the value and the number of shipped units and historical and anticipated rates of warranty claims. As these factors are impacted by actual experience and future expectations, the Company assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary.

Below is a table summarizing the activity related to the Company’s limited warranty liability for the six months ended March 30, 2024 and April 1, 2023 (in thousands):

Six Months Ended
March 30, 2024April 1,2023
Reserve balance, beginning of period$5,821$6,925
Accruals for warranties issued during the period1,7261,254
Settlements (in cash or in kind) during the period(476)(2,243)
Reserve balance, end of period$7,071$5,936
  1. Shareholders' Equity

On August 18, 2022, the Board of Directors approved a share repurchase program under which the Company is authorized to repurchase up to $50.0 million of its common stock (the "2023 Program"). The 2023 Program completed in February 2024. During the three and six months ended March 30, 2024, the Company repurchased 59,277 shares under this program for $5.7 million at an average price of $95.59 per share. During the three months ended April 1, 2023, the Company repurchased 125,639 shares under this program for $12.4 million at an average price of $98.75 per share. During the six months ended April 1, 2023, the Company repurchased 241,362 shares under this program for $23.9 million at an average price of $98.93 per share.

On January 16, 2024, the Company announced a share repurchase program authorized by the Board of Directors under which the Company is authorized to repurchase up to $50.0 million of its common stock (the "2024 Program"). The 2024 Program became effective upon completion of the 2023 Program, which occurred in February 2024, and has no expiration. During the three and six months ended March 30, 2024, the Company repurchased 126,850 shares under this program for $11.9 million at an average price of $93.83 per share. As of March 30, 2024, $38.1 million of authority remained under the 2024 Program.

All shares repurchased under the aforementioned programs were recorded as treasury stock.

  1. Trade Accounts Receivable Sale Programs

The Company has Master Accounts Receivable Purchase Agreements with MUFG Bank, New York Branch (formerly known as The Bank of Tokyo-Mitsubishi UFJ, Ltd.) (the "MUFG RPA"), HSBC Bank (China) Company Limited, Xiamen branch (the "HSBC RPA") and other unaffiliated financial institutions, under which the Company may elect to sell receivables at a discount. All facilities are uncommitted facilities. The maximum facility amount under the MUFG RPA is$340.0 million. The maximum facility amount under the HSBC RPA is $70.0 million. The MUFG RPA will be automatically extended each year unless any party gives no less than 10 days prior notice that the agreement should not be extended. The terms of the HSBC RPA are generally consistent with the terms of the MUFG RPA.

Transfers of receivables under the programs are accounted for as sales and, accordingly, receivables sold under the programs are excluded from accounts receivable on the Condensed Consolidated Balance Sheets and are reflected as cash provided by operating activities on the Condensed Consolidated Statements of Cash Flows. Proceeds from the transfer reflect the face value of the receivables less a discount. The sale discount is recorded within "Miscellaneous, net" in the Condensed Consolidated Statements of Comprehensive Income in the period of the sale. The Company continues servicing receivables sold and performing all accounts receivable administrative functions, in exchange receives a servicing fee, under both the MUFG RPA and HSBC RPA. Servicing fees related to trade accounts receivable programs recognized during the three and six months ended March 30, 2024 and April 1, 2023 were not material.

The Company sold $213.8 million and $225.7 million of trade accounts receivable under these programs, or their predecessors, during the three months ended March 30, 2024 and April 1, 2023, respectively, in exchange for cash proceeds of $211.1 million and $222.9 million, respectively.

The Company sold $437.4 million and $411.3 million of trade accounts receivable under these programs, or their predecessors, during the six months ended March 30, 2024 and April 1, 2023, respectively, in exchange for cash proceeds of $432.1 million and $406.5 million, respectively.

As of March 30, 2024 and September 30, 2023, $217.8 million and $220.5 million, respectively, of accounts receivables sold under trade accounts receivable programs and subject to servicing by the Company remained outstanding and had not yet been collected by MUFG Bank or HSBC Bank.

