What changed in this filing

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Item 1. Financial Statements

2021-08-09 compared with 2021-05-10 · 257 added, 168 removed, 583 unchanged (42% of the section changed)

1 unchanged sentence

CONDENSED CONSOLIDATED BALANCE SHEETS

April 4, 2021 December 31, 2020

July 4, 2021 December 31, 2020

(In thousands)

4 unchanged sentences

Other current assets 50,725 52,289

Current assets held for sale 16,279 —

Total current assets 1,164,970 1,098,398

10 unchanged sentences

Accrued liabilities 283,109 276,641

Current liabilities held for sale 5,555 —

Total current liabilities 582,537 520,761

16 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands, except per share data)

26 unchanged sentences

Net income (loss) $ 0.97 $ ( 1.52 ) $ 1.60 $ ( 1.76 )

Comprehensive income attributable to Belden $ 82,391 $ 11,134

Comprehensive income (loss) attributable to Belden $ 22,499 $ ( 112,351 ) $ 104,890 $ ( 101,217 )

Common stock dividends declared per share $ 0.05 $ 0.05 $ 0.10 $ 0.10

1 unchanged sentence

CONDENSED CONSOLIDATED CASH FLOW STATEMENTS

Three Months Ended

April 4, 2021 March 29, 2020

Six Months Ended

July 4, 2021 June 28, 2020

(In thousands)

1 unchanged sentence

Net income (loss) 72,713 $ ( 79,100 )

Adjustments to reconcile net income (loss) to net cash used for operating activities:

Adjustments to reconcile net income (loss) to net cash from operating activities:

Depreciation and amortization 43,272 53,533

9 unchanged sentences

Other liabilities ( 13,853 ) ( 18,819 )

Net cash used for operating activities ( 41,495 ) ( 52,052 )

Net cash provided by (used for) operating activities 26,654 ( 12,130 )

Cash flows from investing activities:

1 unchanged sentence

Capital expenditures ( 30,866 ) ( 41,734 )

Purchase of intangible assets ( 3,650 ) —

Proceeds from disposal of tangible assets 3,249 3,090

3 unchanged sentences

Cash dividends paid ( 4,493 ) ( 4,572 )

Payments under borrowing arrangements ( 1,841 ) —

Withholding tax payments for share-based payment awards ( 2,009 ) ( 1,058 )

Payments under borrowing arrangements ( 1,841 ) ( 100,000 )

Debt issuance costs paid ( 1,728 ) —

Other ( 75 ) ( 111 )

1 unchanged sentence

Payment of earnout consideration — ( 29,300 )

Net cash used for financing activities ( 5,035 ) ( 53,896 )

Borrowings on revolver — 190,000

Net cash provided by (used for) financing activities ( 10,146 ) 19,959

Effect of foreign currency exchange rate changes on cash and cash equivalents ( 993 ) ( 2,620 )

2 unchanged sentences

Cash and cash equivalents, end of period $ 423,291 $ 393,040

The Condensed Consolidated Cash Flow Statement for the period ended March 29, 2020 includes the results of discontinued operations, which were sold on July 2, 2020.

The Condensed Consolidated Cash Flow Statement for the six months ended June 28, 2020 includes the results of discontinued operations, which were sold on July 2, 2020.

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

4 unchanged sentences

Shares Amount Capital Earnings Shares Amount Income (Loss) Interests Total

(In thousands)

Balance at December 31, 2020 50,335 $ 503 $ 823,605 $ 450,876 ( 5,692 ) $ ( 332,552 ) $ ( 191,851 ) $ 6,470 $ 757,051

9 unchanged sentences

Balance at April 4, 2021 50,335 $ 503 $ 827,271 $ 477,279 ( 5,611 ) $ ( 327,835 ) $ ( 138,126 ) $ 6,368 $ 845,460

Net income — — — 43,764 — — — 208 43,972

Other comprehensive loss, net of tax — — — — — — ( 21,265 ) ( 229 ) ( 21,494 )

Retirement Savings Plan stock contributions — — ( 418 ) — 66 3,723 — — 3,305

Exercise of stock options, net of tax withholding forfeitures — — ( 147 ) — 2 100 — — ( 47 )

Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 5,795 ) — 83 4,738 — — ( 1,057 )

Share-based compensation — — 6,228 — — — — — 6,228

Common stock dividends ($ 0.05 per share)

— — — ( 2,269 ) — — — — ( 2,269 )

Balance at July 4, 2021 50,335 $ 503 $ 827,139 $ 518,774 ( 5,460 ) $ ( 319,274 ) $ ( 159,391 ) $ 6,347 $ 874,098

Additional Accumulated

14 unchanged sentences

Balance at March 29, 2020 50,335 $ 503 $ 812,490 $ 501,611 ( 5,433 ) $ ( 326,266 ) $ ( 41,095 ) $ 5,792 $ 953,035

Net income (loss) — — — ( 67,905 ) — — — 24 ( 67,881 )

Other comprehensive income (loss), net of tax — — — — — — ( 44,446 ) 147 ( 44,299 )

Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 1,598 ) — 27 1,543 — — ( 55 )

Share repurchase program — — — — ( 384 ) ( 13,761 ) — — ( 13,761 )

Share-based compensation — — 5,090 — — — — — 5,090

Common stock dividends ($ 0.05 per share)

— — — ( 2,247 ) — — — — ( 2,247 )

Balance at June 28, 2020 50,335 $ 503 $ 815,982 $ 431,459 ( 5,790 ) $ ( 338,484 ) $ ( 85,541 ) $ 5,963 $ 829,882

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

11 unchanged sentences

Business Description

We are a global supplier of specialty networking solutions built around two global business platforms - Enterprise Solutions and Industrial Solutions.

We are a global supplier of specialty networking solutions built around two global businesses - Enterprise Solutions and Industrial Solutions.

Our comprehensive portfolio of solutions enables customers to transmit and secure data, sound, and video for mission critical applications across complex enterprise and industrial environments.

3 unchanged sentences

Our fiscal second and third quarters each have 91 days.

The three months ended April 4, 2021 and March 29, 2020 included 94 and 89 days, respectively.

The six months ended July 4, 2021 and June 28, 2020 included 185 days and 180 days, respectively.

Fair Value Measurement

4 unchanged sentences

• Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable.

As of and during the three months ended April 4, 2021 and March 29, 2020, we utilized Level 1 inputs to determine the fair value of cash equivalents, and we utilized Level 2 and Level 3 inputs to determine the fair value of net assets acquired in business combinations (see Note 3) and for impairment testing (see Notes 4 and 10).

