BELDEN INC.
For the period ended Sep 28, 2025. Filed Oct 30, 2025.
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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 28, 2025 · Filed Oct 30, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-29; filed 2025-07-31.
0000913142-25-000024
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-28; filed 2025-10-30.
0000913142-25-000033
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 76 current paragraphs.
47 unchanged; 22 reworded; 7 added; 6 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 (7)
Current report
Revolver Refinancing
Current report
Duringthe three months ended September 28, 2025, we refinanced the Revolver extending the maturity date to July 18, 2030 and increasing the borrowing capacity from $300.0 million to $400.0 million. We recognized a loss of $0.1 million when we refinanced the Revolver and paid approximately $3.2 million of fees, which are being amortized over the remaining term of the Revolver. See Note 10.
Current report
During the nine months ended September 28, 2025:
Current report
•Acquisitions had a $0.4 million and $54.6 million favorable impact on revenues, respectively.
Current report
•Divestitures had a $2.0 million and $2.0 million unfavorable impact on revenues, respectively.
Current report
Amortization of intangibles decreased $0.1 million and increased $5.9 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to certain intangible assets becoming fully amortized and acquisitions, respectively.
Current report
Smart Infrastructure Solutions EBITDA decreased $0.6 million and increased $9.5 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to the changes in revenues discussed above.
Removed paragraphs (6)
Previous report
Borrowings on Revolver
Previous report
Duringthe three months ended June 29, 2025, we borrowed $50.0 million under our revolver for general business purposes, and then subsequently repaid the entire $50.0 million during the quarter. See Note 10.
Previous report
During the six months ended June 29, 2025:
Previous report
•Acquisitions contributed $27.5 million and $54.2 million in revenues, respectively.
Previous report
Amortization of intangibles increased $3.5 million and $6.0 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to acquisitions.
Previous report
Smart Infrastructure Solutions EBITDA increased $4.8 million and $10.1 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to the the increase in revenues discussed above and favorable mix, partially offset by an increase in incentive compensation and strategic investments. Accordingly, adjusted EBITDA margins expanded 20 basis points and 30 basis points to 11.8% and 11.6%, respectively.
Reworded paragraphs (22)
Previous wording
During the six months ended June 29, 2025, we repurchased 1.0 million shares of our common stock for an aggregate cost of $100.0 million at an average price per share of $103.76. See Note 15.
Current wording
During the nine months ended September 28, 2025, we repurchased 1.4 million shares of our common stock for an aggregate cost of $150.0 million at an average price per share of $111.06. See Note 15.
Previous wording
Revenues increased $67.7 million and $156.8 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 due to the following factors:
Current wording
Revenues increased $43.3 million and $200.1 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 due to the following factors:
Previous wording
•Higher sales volume contributed $31.8 million and $91.5 million in revenues, respectively.
Current wording
•Higher sales volume contributed $28.4 million and $119.9 million in revenues, respectively.
Previous wording
•Copper pass-through pricing had a $3.8 million and $13.4 million favorable impact on revenues, respectively.
Current wording
•Copper pass-through pricing had a $9.7 million and $23.1 million favorable impact on revenues, respectively.
Previous wording
•Currency translation had a $4.6 million favorable and $2.3 million unfavorable impact on revenues, respectively.
Current wording
•Currency translation had a $6.8 million and $4.5 million favorable impact on revenues, respectively.
Previous wording
Gross profit increased $31.8 million and $76.0 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to the increases in revenues discussed above. Gross profit margins were robust, expanding 100 basis points and 130 basis points from 37.5% to 38.5% and 37.6% to 38.9%, respectively.
Current wording
Gross profit increased $19.2 million and $95.2 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to the increases in revenues discussed above. Gross profit margins were robust, expanding 40 basis points and 100 basis points from 37.3% to 37.7% and 37.5% to 38.5%, respectively.
Previous wording
Selling, general and administrative expenses increased $12.4 million and $33.2 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to expenses from the operations of companies acquired in 2024.
Current wording
Selling, general and administrative expenses increased $12.4 million and $45.6 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to expenses from the operations of companies acquired in 2024 and strategic investments.
Previous wording
Research and development expenses increased $5.5 million and $6.9 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to strategic investments.
Current wording
Research and development expenses increased $5.9 million and $12.8 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to strategic investments.
Previous wording
Operating income increased $10.3 million and $29.9 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to the increase in revenues, partially offset by the increase in selling, general and administrative expenses and research and development expenses discussed above.
Current wording
Operating income increased $0.9 million and $30.9 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to the increase in revenues, partially offset by the increase in selling, general and administrative expenses and research and development expenses discussed above.
Previous wording
Net interest expense increased $3.2 million and $5.7 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 due to fluctuations in interest income and foreign currency translation.
Current wording
Net interest expense increased $0.7 million and $6.4 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 due to fluctuations in interest income and foreign currency translation.
Previous wording
Income before taxes increased $6.5 million and $23.0 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to the changes in operating income discussed above.
Current wording
Income before taxes decreased $0.5 million and increased $22.4 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to the changes in operating income and interest expense discussed above.
