BELDEN INC.
For the period ended Sep 27, 2026. Filed Oct 29, 2026.
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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 27, 2026 · Filed Oct 29, 2026
BDC$97.83+1.6%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-28; filed 2026-07-30.
0000913142-26-000034
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-27; filed 2026-10-29.
0000913142-26-000042
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 73 previous paragraphs and 76 current paragraphs.
45 unchanged; 22 reworded; 8 added; 6 removed; 0 previous and 1 current paragraphs rearranged.
Tables are not compared: 5 previous and 5 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 (8)
Current report
Acquisition
Current report
Term Loan Credit Facility
Current report
During the nine months ended September 27, 2026:
Current report
•Acquisitions contributed $167.8 million in revenues for both the quarter to date and year to date periods.
Current report
Research and development expenses increased $21.4 million and $20.8 million in the three and nine months ended September 27, 2026, respectively, from the comparable periods of 2025 primarily due to the acquisition of Ruckus, which contributed $18.6 million during the three and nine months ended September 27, 2026.
Current report
Amortization of intangibles increased $41.2 million and $40.6 million in the three and nine months ended September 27, 2026, respectively, from the comparable periods of 2025 primarily due to the acquisition of Ruckus, which contributed $43.7 million during the three and nine months ended September 27, 2026.
Current report
For the three and nine months ended September 27, 2026, we recognized an income tax benefit of $14.2 million and income tax expense of $14.2 million, representing effective tax rates of 55.5% and 11.6%, respectively. The effective tax rate for the three months ended September 27, 2026 was primarily impacted by a reduction in the full year forecasted effective rate coupled with the decrease in net income before taxes due to the Ruckus acquisition and the effect of our foreign operations, including statutory tax rate differences and foreign tax credits. The rate for the three months ended September 27, 2026 represents the cumulative tax adjustment necessary to arrive at the forecasted year-to-date effective rate.
Current report
Net cash provided by operating activities was $240.2 million in the nine months ended September 27, 2026 compared to $194.5 million in the year ago period. Despite a decrease in net income, operating cash flows increased $45.7 million compared to the prior year due to a $47.7 million improvement in operating assets and liabilities that was primarily driven by favorable changes in accounts payable and accrued liabilities. During the nine months ended September 27, 2026, accounts payable and accrued liabilities were a source of cash of $45.6 million compared to a use of cash of $22.5 million in the nine months ended September 28, 2025.
Removed paragraphs (6)
Previous report
Acquisition and Term Loan Credit Facility
Previous report
During the six months ended June 28, 2026:
Previous report
Research and development expenses remained relatively flat decreasing only $2.2 million and $0.6 million in the three and six months ended June 28, 2026, respectively, from the comparable periods of 2025.
Previous report
Amortization of intangibles remained relatively flat increasing $1.4 million and decreasing $0.5 million in the three and six months ended June 28, 2026, respectively, from the comparable periods of 2025.
Previous report
For the three and six months ended June 28, 2026, we recognized income tax expense of $16.7 million and $28.4 million, representing effective tax rates of 19.6% and 19.2%, respectively. The effective tax rates were primarily impacted 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. We have included the impact of international tax changes effective from January 1, 2026 and continue to evaluate the impact of the act on our consolidated financial statements and disclosures.
Previous report
Net cash provided by operating activities was $110.6 million in the six months ended June 28, 2026 compared to $89.5 million in the year ago period. Operating cash flows increased $21.1 million compared to the year ago period due to an increase in earnings and net favorable changes in operating assets and liabilities.
Reworded paragraphs (22)
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 43% of our consolidated revenues during the quarter ended June 28, 2026 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 40% of our consolidated revenues during the quarter ended September 27, 2026 were to customers outside of the U.S.
Previous wording
In February 2026, the U.S. Supreme Court issued a ruling addressing the validity of certain tariffs implemented under the International Emergency Economic Powers Act (“IEEPA”). In March 2026, the U.S. Court of International Trade Court issued an additional ruling stating importers that paid tariffs under IEEPA are due refunds. Based on a loss recovery model, we evaluated the probability of collecting tariff refunds and during the three months ended June 28, 2026, recorded as a reduction to cost of sales tariff refunds of $13.6 million that related to IEEPA tariffs incurred on certain 2025 transactions. We also recorded tariff refunds of $7.9 million, net of estimated customer refunds, that related to IEEPA tariffs incurred on certain 2026 transactions such that the net impact of IEEPA tariffs on these transactions in 2026 is zero. Our results have also been impacted by new tariffs enacted during 2026, such as those implemented under Section 122 of the Trade Act of 1974.