We did not have any transfers between Level 1 and Level 2 fair value measurements during the three months ended April 4, 2021 and March 29, 2020.

As of and during the three and six months ended July 4, 2021 and June 28, 2020, we utilized Level 1 inputs to determine the fair value of cash equivalents, and we utilized Level 2 and Level 3 inputs to determine the fair value of net assets acquired in business combinations (see Note 3) and for impairment testing (see Notes 4 and 11).

We did not have any transfers between Level 1 and Level 2 fair value measurements during the six months ended July 4, 2021 and June 28, 2020.

Cash and Cash Equivalents

1 unchanged sentence

We periodically have cash equivalents consisting of short-term money market funds and other investments.

As of April 4, 2021, we did not have any such cash equivalents on hand.

As of July 4, 2021, we did not have any such cash equivalents on hand.

The primary objective of our investment activities is to preserve our capital for the purpose of funding operations.

We do not enter into investments for trading or speculative purposes.

During the three months ended March 29, 2020, we paid the sellers of Snell Advanced Media (SAM) the full earnout consideration of $ 31.4 million in cash in accordance with the purchase agreement.

During the six months ended June 28, 2020, we paid the sellers of Snell Advanced Media (SAM) the full earnout consideration of $ 31.4 million in cash in accordance with the purchase agreement.

SAM was acquired on February 8, 2018 and was included in the Grass Valley disposal group.

5 unchanged sentences

Based on facts currently available, we believe the disposition of the claims that are pending or asserted will not have a material adverse effect on our financial position, results of operations, or cash flow.

As of April 4, 2021, we were party to bank guaranties, standby letters of credit, and surety bonds totaling $ 7.1 million, $ 6.0 million, and $ 3.3 million, respectively.

As of July 4, 2021, we were party to bank guaranties, standby letters of credit, and surety bonds totaling $ 6.9 million, $ 6.9 million, and $ 3.3 million, respectively.

Revenue Recognition

12 unchanged sentences

The results of the joint venture attributable to Hite’s ownership are presented as net income (loss) attributable to noncontrolling interest in the Condensed Consolidated Statements of Operations.

The joint venture is not material to our Condensed Consolidated financial statements as of or for the periods ended April 4, 2021 and March 29, 2020.

The joint venture is not material to our Condensed Consolidated financial statements as of or for the periods ended July 4, 2021 and June 28, 2020.

Furthermore, certain subsidiaries of our Opterna and OTN Systems N.V.

4 unchanged sentences

An immaterial amount of Opterna's annual revenues are generated from transactions with the noncontrolling interests.

The subsidiaries of Opterna and OTN that include noncontrolling interests are not material to our Condensed Consolidated financial statements as of or for the periods ended April 4, 2021 and March 29, 2020.

The subsidiaries of Opterna and OTN that include noncontrolling interests are not material to our Condensed Consolidated financial statements as of or for the periods ended July 4, 2021 and June 28, 2020.

Revenues are recognized when control of the promised goods or services is transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services.

2 unchanged sentences

Broadband & 5G Cyber-security Industrial Automation Smart Buildings Total

Three Months Ended April 4, 2021 (In thousands)

Three Months Ended July 4, 2021 (In thousands)

Enterprise Solutions $ 124,760 $ — $ — $ 142,768 $ 267,528

1 unchanged sentence

Total $ 124,760 $ 26,120 $ 308,326 $ 142,768 $ 601,974

Three Months Ended March 29, 2020

Three Months Ended June 28, 2020

Enterprise Solutions $ 110,612 $ — $ — $ 92,762 $ 203,374

1 unchanged sentence

Total $ 110,612 $ 25,726 $ 195,711 $ 92,762 $ 424,811

Six Months Ended July 4, 2021

Enterprise Solutions $ 229,851 $ — $ — $ 264,032 $ 493,883

Industrial Solutions — 53,825 590,647 — 644,472

Total $ 229,851 $ 53,825 $ 590,647 $ 264,032 $ 1,138,355

Six Months Ended June 28, 2020

Enterprise Solutions $ 206,715 $ — $ — $ 208,872 $ 415,587

Industrial Solutions — 51,445 421,305 — 472,750

Total $ 206,715 $ 51,445 $ 421,305 $ 208,872 $ 888,337

The following tables present our revenues disaggregated by geography, based on the location of the customer purchasing the product.

Americas EMEA APAC Total Revenues

Three Months Ended April 4, 2021 (In thousands)

Three Months Ended July 4, 2021 (In thousands)

Enterprise Solutions $ 192,138 $ 40,468 $ 34,922 $ 267,528

1 unchanged sentence

Total $ 388,705 $ 127,230 $ 86,039 $ 601,974

Three Months Ended March 29, 2020

Three Months Ended June 28, 2020

Enterprise Solutions $ 154,844 $ 26,150 $ 22,380 $ 203,374

1 unchanged sentence

Total $ 279,484 $ 83,410 $ 61,917 $ 424,811

Six Months Ended July 4, 2021

Enterprise Solutions $ 354,814 $ 78,404 $ 60,665 $ 493,883

Industrial Solutions 381,715 168,042 94,715 644,472

Total $ 736,529 $ 246,446 $ 155,380 $ 1,138,355

Six Months Ended June 28, 2020

Enterprise Solutions $ 310,273 $ 62,012 $ 43,302 $ 415,587

Industrial Solutions 281,040 123,226 68,484 472,750

Total $ 591,313 $ 185,238 $ 111,786 $ 888,337

We generate revenues primarily by selling products that provide secure and reliable transmission of data, sound, and video for mission critical applications.

8 unchanged sentences

We adjust our estimate of revenue at the earlier of when the most likely amount of consideration we expect to receive changes or when the consideration becomes fixed.

Adjustments to revenue for performance obligations satisfied in prior periods were not significant during the three months ended April 4, 2021 nor March 29, 2020.

Adjustments to revenue for performance obligations satisfied in prior periods were not significant during the three and six months ended July 4, 2021 and June 28, 2020.

The following table presents estimated and accrued variable consideration:

April 4, 2021 March 29, 2020

July 4, 2021 December 31, 2020

(in thousands)

4 unchanged sentences

Consideration allocated to support services under a support and maintenance contract is typically paid in advance and recognized ratably over the term of the service.

Consideration allocated to professional services is typically recognized when or as the services are performed depending on the terms of the arrangement.