  1. Revenue from Contracts with Customers

Revenue is recognized over time for arrangements with customers for which: (i) the Company's performance does not create an asset with an alternative use to the Company, and (ii) the Company has an enforceable right to payment, including reasonable profit margin, for performance completed to date. Revenue recognized over time is estimated based on costs incurred to date plus a reasonable profit margin. If either of the two conditions noted above are not met to recognize revenue over time, revenue is recognized following the transfer of control of such products to the customer, which typically occurs upon shipment or delivery depending on the terms of the underlying arrangement.

The Company recognizes revenue when a contract exists and when, or as, it satisfies a performance obligation by transferring control of a product or service to a customer. Contracts are accounted for when they have approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration is probable. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer.

The Company generally enters into a master services arrangement that establishes the framework under which business will be conducted. These arrangements represent the master terms and conditions of the Company's services that apply to individual orders, but they do not commit the customer to work with, or to continue to work with, the Company nor do they obligate the customer to any specific volume or pricing of purchases. Moreover, these terms can be amended in appropriate situations.

Customer purchase orders are received for specific quantities with predominantly fixed pricing and delivery requirements. Thus, for the majority of our contracts, there is no guarantee of any revenue to the Company until a customer submits a purchase order. As a result, the Company generally considers its arrangement with a customer to be the combination of the master services arrangement and the purchase order. Most of the Company's arrangements with customers create a single performance obligation as the promise to transfer the individual manufactured product or service is capable of being distinct.

The Company’s performance obligations are satisfied over time as work progresses or at a point in time. A performance obligation is satisfied over time if the Company has an enforceable right to payment, including a reasonable profit margin.

Determining if an enforceable right to payment includes a reasonable profit margin requires judgment and is assessed on a contract-by-contract basis.

Generally, there are no subjective customer acceptance requirements or further obligations related to goods or services provided; if such requirements or obligations exist, then a sale is recognized at the time when such requirements are completed and such obligations are fulfilled.

The Company does not allow for a general right of return. Net sales include amounts billed to customers for shipping and handling and out-of-pocket expenses. The corresponding shipping and handling costs and out-of-pocket expenses are included in cost of sales. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from net sales.

Contract Costs

For contracts requiring over time revenue recognition, the selection of the method to measure progress toward completion requires judgment and is based on the nature of the products or services to be provided. The Company uses a cost-based input measurement of progress because it best depicts the transfer of assets to the customer, which occurs as costs are incurred during the manufacturing process or as services are rendered. Under the cost-based measure of progress, the extent of progress toward completion is measured based on the costs incurred to date.

There were no other costs to obtain or fulfill customer contracts.

Disaggregated Revenue

The table below includes the Company’s revenue for the fiscal years indicated disaggregated by geographic reportable segment and market sector (in thousands):

Three Months Ended
Reportable Segment:
AMERAPACEMEATotal
Market Sector:
Healthcare/Life Sciences$162,816$157,015$58,580$378,411
Industrial71,007275,49471,683418,184
Aerospace/Defense84,67762,35623,272170,305
External revenue318,500494,865153,535966,900
Inter-segment sales3,28226,1271,22730,636
Segment revenue$321,782$520,992$154,762$997,536
Three Months Ended
Reportable Segment:
AMERAPACEMEATotal
Market Sector:
Healthcare/Life Sciences$228,245$206,442$52,683$487,370
Industrial98,686312,84027,755439,281
Aerospace/Defense76,73147,44519,996144,172
External revenue403,662566,727100,4341,070,823
Inter-segment sales4,14420,5431,36026,047
Segment revenue$407,806$587,270$101,794$1,096,870
Six Months Ended
Reportable Segment:
AMERAPACEMEATotal
Market Sector:
Healthcare/Life Sciences$328,423$321,737$109,184$759,344
Industrial154,908580,252117,683852,843
Aerospace/Defense167,398123,04846,874337,320
External revenue650,7291,025,037273,7411,949,507
Inter-segment sales4,75048,4392,95956,148
Segment revenue$655,479$1,073,476$276,700$2,005,655
Six Months Ended
Reportable Segment:
AMERAPACEMEATotal
Market Sector:
Healthcare/Life Sciences$443,626$429,732$101,879$975,237
Industrial201,713663,42446,226911,363
Aerospace/Defense144,75393,09940,296278,148
External revenue790,0921,186,255188,4012,164,748
Inter-segment sales7,37642,9192,76653,061
Segment revenue$797,468$1,229,174$191,167$2,217,809