Current wording
In February 2026, the U.S. Supreme Court issued a ruling addressing the validity of certain tariffs implemented under the International Emergency Economic Powers Act (“IEEPA”). In March 2026, the U.S. Court of International Trade Court issued an additional ruling stating importers that paid tariffs under IEEPA are due refunds. We evaluated the probability of collecting tariff refunds based on a loss recovery model. During the three and nine months ended September 27, 2026, we recorded as a reduction to cost of sales tariff refunds of $4.3 million and $17.9 million, respectively, that related to IEEPA tariffs incurred on certain 2025 transactions. During the nine months ended September 27, 2026, we also recorded tariff refunds of $8.1 million, net of estimated customer refunds, that related to IEEPA tariffs incurred on certain 2026 transactions such that the net impact of IEEPA tariffs on these transactions in 2026 is zero. Our results have also been impacted by new tariffs enacted during 2026, such as those implemented under Section 122 of the Trade Act of 1974.
Previous wording
On July 1, 2026, we acquired certain entities that comprise RUCKUS for approximately $1.9 billion. To fund the purchase of RUCKUS, we entered into a Term Loan Credit Facility on July 1, 2026. The Term Loan Credit Facility bears interest either, at the Company’s election, at term SOFR plus 2.25% or a base rate plus 1.25% per annum. The Term Loan Credit Facility amortizes 0.25% per quarter and matures on July 1, 2033. RUCKUS, based in California, provides wireless networks for enterprises and service providers. We are in the preliminary phase of the purchase accounting process, including obtaining third party valuations of certain tangible and intangible assets acquired. As such, we cannot provide the estimated fair value of the assets and liabilities acquired for this business combination at this time. See Note 14.
Current wording
To fund the purchase of Ruckus, we entered into a Term Loan Credit Facility on July 1, 2026. The Term Loan Credit Facility bears interest either, at the Company’s election, at term SOFR plus 2.25% or a base rate plus 1.25% per annum. The Term Loan Credit Facility amortizes 0.25% per quarter and matures on July 1, 2033. See Note 9.
Previous wording
Duringthe six months ended June 28, 2026, we issued €450 million aggregate principal amount of 4.250% Senior Subordinated Notes due 2033 (the 2033 Notes), which are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2033 Notes rank equal in right of payment with our senior subordinated notes due 2031 and 2028, and interest is payable semiannually on February 1 and August 1 of each year, beginning August 1, 2026. With the proceeds from this offering, we repurchased the 2027 Notes for cash consideration of €450.0 million ($535.9 million), and recognized a $1.3 million loss on debt extinguishment for the write-off of unamortized debt issuance costs. See Note 8.
Current wording
Duringthe nine months ended September 27, 2026, we issued €450 million aggregate principal amount of 4.250% Senior Subordinated Notes due 2033 (the 2033 Notes), which are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2033 Notes rank equal in right of payment with our senior subordinated notes due 2031 and 2028, and interest is payable semiannually on February 1 and August 1 of each year, beginning August 1, 2026. With the proceeds from this offering, we repurchased the 2027 Notes for cash consideration of €450.0 million ($535.9 million), and recognized a $1.3 million loss on debt extinguishment for the write-off of unamortized debt issuance costs. See Note 9.
Previous wording
During the six months ended June 28, 2026, we repurchased 0.3 million shares of our common stock for an aggregate cost of $30.4 million at an average price per share of $117.05. See Note 13.
Current wording
During the nine months ended September 27, 2026, we repurchased 0.3 million shares of our common stock for an aggregate cost of $30.4 million at an average price per share of $117.05. See Note 14.
Previous wording
Revenues increased $78.2 million and $149.7 million in the three and six months ended June 28, 2026 from the comparable periods of 2025 due to the following factors:
Current wording
Revenues increased $267.7 million and $417.4 million in the three and nine months ended September 27, 2026 from the comparable periods of 2025 due to the following factors:
Previous wording
•Higher sales volume and favorable pricing contributed $51.9 million and $94.3 million in revenues, respectively.