As of April 4, 2021, total deferred revenue was $ 83.8 million, and of this amount, $ 58.0 million is expected to be recognized within the next twelve months, and the remaining $ 25.8 million is long-term and is expected to be recognized over a period greater than twelve months.

The following table presents deferred revenue activity:

Three Months Ended

April 4, 2021 March 29, 2020

Consideration allocated to professional services is typically recognized wh en or as the services are performed depending on the terms of the arrangement.

As of July 4, 2021, total deferred revenue was $ 82.1 million, and of this amount, $ 57.3 million is expected to be recognized within the next twelve months, and the remaining $ 24.8 million is long- term and is expected to be recognized over a period greater than twelve months.

The following table presents deferred revenue activity during the three and six months ended July 4, 2021 and June 28, 2020:

(In thousands)

Beginning balance $ 77,648 $ 70,070

Beginning balance at January 1 $ 77,648 $ 70,070

New deferrals 24,505 23,830

1 unchanged sentence

Revenue recognized ( 24,387 ) ( 24,415 )

Ending balance $ 83,763 $ 69,485

Service-type warranties represent $ 10.9 million of the deferred revenue balance at April 4, 2021, and of this amount $ 3.9 million is expected to be recognized in the next twelve months, and the remaining $ 7.0 million is long-term and will be recognized over a period greater than twelve months.

Balance at the end of Q1 $ 83,763 $ 69,485

New deferrals 20,596 21,322

Adjustments related to acquisitions ( 2,740 ) —

Revenue recognized ( 19,542 ) ( 22,200 )

Balance at the end of Q2 $ 82,077 $ 68,607

Service-type warr anties represent $ 11.0 million of the deferred revenue balance at July 4, 2021, and of this amount $ 3.9 million is expected to be recognized in the next twelve months, and the remaining $ 7.1 million is long-t erm and will be recognized over a period greater than twelve months.

We expense sales commissions as incurred when the duration of the related revenue arrangement is one year or less.

We capitalize sales commissions in other current and long-lived assets on our balance sheet when the original duration of the related revenue arrangement is longer than one year, and we amortize it over the related revenue arrangement period.

Total capitalized sales commissions was $ 6.1 million as of April 4, 2021 and $ 3.0 million as of March 29, 2020.

Total capitalized sales commissions was $ 6.2 million and $ 4.6 million as of July 4, 2021 and June 28, 2020, respectively.

The following table presents sales commissions that are recorded within selling, general and administrative expenses:

Three Months ended

April 4, 2021 March 29, 2020

Three Months ended Six Months ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

1 unchanged sentence

OTN Systems N.V.

We acquired 100 % of the shares of OTN on January 29, 2021 for a preliminary purchase price, net of cash acquired, of $ 73.3 million.

We acquired 100 % of the shares of OTN on January 29, 2021 for a preliminary purchase price, net of cash acquired, of $ 73.3 million, which was funded with cash on hand.

OTN, based in Olen, Belgium, is a leading provider of easy to use and highly-reliable network solutions tailored for specific applications in harsh, mission-critical environments.

17 unchanged sentences

Accrued liabilities 4,486

Deferred revenues 3,260

Long-term debt 1,841

10 unchanged sentences

A change in the estimated fair value of the net assets acquired or noncontrolling interests will change the amount of the purchase price allocable to goodwill.

During the second quarter of 2021, we recorded measurement-period adjustments that increased goodwill by $ 0.2 million.

The impact of these adjustments to the Condensed Consolidated Statements of Operations was immaterial.

A single estimate of fair value results from a complex series of judgments about future events and uncertainties and relies heavily on estimates and assumptions.

1 unchanged sentence

The preliminary fair value of acquired receivables is $ 5.0 million, which is equivalent to its gross contractual amount.

For purposes of the above allocation, we based our preliminary estimate of the fair values for the acquired inventory, intangible assets, and noncontrolling interests on valuation studies performed by a third party valuation firm.

For purposes of the above allocation, we based our preliminary estimate of the fair values for the acquired inventory, intangible assets, deferred revenue, and noncontrolling interests on valuation studies performed by a third party valuation firm.

We have estimated a preliminary fair value adjustment for inventories based on the estimated selling price of the work-in-process and finished goods acquired at the closing date less the sum of the costs to complete the work-in-process, the costs of disposal, and a reasonable profit allowance for our post acquisition selling efforts.

We used various valuation methods including discounted cash flows, lost income, excess earnings, and relief from royalty to estimate the preliminary fair value of the identifiable intangible assets (Level 3 valuation).

Goodwill and other intangible assets reflected above were determined to meet the criteria for recognition apart from tangible assets acquired and liabilities assumed.

21 unchanged sentences

The useful life of the non-compete agreements was based on the term of the agreements.

Our consolidated revenues and income before taxes for the three months ended April 4, 2021 included $ 4.1 million and ($ 3.4 million), respectively, from OTN.

For the three months ended April 4, 2021, income before taxes included $ 0.3 million of severance and other restructuring costs, $ 1.6 million of amortization of intangible assets, and $ 0.8 million of cost of sales related to the adjustment of acquired inventory to fair value.

Our consolidated revenues and income before taxes for the three months ended July 4, 2021 included $ 8.8 million and $( 0.8 ) million, respectively, from OTN.

For the three months ended July 4, 2021, income before taxes included $ 0.3 million of severance and other restructuring costs, $ 0.7 million of amortization of intangible assets, and $ 1.2 million of cost of sales related to the adjustment of acquired inventory to fair value for OTN.

Our consolidated revenues and income before taxes for the six months ended July 4, 2021 included $ 12.9 million and $( 4.2 ) million, respectively, from OTN.

For the six months ended July 4, 2021, income before taxes included $ 1.7 million of severance and other restructuring costs, $ 2.3 million of amortization of intangible assets, and $ 2.0 million of cost of sales related to the adjustment of acquired inventory to fair value for OTN.

The following table illustrates the unaudited pro forma effect on operating results as if the OTN acquisition had been completed as of January 1, 2020.

Three Months Ended Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands, except per share data)

8 unchanged sentences

As of the acquisition date, we estimated the fair value of the earn-out to be $ 5.8 million.

As of April 4, 2021, the financial targets tied to the earn-out were not expected to be achieved.

We reduced the earn-out liability to zero and recognized a $ 5.8 million benefit in Selling, General and Administrative Expenses in the three months ended April 4, 2021.

The earn-out period ended in 2021, and the financial targets tied to the earn-out were not achieved.

We reduced the earn-out liability to zero and recognized a $ 5.8 million benefit in Selling, General and Administrative Expenses in the six months ended July 4, 2021.