For both the three and six months ended March 30, 2024, approximately 83% of the Company's revenue was recognized as products and services transferred over time. For the three and six months ended April 1, 2023, approximately 80% and 81%, respectively, of the Company's revenue was recognized as products and services transferred over time.

Contract Balances

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, contract assets and deferred revenue on the Company’s accompanying Condensed Consolidated Balance Sheets.

Contract Assets: For performance obligations satisfied at a point in time, billing occurs subsequent to revenue recognition, at which point the customer has been billed and the resulting asset is recorded within accounts receivable. For performance obligations satisfied over time as work progresses, the Company has an unconditional right to payment, which results in the recognition of contract assets. The following table summarizes the activity in the Company's contract assets during the six months ended March 30, 2024 and April 1, 2023 (in thousands):

Six Months Ended
March 30, 2024April 1, 2023
Contract assets, beginning of period$142,297$138,540
Revenue recognized during the period1,625,8571,743,054
Amounts collected or invoiced during the period(1,636,980)(1,748,565)
Contract assets, end of period$131,174$133,029

Deferred Revenue: Deferred revenue is recorded when consideration is received from a customer prior to transferring goods or services to the customer under the terms of the contract, which is included in advanced payments from customers on Condensed Consolidated Balance Sheets. As of March 30, 2024 and September 30, 2023, the balance of advance payments from customers attributable to deferred revenue was $165.3 million and $158.7 million, respectively. The advance payment is not considered a significant financing component because it is used to meet working capital demands that can be higher in the early stages of a contract and to protect the company from the other party failing to adequately complete some or all of its obligations under the contract. Deferred revenue is recognized into revenue when all revenue recognition criteria are met. For performance obligations satisfied over time, recognition will occur as work progresses; otherwise deferred revenue will be recognized based upon shipping terms.

  1. Restructuring and Non-recurring Charges

Restructuring and non-recurring charges are recorded within restructuring and other charges on the Condensed Consolidated Statements of Comprehensive Income. Restructuring liabilities are primarily recorded within other accrued liabilities on the Condensed Consolidated Balance Sheets.

For the three and six months ended March 30, 2024, the Company incurred restructuring and other charges of $11.0 million, which consisted of severance from the reduction of the Company's workforce as well as closure costs associated with a site in the Company's EMEA region, offset by insurance proceeds received associated with an arbitration decision regarding a contractual matter that occurred in the Company's EMEA region in fiscal 2023.

For the three and six months ended April 1, 2023, the Company didnot incur any restructuring and other charges.

The Company recognized a tax benefit of $1.2 million related to restructuring and other charges for the three and six months ended March 30, 2024.

The Company's restructuring accrual activity for the three and six months ended March 30, 2024 is included in the tables below (in thousands):

Termination and Severance CostsFixed Asset and Operating ROU Asset ImpairmentArbitration RecoveryTotal
Accrual balance, as of December 30, 2023$—$—$—$—
Restructuring and other charges9,8653,423(2,250)11,038
Amounts utilized(3,858)(1,767)2,250(3,375)
Accrual balance, as of March 30, 2024$6,007$1,656$—$7,663
  1. Subsequent Event

During April 2024, the Company committed to a restructuring plan and anticipates incurring approximately $6.5 million of restructuring and other charges during the third quarter of fiscal 2024. These charges relate to site closure costs in the AMER region including asset impairment and severance cash charges to best support long-term customer needs.

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