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BELDEN INC

For the period ended Sep 29, 2024. Filed Oct 31, 2024.

View on SEC.gov

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.

Sep 29, 2024 · Filed Oct 31, 2024

BDC$97.83+1.6%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-06-30; filed 2024-08-01.

0000913142-24-000029

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-09-29; filed 2024-10-31.

0000913142-24-000039

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 75 previous paragraphs and 78 current paragraphs.

38 unchanged; 30 reworded; 10 added; 7 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 7 previous and 7 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (10)

Current report

On September 16, 2024, we acquired Voleatech for €5.0 million ($5.6 million), net of cash acquired. The acquisition includes a potential earn-out up to €3.0 million based upon certain targets over three years, which will be accounted for as compensation cost. Voleatech, based in Germany, is known for their VT AIR Next Gen Firewall andexpands Belden's Firewall product portfolio and overall planning of security in OT networking. Voleatechis reported within the Automation Solutions segment. See Note 3.

Current report

Gross profit increased $2.8 million and decreased $76.2 million in the three and nine months ended September 29, 2024, respectively, from the comparable periods of 2023 primarily due to the changes in revenues discussed above.

Current report

Amortization of intangibles increased $4.2 million in both the three and nine months ended September 29, 2024 from the comparable periods of 2023 primarily due to acquisitions.

Current report

The $12.1 million pre-tax gain on sale of assets during the three and nine months ended October 1, 2023 represents the gain on certain real estate sold in Canada for $13.8 million. See Note 9.

Current report

Smart Infrastructure Solutions EBITDA increased $2.8 million in the three months ended September 29, 2024 from the comparable period of 2023 primarily due to the the increase in revenues discussed above, partially offset by an increase in incentive compensation. Smart Infrastructure Solutions EBITDA decreased $21.2 million in the nine months ended September 29, 2024 from the comparable period of 2023 primarily due to the decline in revenues discussed above, partially offset by benefits realized from our productivity improvement initiatives.
Removed paragraphs (7)

Previous report

Gross profit decreased $34.5 million and $79.0 million in the three and six months ended June 30, 2024, respectively, from the comparable periods of 2023 primarily due to the decline in revenues discussed above. Despite the decline in gross profit, margins remained relatively flat over the year ago periods due to favorable pricing and mix.

Previous report

Amortization of intangibles decreased $1.2 million in the three months ended June 30, 2024 from the comparable period of 2023 primarily due to certain intangible assets becoming fully amortized and foreign currency exchange rates. Amortization of intangibles remained relatively flat in the six months ended June 30, 2024 from the comparable period of 2023.

Previous report

Industrial Automation Solutions EBITDA decreased $10.9 million and $25.9 million in the three and six months ended June 30, 2024 from the comparable periods of 2023 primarily as a result of the decrease in revenues discussed above, partially offset by favorable mix as we transition to solutions.
Reworded paragraphs (30)

Previous wording

Belden Inc. (the Company, us, we, or our) is a leading global supplier of network infrastructure and digitization solutions built around 2 global businesses - Enterprise Solutions and Industrial Automation Solutions. Our mission is to build the foundation for a digital world that makes the digital journey simpler, smarter and secure.

Current wording

Belden Inc. (the Company, us, we, or our) is a leading global supplier of network infrastructure and digitization solutions built around 2 global businesses - Smart Infrastructure Solutions and Automation Solutions. As Belden continues to advance forward with solutions focused on data infrastructure, we renamed our two reportable segments during the three months ended September 29, 2024 from Enterprise Solutions and Industrial Automation Solutions to Smart Infrastructure Solutions and Automation Solutions, respectively. The composition of the segments did not change as a result of these name changes. Our mission is to build the foundation for a digital world that makes the digital journey simpler, smarter and secure.