This benefit was excluded from Segment EBITDA of our Enterprise Solutions segment.

Assets Held for Sale

We classify assets and liabilities as held for sale (disposal group) when management, having the authority to approve the action, commits to a plan to sell the disposal group, the sale is probable within one year, and the disposal group is available for immediate sale in its present condition.

3 unchanged sentences

We also cease depreciation and amortization for assets classified as held for sale.

During the first quarter of 2021, we committed to a plan to sell an oil and gas cable business and determined that we met all of the criteria to classify the assets and liabilities of this business as held for sale.

The business is part of the Industrial Solutions segment.

The carrying value of the disposal group exceeded the fair value less costs to sell, which we determined based upon the expected sale price, by $ 3.4 million.

During the first quarter of 2021, we committed to a plan to sell our oil and gas cable business in Brazil that met all of the criteria to classify the assets and liabilities of this business, formerly part of the Industrial Solutions segment, as held for sale.

At such time, the carrying value of the disposal group exceeded the fair value less costs to sell, which we determined based upon the expected sale price, by $ 3.4 million.

Therefore, we recognized an impairment charge in Selling, General and Administrative Expenses equal to this amount in the first quarter of 2021.

The impairment charge is excluded from Segment EBITDA of our Industrial Solutions segment.

The following table provides the major classes of assets and liabilities classified as held for sale.

In addition, the disposal group had $ 0.9 million of accumulated other comprehensive income at April 4, 2021.

Receivables 7,660

Inventories 2,033

Other current assets 3,189

Property, plant and equipment 2,487

Other long-lived assets 612

Total assets held for sale $ 16,279

Accounts payable $ 659

Accrued liabilities 4,896

Total liabilities held for sale $ 5,555

Net assets $ 10,724

The impairment charge was excluded from Segment EBITDA of our Industrial Solutions segment.

We completed the sale of our oil and gas cable business in Brazil during the second quarter of 2021 for $ 10.9 million, net of cash delivered with the business.

Discontinued Operations

During the fourth quarter of 2019, we committed to a plan to sell Grass Valley, and at such time, met all of the criteria to classify the assets and liabilities of this business as held for sale.

Furthermore, we determined a divestiture of Grass Valley represented a strategic shift that is expected to have a major impact on our operations and financial results.

Furthermore, the divestiture of Grass Valley represented a strategic shift that had a major impact on our operations and financial results.

As a result, the Grass Valley disposal group, which was included in our Enterprise Solutions segment, was reported within discontinued operations.

4 unchanged sentences

The seller’s note accrues PIK interest at an annual rate of 8.5 %.

During the three months ended April 4, 2021, the seller's note accrued interest of $ 3.7 million, which we reserved for based on our expected loss allowance methodology.

During the three and six months ended July 4, 2021, the seller's note accrued interest of $ 4.0 million and $ 7.7 million, respectively, which we reserved for based on our expected loss allowance methodology.

Based upon a third party valuation specialist using certain assumptions in a Monte Carlo analysis, the estimated fair value of the seller’s note is $ 34.9 million, which we recorded in Other Long-Lived Assets.

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Grass Valley's operating results for periods after July 2, 2020 are not included in our Consolidated Financial Statements.

The following table summarizes the operating results of the disposal group for the three months ended March 29, 2020 (in thousands):

The following table summarizes the operating results of the disposal group for the three and six months ended June 28, 2020 (in thousands):

Three Months Ended Six Months Ended

June 28, 2020 June 28, 2020

(In Thousands)

Revenues $ 56,812 $ 107,861

7 unchanged sentences

Loss before taxes $ ( 92,628 ) $ ( 126,287 )

We wrote down the carrying value of Grass Valley and recognized asset impairments totaling $ 23.2 million in the three months e nded March 29, 2020.

We wrote down the carrying value of Grass Valley and recognized asset impairments totaling $ 89.8 million and $ 113.0 million in the three and six months ended June 28, 2020, respectively.

We determined the estimated fair values of the assets and of the reporting unit by calculating the present values of their estimated future cash flows.

The Grass Valley disposal group had capital expenditures of approximately $ 7.9 million and incurred stock-based compensation income of $ 0.9 million during the three months ended March 29, 2020.

The disposal group did not have any significant non-cash charges for investing activities during the three months ended March 29 , 2020 .

The disposal group had capital expenditures of approximately $ 8.5 million and $ 16.4 million during the three and six months ended June 28, 2020, respectively.

The disposal group recognized credits to stock-based compensation of $ 0.0 million and $ 0.9 million during the three and six months ended June 28, 2020, respectively.

The disposal group did not have any significant non-cash charges for investing activities during the six months ended June 28, 2020 .

Reportable Segments

We are organized around two global business platforms:

We are organized around two global businesses:

Enterprise Solutions and Industrial Solutions.

Each of the global business platforms represents a reportable segment.

Each of the global businesses represents a reportable segment.

The key measures of segment profit or loss are Segment Revenues and Segment EBITDA.

6 unchanged sentences

and other costs.

We allocate corporate expenses to the segments for purposes of measuring Segment EBITDA.

We allocate corporate expenses to the segments for purposes of

measuring Segment EBITDA.

Corporate expenses are allocated on the basis of each segment’s relative EBITDA prior to the allocation.

1 unchanged sentence

All goodwill is allocated to reporting units of our segments for purposes of impairment testing.

Inter-company revenues between our segments is not material.

Enterprise Solutions Industrial Solutions Total Segments

(In thousands)

As of and for the three months ended April 4, 2021

As of and for the three months ended July 4, 2021

Segment revenues $ 267,528 $ 335,295 $ 602,823

Affiliate revenues 331 23 354

Segment EBITDA 35,269 56,731 92,000

5 unchanged sentences

Segment assets 522,635 625,325 1,147,960

As of and for the three months ended March 29, 2020

As of and for the three months ended June 28, 2020

Segment revenues $ 203,374 $ 221,437 $ 424,811

Affiliate revenues 224 6 230

Segment EBITDA 22,231 26,449 48,680

5 unchanged sentences

Segment assets 502,767 464,862 967,629

As of and for the six months ended July 4, 2021

Segment revenues $ 493,883 $ 645,321 $ 1,139,204

Segment EBITDA 63,375 108,094 171,469

Depreciation expense 10,715 12,212 22,927

Amortization of intangibles 8,775 10,274 19,049

Amortization of software development intangible assets 52 1,244 1,296

Severance, restructuring, and acquisition integration costs 4,375 3,836 8,211

Adjustments related to acquisitions and divestitures ( 6,318 ) 8,851 2,533

Segment assets 522,635 625,325 1,147,960

As of and for the six months ended June 28, 2020

Segment revenues $ 415,587 $ 472,750 $ 888,337

Segment EBITDA 46,943 61,976 108,919

Depreciation expense 10,203 10,411 20,614

Amortization of intangibles 10,858 21,344 32,202

Amortization of software development intangible assets 111 605 716

Severance, restructuring, and acquisition integration costs 4,973 3,118 8,091

Adjustments related to acquisitions and divestitures 125 — 125

Segment assets 502,767 464,862 967,629

The following table is a reconciliation of the total of the reportable segments’ Revenues and EBITDA to consolidated revenues and consolidated income from continuing operations before taxes, respectively.

Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

Total Segment and Consolidated Revenues $ 536,381 $ 463,526

Total Segment Revenues $ 602,823 $ 424,811 $ 1,139,204 $ 888,337

Adjustments related to acquisitions ( 849 ) — ( 849 ) —

Consolidated Revenues $ 601,974 $ 424,811 $ 1,138,355 $ 888,337

Total Segment EBITDA $ 92,000 $ 48,680 $ 171,469 $ 108,919

10 unchanged sentences

(1) See Note 12, Severance, Restructuring, and Acquisition Integration Activities, for details.

(2) During the three months ended April 4, 2021, we reduced the Opterna earn-out liability by $ 5.8 million, recognized a $ 3.6 million impairment on assets held and used, recognized a $ 3.4 million impairment on assets held for sale, collected $ 1.4 million of receivables associated with the sale of Grass Valley that were previously written off, and recognized cost of sales of $ 0.8 million related to purchase accounting adjustments of acquired inventory to fair value for the OTN acquisition.

During the three months ended March 29, 2020, we recognized cost of sales related to purchase accounting adjustments of acquired inventory to fair value for the SPC acquisition.

(2) During the three months ended July 4, 2021, we collected $ 0.1 million of receivables associated with the sale of Grass Valley that were previously written off, recognized deferred revenues of $ 0.8 million for the purchase accounting effect of recording deferred revenue at fair value for the OTN acquisition, and recognized cost of sales of $ 1.2 million related to purchase accounting ad justments of acquired inventory to fair value for the OTN acquisition.

During the six months ended July 4, 2021, we reduced the Opterna earn-out liability by $ 5.8 million, recognized a $ 3.6 million impairment on assets held and used, recognized a $ 3.4 million impairment on assets held for sale, collected $ 1.5 million of receivables associated with the sale of Grass Valley that were previously written off, recognized cost of sales of $ 2.0 million related to purchase accounting adjustments of acquired inventory to fair value for the OTN acquisition, and recognized deferred revenues of $ 0.8 million for the purchase accounting effect of recording deferred revenue at fair value for the OTN acquisition.

During the three and six months ended June 28, 2020, we recognized cost of sales related to purchase accounting adjustments of acquired inventory to fair value for the SPC acquisition.

Income (loss) per Share

The following table presents the basis for the income (loss) per share computations:

Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

7 unchanged sentences

Weighted average shares outstanding, diluted 45,262 44,665 45,162 45,097

For the three months ended April 4, 2021 and March 29, 2020, diluted weighted average shares outstanding exclude outstanding equity awards of 1.3 million and 1.4 million, respectively, which are anti-dilutive.

In addition, for the three months ended April 4, 2021 and March 29, 2020, diluted weighted average shares outstanding do not include outstanding equity awards of 0.4 million and 0.3 million, respectively, because the related performance conditions have not been satisfied.

For both the three and six months ended July 4, 2021, diluted weighted average shares outstanding exclude outstanding equity awards of 1.3 million as they are anti-dilutive.

In addition, for both the three and six months ended July 4, 2021, diluted weighted average shares outstanding do not include outstanding equity a wards of 0.4 million becau se the related performance conditions have not been satisfied.

For the three and six months ended June 28, 2020, diluted weighted average shares outstanding exclude outstanding equity awards of 1.7 million and 1.5 million, respectively, which are anti-dilutive.

In addition, for both the three and six months ended June 28, 2020, diluted weighted average shares outstanding do not include outstanding equity awards of 0.4 million because the related performance conditions have not been satisfied.

For purposes of calculating basic earnings per share, unvested restricted stock units are not included in the calculation of basic weighted average shares outstanding until all necessary conditions have been satisfied and issuance of the shares underlying the restricted stock units is no longer contingent.

16 unchanged sentences

Balances are written off when determined to be uncollectible.

Estimates are used to determine the allowance, which is based upon an assessment of anticipated payments as well as other historical, current and future information that is reasonably available.

The following table presents the activity in the trade receivables allowance for doubtful accounts for our continuing operations for the three months ended April 4, 2021 and March 29, 2020, respectively:

Three Months ended

April 4, 2021 March 29, 2020

Estimates are used to determine the allowance, which is based upon an assessment of anticipated payments as well as other information that is reasonably available.

The following table presents the activity in the trade receivables allowance for doubtful accounts for our continuing operations for the three and six months ended July 4, 2021 and June 28, 2020, respectively:

(In thousands)

Beginning balance $ 5,150 $ 2,569

Beginning balance at January 1 $ 5,150 $ 2,569

Adoption adjustment — 1,011

3 unchanged sentences

Fx impact ( 17 ) ( 213 )

Ending balance $ 5,135 $ 3,186

The following table presents the major classes of inventories as of April 4, 2021 and December 31, 2020, respectively:

April 4, 2021 December 31, 2020

Q1 ending balance 5,135 3,186

Current period provision 305 2,621

Disposals ( 192 ) —

Write-offs ( 20 ) ( 52 )

Recoveries collected ( 36 ) ( 100 )

Fx impact ( 25 ) 37

Q2 ending balance $ 5,167 5,692

The following table presents the major classes of inventories as of July 4, 2021 and December 31, 2020, respectively:

July 4, 2021 December 31, 2020

(In thousands)

13 unchanged sentences

We have entered into various short-term operating leases with an initial term of twelve months or less.

These leases are not recorded on our balance sheet, and for the three months ended April 4, 2021 and March 29, 2020, the rent expense for short-term leases was not material.

These leases are not recorded on our balance sheet, and for the three and six months ended July 4, 2021 and June 28, 2020, the rent expense for short-term leases was not material.

We have certain property and equipment lease contracts that may contain lease and non-lease components, and we have elected to utilize the practical expedient to account for these components together as a single combined lease component.