Current wording
•Higher sales volume and favorable pricing contributed $74.0 million and $168.3 million in revenues, respectively.
Previous wording
•Copper pass-through pricing had a $23.0 million and $38.4 million favorable impact on revenues, respectively.
Current wording
•Copper pass-through pricing had a $27.2 million and $65.6 million favorable impact on revenues, respectively.
Previous wording
•Currency translation had a $3.3 million and $17.0 million favorable impact on revenues, respectively.
Current wording
•Currency translation had a $1.3 million unfavorable and $15.7 million favorable impact on revenues, respectively.
Previous wording
Gross profit increased $35.1 million and $47.3 million in the three and six months ended June 28, 2026, respectively, from the comparable periods of 2025 primarily due to the increases in revenues and tariff refunds recorded as discussed above.
Current wording
Gross profit increased $75.6 million and $122.9 million in the three and nine months ended September 27, 2026, respectively, from the comparable periods of 2025 primarily due to the increases in revenues and tariff refunds recorded as discussed above, partially offset by $56.3 million non-cash cost of sales arising from the adjustment of inventory to fair value related to acquisitions.
Previous wording
Selling, general and administrative expenses increased $15.9 million and $23.0 million in the three and six months ended June 28, 2026, respectively, from the comparable periods of 2025 primarily due to higher selling expenses consistent with the increase in revenues, currency translation, and strategic investments.
Current wording
Selling, general and administrative expenses increased $72.5 million and $95.6 million in the three and nine months ended September 27, 2026, respectively, from the comparable periods of 2025 primarily due to the acquisition of Ruckus, which contributed $49.4 million during the three and nine months ended September 27, 2026. The increase is also due to higher selling expenses consistent with the increase in revenues, currency translation, and strategic investments.
Previous wording
Operating income increased $20.0 million and $25.4 million in the three and six months ended June 28, 2026, respectively, from the comparable periods of 2025 primarily due to the increase in revenues and gross profit, partially offset by the increase in selling, general and administrative expenses discussed above.
Current wording
Operating income decreased $59.5 million and $34.2 million in the three and nine months ended September 27, 2026, respectively, from the comparable periods of 2025 primarily due to the increases in selling, general and administrative expenses; intangible asset amortization; and research and development costs, partially offset by the increase in gross profit discussed above.
Previous wording
Net interest expense increased $1.4 million and $4.8 million in the three and six months ended June 28, 2026, respectively, due to the debt refinancing in 2026 and currency translation. During the six months ended June 28, 2026, we issued €450 million aggregate principal amount of 4.250% Senior Subordinated Notes (the 2033 Notes) and repurchased the 3.375% Senior Subordinated Notes (the 2027 Notes) for cash consideration of €450.0 million. See Note 8.
Current wording
Net interest expense increased $30.2 million and $35.0 million in the three and nine months ended September 27, 2026, respectively, due to the debt transactions in 2026 and currency translation. During the three and nine months ended September 27, 2026, we entered into a Term Loan Credit Facility for $1,850.0 million to fund the purchase of Ruckus and during the nine months ended September 27, 2026, we issued €450 million aggregate principal amount of 4.250% Senior Subordinated Notes (the 2033 Notes) and repurchased the 3.375% Senior Subordinated Notes (the 2027 Notes) for cash consideration of €450.0 million. See Note 10.
Previous wording
We incurred a loss on debt extinguishment of $1.3 million in the six months ended June 28, 2026 due to the write-off of unamortized debt issuance costs associated with the 2027 Notes repurchased for cash consideration of €450.0 million ($535.9 million) during the quarter. See Note 8.
Current wording
We incurred a loss on debt extinguishment of $1.3 million in the nine months ended September 27, 2026 due to the write-off of unamortized debt issuance costs associated with the 2027 Notes repurchased for cash consideration of €450.0 million ($535.9 million). We incurred a loss on debt extinguishment of $0.1 million in the three and nine months ended September 28, 2025 due to the revolver refinancing during the quarter.See Note 10.
Previous wording
Income before taxes increased $18.5 million and $19.2 million in the three and six months ended June 28, 2026, respectively, from the comparable periods of 2025 primarily due to the changes in operating income and interest expense discussed above.