Previous wording
For the three and six months ended June 29, 2025, we recognized income tax expense of $5.7 million and $15.8 million, respectively, representing effective tax rates of 8.5% and 12.3%, respectively. The effective tax rates for both periods were primarily impacted by the release of an uncertain tax position reserve related to certain foreign tax credits and by the effect of our foreign operations, including statutory tax rate differences and foreign tax credits. On July 4, 2025, the OBBBA was enacted, which includes permanent extensions of most expiring Tax Cuts and Jobs Act provisions and international tax changes. We are still evaluating the potential impacts of the act on our consolidated financial statements and disclosures. See Note 12.
Current wording
For the three and nine months ended September 28, 2025, we recognized income tax expense of $7.6 million and $23.4 million, respectively, representing effective tax rates of 11.8% and 12.1%, respectively. The effective tax rates for both periods were primarily impacted by the release of uncertain tax position reserves related to tax credits, the results of tax audits, and by the effect of our foreign operations, including statutory tax rate differences and foreign tax credits. On July 4, 2025, the OBBBA was enacted, which includes international tax changes, permanent extensions of most expiring Tax Cuts and Jobs Act provisions, and changes in the treatment of research and development and amortization expense deductions. As a result, during the three and nine months ended September 28, 2025, we recorded a corresponding adjustment to deferred taxes and taxes payable. We are still evaluating the potential impacts of the act on our consolidated financial statements and disclosures. See Note 12.
Previous wording
Adjusted EBITDA increased $14.7 million and $33.9 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024 primarily due to the increases in revenues discussed above and favorable mix, partially offset by an increase in incentive compensation and strategic investments. Accordingly, adjusted EBITDA margins expanded 50 basis points and 60 basis points to 17.0% and 16.8%, respectively.
Current wording
Adjusted EBITDA increased $6.1 million and $40.0 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily due to the increases in revenues discussed above and favorable mix, partially offset by an increase in strategic investments.
Previous wording
Adjusted EBITDA, Adjusted EBITDA margin, and free cash flow are non-GAAP financial measures. In addition to reporting financial results in accordance with accounting principles generally accepted in the United States, we provide non-GAAP operating results adjusted for certain items, including: asset impairments; accelerated depreciation expense due to plant consolidation activities; acquisition-related expenses, such as the adjustment of acquired inventory to fair value, and transaction costs; severance, restructuring, and acquisition integration costs; gains (losses) recognized on the disposal of businesses and assets; amortization of intangible assets; gains (losses) on debt extinguishment; certain gains (losses) from patent settlements; discontinued operations; and other costs. We adjust for the items listed above in all periods presented, unless the impact is clearly immaterial to our financial statements. When we calculate the tax effect of the adjustments, we include all current and deferred income tax expense commensurate with the adjusted measure of pre-tax profitability.
Current wording
Adjusted EBITDA, Adjusted EBITDA margin, and free cash flow are non-GAAP financial measures. In addition to reporting financial results in accordance with accounting principles generally accepted in the United States, we provide non-GAAP operating results adjusted for certain items, including: asset impairments; accelerated depreciation expense due to plant consolidation activities; acquisition-related expenses, such as the adjustment of acquired inventory to fair value, and transaction costs; severance, restructuring, and acquisition integration costs; gains (losses) recognized on the disposal of businesses and assets; amortization of intangible assets; gains (losses) related to revolver refinancing; certain gains (losses) from patent settlements; discontinued operations; and other costs. We adjust for the items listed above in all periods presented, unless the impact is clearly immaterial to our financial statements. When we calculate the tax effect of the adjustments, we include all current and deferred income tax expense commensurate with the adjusted measure of pre-tax profitability.
Previous wording
Smart Infrastructure Solutions revenues increased $35.5 million and $75.5 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024. The increase in revenues in the three months ended June 29, 2025 was primarily due to acquisitions, increases in volume, favorable currency translation, and higher copper pass-through pricing of $27.2 million, $6.6 million, $0.9 million, and $0.8 million, respectively. The increase in revenues in the six months ended June 29, 2025 was primarily due to acquisitions, increases in volume, and higher copper pass-through pricing of $53.4 million, $19.8 million, and $3.8 million, respectively, partially offset by unfavorable currency translation of $1.5 million.
Current wording
Smart Infrastructure Solutions revenues decreased $2.7 million and increased $72.8 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024. The decrease in revenues in the three months ended September 28, 2025 was primarily due to a decline in volume and a divestiture of $4.1 million and $2.0 million, respectively, partially offset by favorable currency translation and higher copper pass-through pricing of $1.7 million and $1.7 million, respectively. The increase in revenues in the nine months ended September 28, 2025 was primarily due to acquisitions, increases in volume, higher copper pass-through pricing, and favorable currency translation of $51.4 million, $15.7 million, $5.5 million, and $0.2 million, respectively.