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Belden would be required to make lease payments only if the primary obligor, Black Dragon Capital, fails to make the payments.

As of April 4, 2021, the SAM lease has approximately $ 21.5 million of lease payments remaining, but we do not believe that it is probable that we have incurred a liability from the guarantee.

As of July 4, 2021, the SAM lease has approximately $ 21.2 million of lease payments remaining, but we do not believe that it is probable that we have incurred a liability from the guarantee.

The components of lease expense were as follows:

Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

5 unchanged sentences

Supplemental cash flow information related to leases was as follows:

Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

4 unchanged sentences

Supplemental balance sheet information related to leases was as follows:

April 4, 2021 December 31, 2020

July 4, 2021 December 31, 2020

(In thousands, except lease term and discount rate)

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Finance leases 4.6 % 4.9 %

The following table summarizes maturities of lease liabilities as of April 4, 2021 and December 31, 2020, respectively:

April 4, 2021 December 31, 2020

The following table summarizes maturities of lease liabilities as of July 4, 2021 and December 31, 2020, respectively:

July 4, 2021 December 31, 2020

(In thousands)

8 unchanged sentences

Depreciation and Amortization Expense

We recognized depreciation expense of $ 11.6 million and $ 10.3 million in the three months ended April 4, 2021 and March 29, 2020, respectively.

We recognized amortization expense related to our intangible assets of $ 10.6 million and $ 16.5 million in the three months ended April 4, 2021 and March 29, 2020, respectively.

We recognized depreciation expense of $ 11.4 million and $ 22.9 million in the three and six months ended July 4, 2021, respectively.

We recognized depreciation expense of $ 10.3 million and $ 20.6 million in the three and six months ended June 28, 2020, respectively.

We recognized amortization expense related to our intangible assets of $ 9.7 million and $ 20.3 million in the three and six months ended July 4, 2021, respectively.

We recognized amortization expense related to our intangible assets of $ 16.4 million and $ 32.9 million in the three and six months ended June 28, 2020, respectively.

Interim Impairment Test

During the first quarter of 2021, we committed to a plan to sell an oil and gas cable business, and recognized an impairment charge of $ 3.4 million.

During the first quarter of 2021, we also performed a recoverability test on certain held and used long-lived assets in our Industrial Solutions segment due to the presence of impairment indicators stemming from the increased probability of selling the assets.

We determined that the carrying values of the assets were not recoverable and recognized a $ 3.6 million impairment charge in Selling, General and Administrative Expenses to write them down to fair value.

This impairment charge is excluded from Segment EBITDA of our Industrial Solutions segment.

During the first quarter of 2021, we committed to a plan to sell our oil and gas cable business in Brazil, and recognized an impairment charge of $ 3.4 million.

During the second quarter of 2021, w e completed the sale of this business.

Also in the first quarter of 2021, we performed a recoverability test over certain held and used long-lived assets in our Industrial Solutions segment as a result of the likelihood of selling the assets.

We determined that the carrying values of the assets were not recoverable and recognized a $ 3.6 million impairment charge in Selling, General and Administrative Expenses during the six months ended July 4, 2021 to write them down to fair value.

This impairment charge was excluded from Segment EBITDA of our Industrial Solutions segment.

Severance, Restructuring, and Acquisition Integration Activities

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During the fourth quarter of 2019, we began a cost reduction program to improve performance and enhance margins by streamlining the organizational structure and investing in technology to drive productivity.

We recognized $ 2.3 million of severance and other restructuring costs for this program during the three months ended April 4, 2021 and an immaterial amount during the three months ended March 29, 2020.

We recognized $ 1.2 million and $ 3.5 million of severance and other restructuring costs for this program during the three and six months ended July 4, 2021, respectively, and $ 3.5 million and $ 3.0 million during the three and six months ended June 28, 2020, respectively.

These costs were incurred by both the Enterprise Solutions and Industrial Solutions segments.

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We are integrating our recent acquisitions such as OTN, SPC, and Opterna with our existing businesses.

The restructuring and integration activities were focused on achieving desired cost savings by consolidating existing and acquired facilities and other support functions.

We recognized $ 1.8 million and $ 2.2 million of severance and other restructuring costs for this program during the three months ended April 4, 2021 and March 29, 2020, respectively.

These costs were incurred by the Enterprise Solutions segment.

The restructuring and integration activities are focused on achieving desired cost savings by consolidating existing and acquired facilities and other support functions.

We recognized $ 0.6 million and $ 2.4 million of severance and other restructuring costs for this program during the three and six months ended July 4, 2021, respectively.

We recognized $ 0.9 million and $ 3.1 million of severance and other restructuring costs for this program during the three and six months ended June 28, 2020, respectively.

These costs were incurred by both the Enterprise Solutions and Industrial Solutions segments.

We expect to incur incremental costs of approximately $ 2.0 million for this program in 2021.

The following table summarizes the costs by segment of the programs described above as well as other immaterial programs and acquisition integration activities during the three months ended April 4, 2021 and March 29, 2020:

Severance Other

1 unchanged sentence

Integration Costs Total Costs

Three Months Ended April 4, 2021 (In thousands)

Three Months Ended July 4, 2021 (In thousands)

Enterprise Solutions $ 64 $ 2,396 $ 2,460

1 unchanged sentence

Total $ 399 $ 2,641 $ 3,040

Three Months Ended March 29, 2020

Three Months Ended June 28, 2020

Enterprise Solutions $ 1,467 $ 956 $ 2,423

1 unchanged sentence

Total $ 3,240 $ 1,232 $ 4,472

Six Months Ended July 4, 2021

Enterprise Solutions $ 1,108 $ 3,267 $ 4,375

Industrial Solutions 1,702 2,134 3,836

Total $ 2,810 $ 5,401 $ 8,211

Six Months Ended June 28, 2020

Enterprise Solutions $ 835 $ 4,138 $ 4,973

Industrial Solutions 818 2,300 3,118

Total $ 1,653 $ 6,438 $ 8,091

The other restructuring and integration costs primarily consisted of equipment transfer, costs to consolidate operating and support facilities, retention bonuses, relocation, travel, legal, and other costs.

1 unchanged sentence

The following table summarizes the costs of the various programs described above as well as other immaterial programs and acquisition integration activities by financial statement line item in the Condensed Consolidated Statement of Operations:

Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In Thousands)

3 unchanged sentences

Accrued Severance

The table below sets forth severance activity that occurred for the Cost Reduction Program as well as the Acquisition Integration Program described above.

The balances below are included in accrued liabilities.