Previous wording

•Deliver incremental Adjusted EBITDA margins of approximately 30%;

Current wording

•Deliver incremental Adjusted EBITDA margins between 25% to 30%;

Previous wording

•Generate free cash flow of approximately $1 billion cumulatively from 2022 through 2025;

Previous wording

•Execute a disciplined capital allocation strategy while maintaining net leverage of approximately 1.5x; and

Current wording

•Execute a disciplined capital allocation strategy while maintaining net leverage around 1.5x; and

Current wording

•Drive Adjusted EPS to at least $8.00 by 2025 with annual growth of 10% to 12% thereafter.

Previous wording

Our exposure to currency rate fluctuations primarily relates to exchange rate movements between the U.S. dollar and the euro, Canadian dollar, Hong Kong dollar, Chinese yuan, Mexican peso, Australian dollar, British pound, Indian rupee and Swiss franc. Generally, as the U.S. dollar strengthens against these foreign currencies, our revenues and earnings are negatively impacted as our foreign denominated revenues and earnings are translated into U.S. dollars at a lower rate. Conversely, as the U.S. dollar weakens against foreign currencies, our revenues and earnings are positively impacted. Approximately 44%of our consolidated revenues during the quarter ended June 30, 2024 were to customers outside of the U.S.

Current wording

Our exposure to currency rate fluctuations primarily relates to exchange rate movements between the U.S. dollar and the euro, Canadian dollar, Hong Kong dollar, Chinese yuan, Mexican peso, Australian dollar, British pound, Indian rupee and Swiss franc. Generally, as the U.S. dollar strengthens against these foreign currencies, our revenues and earnings are negatively impacted as our foreign denominated revenues and earnings are translated into U.S. dollars at a lower rate. Conversely, as the U.S. dollar weakens against foreign currencies, our revenues and earnings are positively impacted. Approximately 41%of our consolidated revenues during the quarter ended September 29, 2024 were to customers outside of the U.S.

Previous wording

During the six months ended June 30, 2024, we repurchased 0.7 million shares of our common stock for an aggregate cost of $57.9 million at an average price per share of $85.66. See Note 15.

Current wording

During the three months ended September 29, 2024, we repurchased 0.2 million shares of our common stock for an aggregate cost of $20.1 million at an average price per share of $110.84. During the nine months ended September 29, 2024, we repurchased 0.9 million shares of our common stock for an aggregate cost of $78.0 million at an average price per share of $90.98. See Note 15.

Previous wording

Revenues decreased $87.9 million and $194.0 million in the three and six months ended June 30, 2024, respectively, from the comparable periods of 2023 due to the following factors:

Current wording

Revenues increased $28.1 million and decreased $165.9 million in the three and nine months ended September 29, 2024, respectively, from the comparable periods of 2023 due to the following factors:

Previous wording

•Acquisitions contributed $0.0 million and $7.6 million in revenues, respectively.

Current wording

•Acquisitions contributed $34.5 million and $42.1 million in revenues, respectively.

Previous wording

•Copper pass-through pricing had an $8.7 million and $6.9 million favorable impact on revenues, respectively.

Current wording

•Copper pass-through pricing had an $10.2 million and $17.1 million favorable impact on revenues, respectively.

Previous wording

•Lower sales volume resulted in a $92.9 million and $203.7 million decline in revenues, respectively.

Current wording

•Lower sales volume resulted in a $15.2 million and $218.9 million decline in revenues, respectively.

Previous wording

•Currency translation had a $3.6 million and $4.4 million unfavorable impact on revenues, respectively.

Current wording

•Currency translation had a $1.4 million and $5.8 million unfavorable impact on revenues, respectively.

Previous wording

•Divestitures had a $0.1 million and $0.4 million unfavorable impact on revenues, respectively.

Current wording

•Divestitures had a $0.0 million and $0.4 million unfavorable impact on revenues, respectively.

Previous wording

Selling, general and administrative expenses decreased $7.1 million and $17.9 million in the three and six months ended June 30, 2024, respectively, from the comparable periods of 2023. The decrease in selling, general and administrative expenses was primarily attributable to the benefits realized from our productivity initiatives and a decline in incentive compensation.