Previous wording
Automation Solutions revenues increased $32.1 million and $81.3 million in the three and six months ended June 29, 2025, respectively, from the comparable periods of 2024. The increase in revenues in the three months ended June 29, 2025 was primarily due to increases in volume, favorable currency translation, higher copper pass-through pricing, and acquisitions of $25.1 million, $3.7 million, $3.0 million, and $0.3 million, respectively. The increase in revenues in the six months ended June 29, 2025 was primarily due to increases in volume, higher copper pass-through pricing, and acquisitions of $71.7 million, $9.6 million, and $0.8 million, respectively, partially offset by unfavorable currency translation of $0.8 million.
Current wording
Automation Solutions revenues increased $46.0 million and $127.4 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024. The increase in revenues in the three months ended September 28, 2025 was primarily due to increases in volume, higher copper pass-through pricing, favorable currency translation, and acquisitions of $32.5 million, $8.0 million, $5.1 million, and $0.4 million, respectively. The increase in revenues in the nine months ended September 28, 2025 was primarily due to increases in volume, higher copper pass-through pricing, favorable currency translation, and acquisitions of $104.2 million, $17.6 million, $4.3 million, and $1.3 million, respectively.
Previous wording
Automation Solutions EBITDA increased $10.5 million and $25.1 million in the three and six months ended June 29, 2025 from the comparable periods of 2024 primarily as a result of the increase in revenues discussed above and favorable mix, partially offset by an increase in incentive compensation and strategic investments. Accordingly, adjusted EBITDA margins expanded 110 basis points and 120 basis points to 21.4% and 21.1%, respectively.
Current wording
Automation Solutions EBITDA increased $7.5 million and $32.6 million in the three and nine months ended September 28, 2025, respectively, from the comparable periods of 2024 primarily as a result of the increase in revenues discussed above, partially offset by an increase in strategic investments.
Previous wording
Net cash provided by operating activities totaled $89.5 million in the six months ended June 29, 2025 compared to $85.7 million in the year ago period due to an increase in earnings, partially offset by unfavorable changes in operating assets and liabilities.
Current wording
Net cash provided by operating activities increased to $194.5 million in the nine months ended September 28, 2025 from $177.4 million in the year ago period due to an increase in earnings, partially offset by unfavorable changes in operating assets and liabilities.
Previous wording
Net cash used for investing activities totaled $49.3 million in the six months ended June 29, 2025 compared to $45.7 million in the year ago period. Investing activities for the six months ended June 29, 2025 included capital expenditures of $57.4 million, partially offset by cash from business acquisitions and asset sales of $7.9 million and $0.1 million, respectively. 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.
Current wording
Net cash used for investing activities totaled $89.1 million in the nine months ended September 28, 2025 compared to $366.2 million in the year ago period. Investing activities for the nine months ended September 28, 2025 included capital expenditures of $97.0 million, partially offset by cash from business acquisitions and asset sales of $7.7 million and $0.2 million, respectively. Investing activities for the nine months ended September 29, 2024 included cash from business acquisitions of $295.5 million and capital expenditures of $70.8 million, partially offset by asset sales of $0.1 million. The increase in capital expenditures is attributable to our continued investment in capitalized software and the expansion of manufacturing facilities.
Previous wording
Net cash used for financing activities totaled $116.2 million for the six months ended June 29, 2025 compared to $67.4 million in the year ago period. Financing activities for the six months ended June 29, 2025 included payments under our share repurchase program, including excise tax of $100.9 million; payments on our revolving credit facility of $50.0 million; payments related to share based compensation activities of $14.2 million; cash dividend payments of $4.0 million; and financing lease payments of $0.9 million; partially offset by borrowings on our revolving credit facility and proceeds from the issuance of common stock of $50.0 million and $3.8 million, respectively. 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.
Current wording
Net cash used for financing activities totaled $170.4 million for the nine months ended September 28, 2025 compared to $84.8 million in the year ago period. Financing activities for the nine months ended September 28, 2025 included $151.0 million of payments under our share repurchase program, including excise tax; $50.0 million of payments on our revolving credit facility; $20.5 million of payments related to share based compensation activities; $6.0 million of cash dividend payments; $3.2 million of debt issuance cost payments; and $1.3 million of financing lease payments; partially offset by $50.0 million and $11.6 million of borrowings on our revolving credit facility and proceeds from the issuance of common stock under our Employee Stock Purchase Plan, respectively. Financing activities for the nine months ended September 29, 2024 included $77.9 million of payments under our share repurchase program, $8.9 million of payments related to share based compensation activities, $6.2 million of cash dividend payments, and $0.7 million of financing lease payments, partially offset by $8.9 million of proceeds from the issuance of common stock under our Employee Stock Purchase Plan.
Previous wording
Our cash and cash equivalents balance was $301.5 million as of June 29, 2025. Of the total cash balance, $180.8 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 $314.3 million as of September 28, 2025. Of the total cash balance, $204.2 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 29, 2025 consisted of $1,278.8 million of senior subordinated notes. Additional discussion regarding our various borrowing arrangements is included in Notes 10 and 16 to the Condensed Consolidated Financial Statements.
Current wording
Our outstanding debt obligations as of September 28, 2025 consisted of $1,291.3 million of senior subordinated notes. Additional discussion regarding our various borrowing arrangements is included in Note 10 to the Condensed Consolidated Financial Statements.