Three Months ended

April 4, 2021 March 29, 2020

The table below summarizes severance activity, included in accrued liabilities, for the Cost Reduction Program and the Acquisition Integration Program discussed above for the three and six months ended July 4, 2021 and June 28, 2020, respectively.

(In thousands)

Beginning balance $ 7,085 $ 19,575

Beginning year balance $ 7,085 $ 19,575

New charges 2,060 2,529

2 unchanged sentences

Other adjustments — ( 4,147 )

Ending balance $ 7,396 $ 13,385

Balance at the end of Q1 7,396 13,385

New charges 458 4,660

Cash payments ( 1,023 ) ( 4,795 )

Foreign currency translation ( 4 ) ( 132 )

Other adjustments ( 59 ) ( 1,420 )

Balance at the end of Q2 $ 6,768 $ 11,698

The other adjustments were the result of changes in estimates.

2 unchanged sentences

The carrying values of our long-term debt were as follows:

April 4, 2021 December 31, 2020

July 4, 2021 December 31, 2020

(In thousands)

13 unchanged sentences

Revolving Credit Agreement due 2026

Our Revolving Credit Agreement provides a $ 400.0 million multi-currency asset-based revolving credit facility (the Revolver).

On June 2, 2021, we entered into an amended and restated Revolving Credit Agreement that provides a $ 300.0 million multi-currency asset-based revolving credit facility (the Revolver).

The maturity date of the Revolver is June 2, 2026.

The borrowing base under the Revolver includes eligible accounts receivable;

and property, plant and equipment of certain of our subsidiaries in the U.S., Canada, Germany, and the Netherlands.

The maturity date of the Revolver is May 16, 2022.

and property, plant and equipment of certain of our subsidiaries in the United States, Canada, Germany, the United Kingdom and the Netherlands.

Interest on outstanding borrowings is variable, based upon LIBOR or other similar indices in foreign jurisdictions, plus a spread that ranges from 1.25 %- 1.75 %, depending upon our leverage position.

We pay a commitment fee on our available borrowing capacity of 0.25 %.

In the event we borrow more than 90 % of our borrowing base, we are subject to a fixed charge coverage ratio covenant.

As of April 4, 2021, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $ 269.2 million.

Outstanding borrowings in the U.S.

and Canada may also, at our election, be priced on a base rate plus a spread that ranges from 0.25 % — 0.75 %, depending on our leverage position.

We pay a commitment fee on the total commitments of 0.25 %.

In the event that we borrow more than 90 % of our combined borrowing base or our borrowing base availability is less than $ 20.0 million, we are subject to a fixed charge coverage ratio covenant.

We paid approximately $ 1.7 million of fees associated with the amended Revolver, which will be amortized over its term using the effective interest method.

As of July 4, 2021, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $ 294.1 million.

Senior Subordinated Notes

We have outstanding € 300.0 million aggregate principal amount of 2.875 % senior subordinated notes due 2025 (the 2025 Notes).

The carrying value of the 2028 Notes as of April 4, 2021 is $ 410.9 million.

The carrying value of the 2025 Notes as of July 4, 2021 is $ 356.0 million.

The 2025 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.

2 unchanged sentences

We have outstanding € 200.0 million aggregate principal amount of 4.125 % senior subordinated notes due 2026 (the 2026 Notes).

The carrying value of the 2027 Notes as of April 4, 2021 is $ 528.3 million.

The carrying value of the 2026 Notes as of July 4, 2021 is $ 237.3 million.

The 2026 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.

The 2026 Notes rank equal in right of payment with our senior subordinated notes due 2028, 2027, and 2025 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver.

Interest is payable semiannually on January 15 and July 15 of each year.

Interest is payable semiannually on April 15 and October 15 of each year.

We have outstanding € 450.0 million aggregate principal amount of 3.375 % senior subordinated notes due 2027 (the 2027 Notes).

The carrying value of the 2026 Notes as of April 4, 2021 is $ 234.8 million.

The carrying value of the 2027 Notes as of July 4, 2021 is $ 534.0 million.

The 2027 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.

The 2027 Notes rank equal in right of payment with our senior subordinated notes due 2028, 2026, and 2025 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver.

Interest is payable semiannually on April 15 and October 15 of each year.

Interest is payable semiannually on January 15 and July 15 of each year.

We have outstanding € 350.0 million aggregate principal amount of 3.875 % senior subordinated notes due 2028 (the 2028 Notes).

The carrying value of the 2025 Notes as of April 4, 2021 is $ 352.2 million.

The carrying value of the 2028 Notes as of July 4, 2021 is $ 415.3 million.

The 2028 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.

1 unchanged sentence

Interest is payable semiannually on March 15 and September 15 of each year.

On July 28, 2021, we completed an offering for € 300.0 million aggregate principal amount of 3.375 % senior subordinated notes due 2031 (the 2031 Notes).

We intend to use the net proceeds from the offering of the 2031 Notes, along with cash on hand, to fund the redemption in full of our 2025 Notes.

Fair Value of Long-Term Debt

The fair value of our senior subordinated notes as of April 4, 2021 was approximately $ 1,558.5 million based on quoted prices of the debt instruments in inactive markets (Level 2 valuation).

This amount represents the fair value of our senior subordinated notes with a carrying value of $ 1,526.1 million as of April 4, 2021.

The fair value of our senior subordinated notes as of July 4, 2021 was approximately $ 1,584.0 million based on quoted prices of the debt instruments in inactive markets (Level 2 valuation).

This amount represents the fair value of our senior subordinated notes with a carrying value of $ 1,542.7 million as of July 4, 2021.

Net Investment Hedge

All of our euro denominated notes were issued by Belden Inc., a USD functional currency entity.

As of April 4, 2021, € 767.8 million of our outstanding foreign denominated debt is designated as a net investment hedge on the foreign currency risk of our net investment in our euro foreign operations.

As of July 4, 2021, € 767.8 million of our outstanding foreign denominated debt is designated as a net investment hedge on the foreign currency risk of our net investment in our euro foreign operations.

The objective of the hedge is to protect the net investment in the foreign operation against adverse changes in the euro exchange rate.

The transaction gain or loss is reported in the translation adjustment section of other comprehensive income.

For the three months ended April 4, 2021 and March 29, 2020, the transaction gain associated with the net investment hedge reported in other comprehensive income was $ 38.5 million and $ 54.7 million, respectively.

During the three months ended March 29, 2020, we de-designated € 532.2 million of our outstanding debt that was previously designated as a net investment hedge.