Current wording

Selling, general and administrative expenses increased $8.9 million and decreased $9.0 million in the three and nine months ended September 29, 2024, respectively, from the comparable periods of 2023. The increase in the three months ended September 29, 2024 was primarily attributable to expenses from the operations of companies acquired in 2024. The decrease in the nine months ended September 29, 2024 was primarily attributable to the benefits realized from our productivity initiatives.

Previous wording

Research and development expenses decreased $2.5 million and $4.9 million in the three and six months ended June 30, 2024, respectively, from the comparable periods of 2023 primarily due to a shift, or change in R&D project timing.

Current wording

Research and development expenses decreased $2.2 million and $7.1 million in the three and nine months ended September 29, 2024, respectively, from the comparable periods of 2023 primarily due to the timing of projects.

Previous wording

Operating income decreased $23.7 million and $56.2 million in the three and six ended June 30, 2024, respectively, from the comparable periods of 2023 primarily due to the decline in gross profit, partially offset by the decline in selling, general and administrative expenses as discussed above.

Current wording

Operating income decreased $20.1 million and $76.3 million in the three and nine months ended September 29, 2024, respectively, from the comparable periods of 2023 primarily due to the fluctuations in revenues; selling, general and administrative expenses; and the pre-tax gain on sale of assets discussed above.

Previous wording

Net interest expense increased $0.2 million and decreased $0.4 million in the three and six months ended June 30, 2024, respectively, from the comparable periods of 2023 due to fluctuations in interest income and foreign currency translation.

Current wording

Net interest expense increased $2.3 million and $1.9 million in the three and nine months ended September 29, 2024, respectively, from the comparable periods of 2023 due to fluctuations in interest income and foreign currency translation.

Previous wording

Income before taxes decreased $24.3 million and $56.5 million in the three and six months ended June 30, 2024, respectively, from the comparable periods of 2023 primarily due to the changes in operating income discussed above.

Current wording

Income before taxes decreased $22.4 million and $78.9 million in the three and nine months ended September 29, 2024, respectively, from the comparable periods of 2023 primarily due to the changes in operating income discussed above.

Previous wording

For the three and six months ended June 30, 2024, we recognized income tax expense of $11.1 million and$19.5 million representing effective tax rates of 18.4%. The effective tax rates were primarily impacted by the effect of our foreign operations, including statutory tax rates differences and foreign tax credits. See Note 12.

Current wording

For the three and nine months ended September 29, 2024, we recognized income tax expense of $11.1 million and$30.5 million representing effective tax rates of 17.1% and 17.9%, respectively. The effective tax rates were primarily impacted by the effect of our foreign operations, including statutory tax rates differences and foreign tax credits. See Note 12.

Previous wording

Adjusted EBITDA decreased $23.8 million and $50.5 million in the three and six months ended June 30, 2024 from the comparable periods of 2023 primarily due to the decline in revenues as discussed above, partially offset by favorable mix and benefits realized from our productivity improvement initiatives.

Current wording

Adjusted EBITDA decreased $2.7 million in the three months ended September 29, 2024 from the comparable period of 2023 primarily due to an increase in incentive compensation, partially offset by earnings from acquisitions and benefits realized from our productivity improvement initiatives. Adjusted EBITDA decreased $53.1 million in the nine months ended September 29, 2024 from the comparable period of 2023 primarily due to the decline in revenues as discussed above, partially offset by favorable mix and benefits realized from our productivity improvement initiatives.

Previous wording

(1) Includes restructuring and integration costs associated with acquisitions and costs associated with certain manufacturing footprint actions.

Current wording

(1) Includes costs associated with acquisitions and manufacturing footprint actions.

Previous wording

(2) Adjustments related to acquisitions and divestitures include fair value adjustments of acquired assets and gains associated with the sales of businesses.

Current wording

(2) Adjustments related to acquisitions and divestitures include fair value adjustments of acquired assets.

Previous wording

Enterprise Solutions revenues decreased $42.1 million and $83.3 million in the three and six months ended June 30, 2024 from the comparable periods of 2023. The decrease in revenues in the three months ended June 30, 2024 was primarily due to decreases in volume and unfavorable currency translation of $43.8 million and $0.8 million, respectively, partially offset by higher copper pass-through pricing of $2.5 million. The decrease in revenues in the six months ended June 30, 2024 was primarily due to decreases in volume and unfavorable currency translation of $92.1 million and $1.0 million, respectively, partially offset by acquisitions and higher copper pass-through pricing of $7.5 million and $2.3 million, respectively.

Current wording

Smart Infrastructure Solutions revenues increased $35.7 million and decreased $47.6 million in the three and nine months ended September 29, 2024 from the comparable periods of 2023. The increase in revenues in the three months ended September 29, 2024 was primarily due to acquisitions, higher copper pass-through pricing, and favorable currency translation of $34.4 million, $4.4 million, and $0.3 million, respectively, partially offset by decreases in volume of $3.4 million. The decrease in revenues in the nine months ended September 29, 2024 was primarily due to decreases in volume and unfavorable currency translation of $95.4 million and $0.7 million, respectively, partially offset by acquisitions and higher copper pass-through pricing of $41.8 million and $6.7 million, respectively.

Previous wording

Industrial Automation Solutions revenues decreased $45.9 million and $110.7 million in the three and six months ended June 30, 2024 from the comparable periods of 2023. The decrease in revenues in the three months ended June 30, 2024 was primarily due to decreases in volume, unfavorable currency translation, and divestitures of $49.2 million, $2.8 million, and $0.1 million, respectively, partially offset by higher copper pass-through pricing of $6.2 million. The decrease in revenues in the six months ended June 30, 2024 was primarily due to decreases in volume, unfavorable currency translation, and divestitures of $111.6 million, $3.4 million, and $0.4 million, respectively, partially offset by higher copper pass-through pricing and acquisitions of $4.6 million and $0.1 million, respectively.

Current wording

Automation Solutions revenues decreased $7.6 million and $118.3 million in the three and nine months ended September 29, 2024 from the comparable periods of 2023. The decrease in revenues in the three months ended September 29, 2024 was primarily due to decreases in volume and unfavorable currency translation of $11.8 million and $1.7 million, respectively, partially offset by higher copper pass-through pricing and acquisitions of $5.8 million and $0.1 million, respectively. The decrease in revenues in the nine months ended September 29, 2024 was primarily due to decreases in volume, unfavorable currency translation, and divestitures of $123.4 million, $5.1 million, and $0.4 million, respectively, partially offset by higher copper pass-through pricing and acquisitions of $10.4 million and $0.2 million, respectively.

Previous wording

Enterprise Solutions EBITDA decreased $12.5 million and $23.9 million in the three and six months ended June 30, 2024 from the comparable periods of 2023 primarily as a result of the decrease in revenues discussed above, partially offset by benefits realized from our productivity improvement initiatives.

Current wording

Automation Solutions EBITDA decreased $5.4 million and $31.4 million in the three and nine months ended September 29, 2024 from the comparable periods of 2023 primarily as a result of the decrease in revenues discussed above, partially offset by benefits realized from our productivity improvement initiatives.

Previous wording

Net cash provided by operating activities totaled $85.7 million in the six months ended June 30, 2024 compared to $54.7 million in the year ago period. Despite the decrease in net income, operating assets and liabilities improved $69.9 million compared to the prior year primarily driven by favorable changes in receivables and our successful management of working capital.

Current wording

Net cash provided by operating activities totaled $177.4 million in the nine months ended September 29, 2024 compared to $160.0 million in the year ago period. Despite a decrease in net income, operating cash flows increased $17.4 million compared to the prior year due to a $52.0 million improvement in operating assets and liabilities that was primarily driven by favorable changes in receivables. During the first nine months of 2023, receivables were a use of cash of $48.9 million compared to a source of cash of $3.2 million in 2024.

Previous wording

Net cash used for investing activities totaled $45.7 million for the six months ended June 30, 2024 compared to $121.0 million in the year ago period. Investing activities for the six months ended June 30, 2024 included capital expenditures of $46.2 million, partially offset by asset sales of $0.5 million. Investing activities for the six months ended July 2, 2023 included $97.6 million primarily for the acquisition of Sichert and capital expenditures of $32.7 million, partially offset by $9.3 million received from escrow for the disposal of a business.

Current wording

Net cash used for investing activities totaled $366.2 million for the nine months ended September 29, 2024 compared to $145.5 million in the year ago period. Investing activities for the nine months ended September 29, 2024 included $295.6 million primarily for the acquisitions of Precision and Voleatech, capital expenditures of $70.8 million, and asset sales of $0.1 million. Investing activities for the nine months ended October 1, 2023 included $106.7 million primarily for the acquisitions of Sichert and Cloudrail, capital expenditures of $61.9 million, proceeds from asset sales of $13.8 million, and $9.3 million received from escrow for the disposal of a business.

Previous wording

Net cash used for financing activities totaled $67.4 million for the six months ended June 30, 2024 compared to $105.9 million in the year ago period. Financing activities for the six months ended June 30, 2024 included payments under our share repurchase program of $57.9 million, payments related to share based compensation activities of $8.1 million, cash dividend payments of $4.1 million, financing lease payments of $0.4 million, and proceeds from the issuance of common stock of $3.1 million. Financing activities for the six months ended July 2, 2023 included payments under our share repurchase program of $86.2 million, net payments related to share based compensation activities of $16.9 million, cash dividend payments of $4.3 million, financing lease payments of $0.1 million, and proceeds from the issuance of common stock of $1.6 million.

Current wording

Net cash used for financing activities totaled $84.8 million for the nine months ended September 29, 2024 compared to $167.4 million in the year ago period. Financing activities for the nine months ended September 29, 2024 included payments under our share repurchase program of $77.9 million, payments related to share based compensation activities of $8.9 million, cash dividend payments of $6.2 million, financing lease payments of $0.7 million, and proceeds from the issuance of common stock of $8.9 million. Financing activities for the nine months ended October 1, 2023 included payments under our share repurchase program of $150.0 million, payments related to share based compensation activities of $17.3 million, cash dividend payments of $6.4 million, financing lease payments of $0.3 million, and proceeds from the issuance of common stock of $6.6 million.

Previous wording

Our cash and cash equivalents balance was $564.8 million as of June 30, 2024. Of the total cash balance, $291.5 million was paid to the sellers of Precision in July and$173.0 million was held outside of the U.S. in our foreign operations. Substantially all of the foreign cash and cash equivalents are readily convertible into U.S. dollars or other foreign currencies. Our strategic plan does not require the repatriation of foreign cash in order to fund our operations in the U.S., and it is our current intention to permanently reinvest the foreign cash outside of the U.S. If we were to repatriate the foreign cash to the U.S., we may be required to accrue and pay U.S. taxes in accordance with applicable U.S. tax rules and regulations as a result of the repatriation.

Current wording

Our cash and cash equivalents balance was $323.0 million as of September 29, 2024. Of the total cash balance, $200.5 million was held outside of the U.S. in our foreign operations. Substantially all of the foreign cash and cash equivalents are readily convertible into U.S. dollars or other foreign currencies. Our strategic plan does not require the repatriation of foreign cash in order to fund our operations in the U.S., and it is our current intention to permanently reinvest the foreign cash outside of the U.S. If we were to repatriate the foreign cash to the U.S., we may be required to accrue and pay U.S. taxes in accordance with applicable U.S. tax rules and regulations as a result of the repatriation.

Previous wording

Our outstanding debt obligations as of June 30, 2024 consisted of $1,174.5 million of senior subordinated notes. Additional discussion regarding our various borrowing arrangements is included in Note 10 to the Condensed Consolidated Financial Statements.

Current wording

Our outstanding debt obligations as of September 29, 2024 consisted of $1,228.0 million of senior subordinated notes. Additional discussion regarding our various borrowing arrangements is included in Note 10 to the Condensed Consolidated Financial Statements.