Current wording
The fluctuations in the loss and income before taxes in the three and nine months ended September 27, 2026 from the comparable periods of 2025 are 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 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. See Note 10.
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, 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. See Note 11.
Previous wording
Adjusted EBITDA increased $31.8 million and $45.9 million in the three and six months ended June 28, 2026, respectively, from the comparable periods of 2025 primarily due to the increase in revenues and tariff refunds recorded as discussed above, partially offset by an increase in operating expenses. Accordingly, Adjusted EBITDA margins expanded 250 and 140 basis points, respectively.
Current wording
Adjusted EBITDA increased $52.5 million and $98.4 million in the three and nine months ended September 27, 2026, respectively, from the comparable periods of 2025 primarily due to the increase in revenues and tariff refunds recorded as discussed above, partially offset by an increase in operating expenses. Accordingly, Adjusted EBITDA margins expanded 70 and 110 basis points, respectively.
Previous wording
(2) Includes fair value adjustments of acquired assets and costs associated with a former subsidiary that was previously divested.
Current wording
(2) For the three and nine months ended September 27, 2026, primarily includes fair value adjustments of acquired inventory and for the three and nine months ended September 28, 2025, includes fair value adjustments of assets and costs associated with a former subsidiary that was previously divested.
Previous wording
Net cash used for investing activities totaled $85.0 million in the six months ended June 28, 2026 compared to $49.3 million in the year ago period. Investing activities for the six months ended June 28, 2026 included capital expenditures of $85.1 million. 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.
Current wording
Net cash used for investing activities totaled $2,002.4 million in the nine months ended September 27, 2026 compared to $89.1 million in the year ago period. Investing activities for the nine months ended September 27, 2026 included a business acquisition of $1,869.6 million, capital expenditures of $132.9 million, and asset sales of $0.1 million. 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.
Previous wording
Net cash used for financing activities totaled $63.7 million for the six months ended June 28, 2026 compared to $116.2 million in the year ago period. Financing activities for the six months ended June 28, 2026 included $535.9 million of payments under borrowing arrangements, $31.8 million of payments under our share repurchase program, $18.5 million of payments related to share based compensation activities, $14.6 million of debt issuance cost payments, $3.9 million of cash dividend payments, and $1.0 million of financing lease payments, partially offset by $537.3 million and $4.7 million of borrowings under credit arrangements and proceeds from the issuance of common stock under our Employee Stock Purchase Plan, respectively. Financing activities for the six months ended June 29, 2025 included payments of $100.9 million under our share repurchase program, including excise tax; 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 under our Employee Stock Purchase Plan of $50.0 million and $3.8 million, respectively.
Current wording
Net cash provided by financing activities was $1,754.9 million in the nine months ended September 27, 2026 compared to a $170.4 million use of cash in the year ago period. Financing activities for the nine months ended September 27, 2026 included $2,432.6 million of borrowings under credit arrangements and $13.6 million of proceeds from the issuance of common stock under our Employee Stock Purchase Plan, partially offset by $585.9 million of payments under borrowing arrangements, $31.8 million of payments under our share repurchase program, $18.8 million of payments related to share based compensation activities, $47.5 million of debt issuance cost payments, $5.9 million of cash dividend payments, and $1.5 million of financing lease payments. 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.
Previous wording
Our cash and cash equivalents balance was $348.7 million as of June 28, 2026. Of the total cash balance, $206.2 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.
Current wording
Our cash and cash equivalents balance was $380.7 million as of September 27, 2026. Of the total cash balance, $232.0 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.
Previous wording
Our outstanding debt obligations as of June 28, 2026 consisted of $1,248.5 million of senior subordinated notes. Additional discussion regarding our various borrowing arrangements is included in Note 8 to the Condensed Consolidated Financial Statements.
Current wording
Our outstanding debt obligations as of September 27, 2026 consisted of $1,253.8 million of senior subordinated notes and a $1,850.0 million term loan. Additional discussion regarding our various borrowing arrangements is included in Note 9 to the Condensed Consolidated Financial Statements.
Rearranged current paragraphs (1)
Current report — wording carried from elsewhere
On July 1, 2026, we acquired certain entities that comprise Ruckus for approximately $1.9 billion. Ruckus, based in California, provides wireless networks for enterprises and service providers. The results of operations of Ruckus have been included in our results of operations from the acquisition date. See Note 3.