For the six months ended July 4, 2021 and June 28, 2020, the transaction gain associated with the net investment hedge reported in other comprehensive income was $ 28.8 million and $ 18.2 million, respectively.

During the six months ended June 28, 2020, we de-designated € 532.2 million of our outstanding debt that was previously designated as a net investment hedge.

After the de-designation, transaction gains or losses associated with this € 532.2 million of debt are reported in income from continuing operations.

For the three months ended April 4, 2021, we recognized income tax expense of $ 7.9 million, representing an effective tax rate of 21.5 %.

The effective tax rate was primarily impacted by the effect of our foreign operations, including statutory tax rates differences and foreign tax credits.

For the three months ended March 29, 2020, we recognized income tax expense of $ 2.2 million, representing an effective tax rate of 12.8 %.

The effective tax rate was impacted by a $ 1.1 million income tax benefit for certain foreign tax credits in the three months ended March 29, 2020.

For the three and six months ended July 4, 2021, we recognized income tax expense of $ 8.6 million and $ 16.4 million, respectively, representing an effective tax rate of 16.3 % and 18.4 %, respectively.

The effective tax rates were primarily impacted by the effect of our foreign operations, including statutory tax rates differences and foreign tax credits.

For the three and six months ended June 28, 2020, we recognized income tax expense of $ 0.4 million and $ 2.6 million, respectively, representing an effective tax rate of 11.2 % and 12.5 %, respectively.

The effective tax rates were impacted by income tax benefits for certain foreign tax credits of $ 0.1 million and $ 1.2 million in the three and six months ended June 28, 2020, respectively.

Pension and Other Postretirement Obligations

1 unchanged sentence

Pension Obligations Other Postretirement Obligations

Three Months Ended April 4, 2021 March 29, 2020 April 4, 2021 March 29, 2020

Three Months Ended July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

4 unchanged sentences

Actuarial losses (gains) 976 673 ( 5 ) ( 19 )

Net periodic benefit cost

$ 31 $ 50 $ 180 $ 191

Net periodic benefit cost (benefit) $ ( 471 ) $ 16 $ 190 $ 184

Pension Obligations Other Postretirement Obligations

Six Months Ended July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

Service cost $ 2,041 $ 1,824 $ 18 $ 16

Interest cost 3,703 4,747 363 397

Expected return on plan assets ( 8,195 ) ( 7,944 ) — —

Amortization of prior service cost 56 89 — —

Actuarial losses (gains) 1,955 1,350 ( 11 ) ( 38 )

Net periodic benefit cost (benefit) $ ( 440 ) $ 66 $ 370 $ 375

Comprehensive Income and Accumulated Other Comprehensive Income (Loss)

The following table summarizes total comprehensive income (losses):

Three Months Ended

April 4, 2021 March 29, 2020

Three Months Ended Six Months Ended

July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020

(In thousands)

Net income (loss) $ 43,972 $ ( 67,881 ) $ 72,713 $ ( 79,100 )

Foreign currency translation adjustments, net of $ 0.0 million and $ 1.0 million tax, respectively

52,764 21,790

Adjustments to pension and postretirement liability, net of $ 0.2 million and $ 0.1 million tax, respectively

Total comprehensive income 82,269 10,954

Comprehensive loss attributable to noncontrolling interests ( 122 ) ( 180 )

Comprehensive income attributable to Belden $ 82,391 $ 11,134

Foreign currency translation adjustments, net of tax ( 22,257 ) ( 44,671 ) 30,507 ( 22,881 )

Adjustments to pension and postretirement liability, net of tax 763 372 1,527 755

Total comprehensive income (loss) 22,478 ( 112,180 ) 104,747 ( 101,226 )

Comprehensive income (loss) attributable to noncontrolling interests ( 21 ) 171 ( 143 ) ( 9 )

Comprehensive income (loss) attributable to Belden $ 22,499 $ ( 112,351 ) $ 104,890 $ ( 101,217 )

The tax impacts of the foreign currency translation adjustments and pension liability adjustments in the table above are not material.

The accumulated balances related to each component of other comprehensive income (loss), net of tax, are as follows:

5 unchanged sentences

Balance at December 31, 2020 $ ( 131,181 ) $ ( 60,670 ) $ ( 191,851 )

Other comprehensive loss attributable to Belden before reclassifications 52,961 — 52,961

Other comprehensive income attributable to Belden before reclassifications 31,910 — 31,910

Amounts reclassified from accumulated other comprehensive income (loss) ( 977 ) 1,527 550

Net current period other comprehensive gain (loss) attributable to Belden 52,961 764 53,725

Balance at April 4, 2021 $ ( 78,220 ) $ ( 59,906 ) $ ( 138,126 )

The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the three months ended April 4, 2021:

Net current period other comprehensive income attributable to Belden 30,933 1,527 32,460

Balance at July 4, 2021 $ ( 100,248 ) $ ( 59,143 ) $ ( 159,391 )

The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the six months ended July 4, 2021:

Amount Reclassified from Accumulated Other

Comprehensive Income Affected Line Item in the

Consolidated Statements

of Operations and

Comprehensive Income

Comprehensive Income (2) Affected Line Item in the Consolidated Statements of Operations and Comprehensive Income

(In thousands)

6 unchanged sentences

(1) The amortization of these accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit costs (see Note 16).

(2) We reclassified $ 1.0 million of accumulated foreign currency translation gains associated with the sale of our oil and gas cable business in Brazil.

Share Repurchase

1 unchanged sentence

This program is funded with cash on hand and cash flows from operating activities.

During the three months ended April 4, 2021, we did not repurchase any stock.

During the three months ended March 29, 2020, we repurchased 0.6 million shares of our common stock under the share repurchase program for an aggregate cost of $ 21.2 million at an average price per share of $ 35.85 .

During the six months ended July 4, 2021, we did not repurchase any stock.

During the three months ended June 28, 2020, we repurchased 0.4 million shares of our common stock under the share repurchase program for an aggregate cost of $ 13.8 million at an average price per share of $ 35.80 .

During the six months ended June 28, 2020, we repurchased 1.0 million shares of our common stock under the share repurchase program for an aggregate cost of $ 35.0 million at an average price per share of $ 35.83 .

Subsequent Events

On July 28, 2021, we completed an offering for € 300.0 million aggregate principal amount of 3.375 % senior subordinated notes due 2031 (the 2031 Notes).

We intend to use the net proceeds from the offering of the 2031 Notes, along with cash on hand, to fund the redemption in full of our 2025 Notes.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements