1 unchanged sentence
CONDENSED CONSOLIDATED BALANCE SHEETS
−Removed: July 4, 2021 December 31, 2020
+Added: October 3, 2021 December 31, 2020
(In thousands)
4 unchanged sentences
Other current assets 48,890 52,289
+Added: Assets held for sale 27,559 —
Total current assets 1,267,993 1,098,398
28 unchanged sentences
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 29, 2020
(In thousands, except per share data)
7 unchanged sentences
Interest expense, net ( 16,251 ) ( 15,607 ) ( 46,640 ) ( 43,188 )
+Added: Loss on debt extinguishment ( 5,715 ) — ( 5,715 ) —
Non-operating pension benefit 992 680 3,121 2,079
3 unchanged sentences
Loss from discontinued operations, net of tax — ( 6,231 ) — ( 103,395 )
+Added: Gain on disposal of discontinued operations, net of tax — 2,743 — 2,743
Net income (loss) 41,317 17,081 114,030 ( 62,019 )
−Removed: Net income (loss) attributable to noncontrolling interest 208 24 283 ( 6 )
+Added: Net income attributable to noncontrolling interest 53 85 336 79
Net income (loss) attributable to Belden stockholders $ 41,264 $ 16,996 $ 113,694 $ ( 62,098 )
5 unchanged sentences
Discontinued operations — ( 0.14 ) — ( 2.31 )
+Added: Disposal of discontinued operations — 0.06 — 0.06
Net income (loss) $ 0.92 $ 0.38 $ 2.54 $ ( 1.39 )
2 unchanged sentences
Discontinued operations — ( 0.14 ) — ( 2.31 )
+Added: Disposal of discontinued operations — 0.06 — 0.06
Net income (loss) $ 0.91 $ 0.38 $ 2.51 $ ( 1.39 )
3 unchanged sentences
CONDENSED CONSOLIDATED CASH FLOW STATEMENTS
−Removed: Six Months Ended
−Removed: July 4, 2021 June 28, 2020
+Added: Nine Months Ended
+Added: October 3, 2021 September 27, 2020
(In thousands)
5 unchanged sentences
Asset impairment 9,283 113,007
+Added: Loss on debt extinguishment 5,715 —
+Added: Gain on disposal of business — ( 2,743 )
Changes in operating assets and liabilities, net of the effects of currency exchange rate changes, acquired businesses and disposals:
6 unchanged sentences
Other liabilities ( 17,383 ) ( 20,363 )
−Removed: Net cash provided by (used for) operating activities 26,654 ( 12,130 )
+Added: Net cash provided by operating activities 101,919 38,689
Cash flows from investing activities:
3 unchanged sentences
Proceeds from disposal of tangible assets 3,249 3,090
−Removed: Proceeds from disposal of business, net of cash sold 10,798 —
+Added: Proceeds from disposal of businesses, net of cash sold 10,798 50,051
Net cash used for investing activities ( 118,921 ) ( 3,078 )
Cash flows from financing activities:
−Removed: Cash dividends paid ( 4,493 ) ( 4,572 )
−Removed: Withholding tax payments for share-based payment awards ( 2,009 ) ( 1,058 )
Payments under borrowing arrangements ( 360,304 ) ( 190,000 )
Debt issuance costs paid ( 7,785 ) —
−Removed: Other ( 75 ) ( 111 )
+Added: Cash dividends paid ( 6,740 ) ( 6,800 )
+Added: Payments under financing lease obligations ( 3,116 ) ( 154 )
+Added: Withholding tax payments for share-based payment awards ( 2,103 ) ( 1,331 )
Payments under share repurchase program — ( 35,000 )
Payment of earnout consideration — ( 29,300 )
−Removed: Borrowings on revolver — 190,000
−Removed: Net cash provided by (used for) financing activities ( 10,146 ) 19,959
+Added: Borrowings under credit arrangements 356,010 190,000
+Added: Net cash used for financing activities ( 24,038 ) ( 72,585 )
Effect of foreign currency exchange rate changes on cash and cash equivalents ( 3,201 ) 2,586
2 unchanged sentences
Cash and cash equivalents, end of period $ 457,753 $ 391,497
−Removed: 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.
+Added: For the period ended September 27, 2020, the Condensed Consolidated Cash Flow Statement includes the results of discontinued operations up to the disposal date, July 2, 2020.
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
25 unchanged sentences
Balance at July 4, 2021 50,335 $ 503 $ 827,139 $ 518,774 ( 5,492 ) $ ( 319,274 ) $ ( 159,391 ) $ 6,347 $ 874,098
+Added: Net income — — — 41,264 — — — 53 41,317
+Added: Other comprehensive income (loss), net of tax — — — — — — 28,126 ( 147 ) 27,979
+Added: Retirement Savings Plan stock contributions — — 87 — 29 ( 71 ) — — 16
+Added: Exercise of stock options, net of tax withholding forfeitures — — ( 59 ) — 1 20 — — ( 39 )
+Added: Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 1,528 ) — 16 1,473 — — ( 55 )
+Added: Share-based compensation — — 4,729 — — — — — 4,729
+Added: Common stock dividends ($ 0.05 per share)
+Added: — — — ( 2,274 ) — — — — ( 2,274 )
+Added: Balance at October 3, 2021 50,335 $ 503 $ 830,368 $ 557,764 ( 5,446 ) $ ( 317,852 ) $ ( 131,265 ) $ 6,253 $ 945,771
Additional Accumulated
22 unchanged sentences
Balance at June 28, 2020 50,335 $ 503 $ 815,982 $ 431,459 ( 5,790 ) $ ( 338,484 ) $ ( 85,541 ) $ 5,963 $ 829,882
+Added: Net income — — — 16,996 — — — 85 17,081
+Added: Other comprehensive income (loss), net of tax — — — — — — ( 51,917 ) 143 ( 51,774 )
+Added: Retirement Savings Plan stock contributions — — ( 747 ) — 33 1,823 — — 1,076
+Added: Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 1,426 ) — 17 1,153 — — ( 273 )
+Added: Share-based compensation — — 4,852 — — — — — 4,852
+Added: Common stock dividends ($ 0.05 per share)
+Added: — — — ( 2,257 ) — — — — ( 2,257 )
+Added: Balance at September 27, 2020 50,335 $ 503 $ 818,661 $ 446,198 ( 5,740 ) $ ( 335,508 ) $ ( 137,458 ) $ 6,191 $ 798,587
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
17 unchanged sentences
Our fiscal second and third quarters each have 91 days.
−Removed: The six months ended July 4, 2021 and June 28, 2020 included 185 days and 180 days, respectively.
+Added: The nine months ended October 3, 2021 and September 27, 2020 included 276 days and 271 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.
−Removed: 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).
−Removed: 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.
+Added: As of and during the three and nine months ended October 3, 2021 and September 27, 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).
+Added: We did not have any transfers between Level 1 and Level 2 fair value measurements during the three and nine months ended October 3, 2021 and September 27, 2020.
Cash and Cash Equivalents
1 unchanged sentence
We periodically have cash equivalents consisting of short-term money market funds and other investments.
−Removed: As of July 4, 2021, we did not have any such cash equivalents on hand.
+Added: As of October 3, 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.
−Removed: 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.
+Added: During the nine months ended September 27, 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.
−Removed: 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.
+Added: As of October 3, 2021, we were party to standby letters of credit, bank guaranties, and surety bonds totaling $ 8.4 million, $ 6.7 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.
−Removed: 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.
+Added: The joint venture is not material to our Condensed Consolidated financial statements as of or for the periods ended October 3, 2021 and September 27, 2020.
Furthermore, certain subsidiaries of our Opterna and OTN Systems N.V.
−Removed: (OTN) businesses, which we acquired in April of 2019 and January 2021, respectively, include noncontrolling interests.
+Added: (OTN Systems) businesses, which we acquired in April of 2019 and January 2021, respectively, include noncontrolling interests.
Because we have a controlling financial interest in these subsidiaries, they are consolidated into our financial statements.
2 unchanged sentences
An immaterial amount of Opterna's annual revenues are generated from transactions with the noncontrolling interests.
−Removed: 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.
+Added: The subsidiaries of Opterna and OTN Systems that include noncontrolling interests are not material to our Condensed Consolidated financial statements as of or for the periods ended October 3, 2021 and September 27, 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
−Removed: Three Months Ended July 4, 2021 (In thousands)
+Added: Three Months Ended October 3, 2021 (In thousands)
Enterprise Solutions $ 124,330 $ — $ — $ 161,901 $ 286,231
1 unchanged sentence
Total $ 124,330 $ 26,074 $ 318,530 $ 161,901 $ 630,835
−Removed: Three Months Ended June 28, 2020
+Added: Three Months Ended September 27, 2020
Enterprise Solutions $ 115,149 $ — $ — $ 113,948 $ 229,097
1 unchanged sentence
Total $ 115,149 $ 27,384 $ 219,358 $ 113,948 $ 475,839
−Removed: Six Months Ended July 4, 2021
+Added: Nine Months Ended October 3, 2021
Enterprise Solutions $ 354,181 $ — $ — $ 425,933 $ 780,114
1 unchanged sentence
Total $ 354,181 $ 79,899 $ 909,177 $ 425,933 $ 1,769,190
−Removed: Six Months Ended June 28, 2020
+Added: Nine Months Ended September 27, 2020
Enterprise Solutions $ 318,765 $ — $ — $ 325,919 $ 644,684
3 unchanged sentences
Americas EMEA APAC Total Revenues
−Removed: Three Months Ended July 4, 2021 (In thousands)
+Added: Three Months Ended October 3, 2021 (In thousands)
Enterprise Solutions $ 216,565 $ 34,963 $ 34,703 $ 286,231
1 unchanged sentence
Total $ 419,703 $ 125,045 $ 86,087 $ 630,835
−Removed: Three Months Ended June 28, 2020
+Added: Three Months Ended September 27, 2020
Enterprise Solutions $ 170,734 $ 30,185 $ 28,178 $ 229,097
1 unchanged sentence
Total $ 319,155 $ 89,365 $ 67,319 $ 475,839
−Removed: Six Months Ended July 4, 2021
+Added: Nine Months Ended October 3, 2021
Enterprise Solutions $ 571,379 $ 113,367 $ 95,368 $ 780,114
1 unchanged sentence
Total $ 1,156,232 $ 371,491 $ 241,467 $ 1,769,190
−Removed: Six Months Ended June 28, 2020
+Added: Nine Months Ended September 27, 2020
Enterprise Solutions $ 481,007 $ 92,197 $ 71,480 $ 644,684
11 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.
−Removed: 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.
+Added: Adjustments to revenue for performance obligations satisfied in prior periods were not significant during the three and nine months ended October 3, 2021 and September 27, 2020.
The following table presents estimated and accrued variable consideration:
−Removed: July 4, 2021 December 31, 2020
+Added: October 3, 2021 December 31, 2020
(in thousands)
−Removed: Accrued rebates $ 35,831 $ 32,192
−Removed: Accrued returns 12,003 13,016
+Added: Accrued rebates included in accrued liabilities $ 43,627 $ 32,192
+Added: Accrued returns included in accrued liabilities 11,749 13,016
Price adjustments recognized against gross accounts receivable 28,372 25,244
2 unchanged sentences
Consideration allocated to professional services is typically recognized wh en or as the services are performed depending on the terms of the arrangement.
−Removed: 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.
−Removed: The following table presents deferred revenue activity during the three and six months ended July 4, 2021 and June 28, 2020:
+Added: As of October 3, 2021, total deferred revenue was $ 79.1 million, and of this amount, $ 53.9 million is expected to be recognized within the next twelve months, and the remaining $ 25.2 million is long- term and is expected to be recognized over a period greater than twelve months.
+Added: The following table presents deferred revenue activity during the three and nine months ended October 3, 2021 and September 27, 2020:
(In thousands)
1 unchanged sentence
New deferrals 24,505 23,830
−Removed: Acquisition of OTN 5,997 —
+Added: Acquisition of OTN Systems 5,997 —
Revenue recognized ( 24,387 ) ( 24,415 )
4 unchanged sentences
Balance at the end of Q2 82,077 68,607
−Removed: 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.
+Added: New deferrals 20,472 22,243
+Added: Revenue recognized ( 23,481 ) ( 20,649 )
+Added: Balance at the end of Q3 $ 79,068 $ 70,201
+Added: Service-type warr anties represent $ 11.6 million of the deferred revenue balance at October 3, 2021, and of this amount $ 4.7 million is expected to be recognized in the next twelve months, and the remaining $ 6.9 million is long-term 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.
−Removed: Total capitalized sales commissions was $ 6.2 million and $ 4.6 million as of July 4, 2021 and June 28, 2020, respectively.
+Added: Total capitalized sales commissions was $ 6.0 million and $ 4.6 million as of October 3, 2021 and September 27, 2020, respectively.
The following table presents sales commissions that are recorded within selling, general and administrative expenses:
−Removed: Three Months ended Six Months ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months ended Nine Months ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
1 unchanged sentence
OTN Systems N.V.
−Removed: 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.
−Removed: 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.
−Removed: The acquisition of OTN supports one of our key strategic priorities related to the growing demand for industrial automation by adding proprietary technology and mission-critical hardware and software products for more complete end-to-end solutions.
−Removed: The results of OTN have been included in our Condensed Consolidated Financial Statements from January 29, 2021, and are reported within the Industrial Solutions segment.
−Removed: Belden assumed $ 1.8 million of OTN's debt as part of the transaction, which was subsequently paid on the acquisition date.
−Removed: A subsidiary of OTN includes a noncontrolling interest.
−Removed: Because OTN has a controlling financial interest in the subsidiary, it is consolidated into our financial statements.
+Added: We acquired 100 % of the shares of OTN Systems on January 29, 2021 for a preliminary purchase price, net of cash acquired, of $ 73.3 million, which was funded with cash on hand.
+Added: OTN Systems, 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.
+Added: The acquisition of OTN Systems supports one of our key strategic priorities related to the growing demand for industrial automation by adding proprietary technology and mission-critical hardware and software products for more complete end-to-end solutions.
+Added: The results of OTN Systems have been included in our Condensed Consolidated Financial Statements from January 29, 2021, and are reported within the Industrial Solutions segment.
+Added: Belden assumed $ 1.8 million of OTN Systems' debt as part of the transaction, which was subsequently paid on the acquisition date.
+Added: A subsidiary of OTN Systems includes a noncontrolling interest.
+Added: Because OTN Systems has a controlling financial interest in the subsidiary, it is consolidated into our financial statements.
The results that are attributable to the noncontrolling interest holder are presented as net income (loss) attributable to noncontrolling interests in the Condensed Consolidated Statements of Operations.
24 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.
−Removed: During the second quarter of 2021, we recorded measurement-period adjustments that increased goodwill by $ 0.2 million.
+Added: The preliminary fair value of acquired receivables is $ 5.0 million, which is equivalent to its gross contractual amount.
+Added: During the third quarter of 2021, we recorded measurement-period adjustments that decreased goodwill by $ 0.6 million.
The impact of these adjustments to the Condensed Consolidated Statements of Operations was immaterial.
1 unchanged sentence
The judgments we have used in estimating the preliminary fair values assigned to each class of acquired assets and assumed liabilities could materially affect the results of our operations.
−Removed: 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, deferred revenue, and noncontrolling interests on valuation studies performed by a third party valuation firm.
24 unchanged sentences
The useful life of the non-compete agreements was based on the term of the agreements.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Our consolidated revenues and income before taxes for the three months ended October 3, 2021 included $ 7.6 million and $( 2.9 ) million, respectively, from OTN Systems.
+Added: For the three months ended October 3, 2021, income before taxes included $ 0.6 million of severance and other restructuring costs, $ 1.4 million of amortization of intangible assets, and $ 0.4 million of cost of sales related to the adjustment of acquired inventory to fair value for OTN Systems.
+Added: Our consolidated revenues and income before taxes for the nine months ended October 3, 2021 included $ 20.5 million and $( 7.1 ) million, respectively, from OTN Systems.
+Added: For the nine months ended October 3, 2021, income before taxes included $ 2.3 million of severance and other restructuring costs, $ 3.7 million of amortization of intangible assets, and $ 2.4 million of cost of sales related to the adjustment of acquired inventory to fair value for OTN Systems.
+Added: The following table illustrates the unaudited pro forma effect on operating results as if the OTN Systems acquisition had been completed as of January 1, 2020.
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands, except per share data)
9 unchanged sentences
The earn-out period ended in 2021, and the financial targets tied to the earn-out were not achieved.
−Removed: 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.
+Added: We reduced the earn-out liability to zero and recognized a $ 5.8 million benefit in Selling, General and Administrative Expenses in the nine months ended October 3, 2021.
This benefit was excluded from Segment EBITDA of our Enterprise Solutions segment.
+Added: 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.
8 unchanged sentences
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.
+Added: During the third quarter of 2021, we entered into an agreement to sell and lease back certain Industrial Solutions segment real estate in Germany and met the criteria to classify the assets as held for sale.
+Added: At such time, the carrying value of the assets exceeded the fair value less costs to sell, which we determined based upon the expected sale price, by $ 2.3 million.
+Added: Therefore, we recognized an impairment charge in Selling, General and Administrative Expenses equal to this amount in the third quarter of 2021.
+Added: The impairment charge was excluded from Segment EBITDA of our Industrial Solutions segment.
+Added: We expect to close on the sale and lease back of the real estate in the fourth quarter of 2021.
Discontinued Operations
7 unchanged sentences
The seller’s note accrues PIK interest at an annual rate of 8.5 %.
−Removed: 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.
+Added: During the three and nine months ended October 3, 2021, the seller's note accrued interest of $ 3.9 million and $ 11.6 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.
5 unchanged sentences
Grass Valley's operating results for periods after July 2, 2020 are not included in our Consolidated Financial Statements.
−Removed: The following table summarizes the operating results of the disposal group for the three and six months ended June 28, 2020 (in thousands):
−Removed: Three Months Ended Six Months Ended
−Removed: June 28, 2020 June 28, 2020
+Added: The following table summarizes the operating results of the disposal group for the three and nine months ended September 27, 2020 (in thousands):
+Added: Three Months Ended Nine Months Ended
+Added: September 27, 2020 September 27, 2020
(In Thousands)
8 unchanged sentences
Loss before taxes $ ( 843 ) $ ( 127,130 )
−Removed: 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.
+Added: We wrote down the carrying value of Grass Valley and recognized asset impairments totaling $ 113.0 million in the nine months ended September 27, 2020.
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.
−Removed: 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.
−Removed: 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.
−Removed: The disposal group did not have any significant non-cash charges for investing activities during the six months ended June 28, 2020 .
+Added: The disposal group had capital expenditures of approximately $ 0.3 million and $ 16.7 million during the three and nine months ended September 27, 2020, respectively.
+Added: The disposal group recognized credits to stock-based compensation of $ 0.0 million and $ 0.9 million during the three and nine months ended September 27, 2020, respectively.
+Added: The disposal group did not have any significant non-cash charges for investing activities during the nine months ended September 27, 2020 .
Reportable Segments
10 unchanged sentences
and other costs.
−Removed: We allocate corporate expenses to the segments for purposes of
−Removed: measuring Segment EBITDA.
+Added: 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.
4 unchanged sentences
(In thousands)
−Removed: As of and for the three months ended July 4, 2021
+Added: As of and for the three months ended October 3, 2021
Segment revenues $ 286,231 $ 345,107 $ 631,338
6 unchanged sentences
Segment assets 552,416 608,262 1,160,678
−Removed: As of and for the three months ended June 28, 2020
+Added: As of and for the three months ended September 27, 2020
Segment revenues $ 229,097 $ 246,742 $ 475,839
4 unchanged sentences
Severance, restructuring, and acquisition integration costs 1,337 20 1,357
−Removed: Adjustments related to acquisitions and divestitures 105 — 105
Segment assets 519,142 486,110 1,005,252
−Removed: As of and for the six months ended July 4, 2021
+Added: As of and for the nine months ended October 3, 2021
Segment revenues $ 780,114 $ 990,428 $ 1,770,542
6 unchanged sentences
Segment assets 552,416 608,262 1,160,678
−Removed: As of and for the six months ended June 28, 2020
+Added: Enterprise Solutions Industrial Solutions Total Segments
+Added: (In thousands)
+Added: As of and for the nine months ended September 27, 2020
Segment revenues $ 644,684 $ 719,492 $ 1,364,176
7 unchanged sentences
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.
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
11 unchanged sentences
Interest expense, net ( 16,251 ) ( 15,607 ) ( 46,640 ) ( 43,188 )
+Added: Loss on debt extinguishment ( 5,715 ) — ( 5,715 ) —
Total non-operating pension benefit 992 680 3,121 2,079
1 unchanged sentence
(1) See Note 12, Severance, Restructuring, and Acquisition Integration Activities, for details.
−Removed: (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.
−Removed: 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.
−Removed: 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.
+Added: (2) During the three months ended October 3, 2021, we recognized a $ 2.3 million impairment on assets held for sale, collected $ 0.7 million of receivables associated with the sale of Grass Valley and acquisition of SPC that were previously written off, included $ 0.5 million in Segment EBITDA for the purchase accounting effect of recording deferred revenue at fair value for the OTN Systems acquisition, and recognized cost of sales of $ 0.4 million related to purchase accounting ad justments of acquired inventory to fair value for the OTN Systems acquisition.
+Added: During the nine months ended October 3, 2021, we reduced the Opterna earn-out liability by $ 5.8 million, recognized a $ 5.7 million impairment on assets held for sale, recognized a $ 3.6 million impairment on assets held and used, recognized cost of sales of $ 2.4 million related to purchase accounting adjustments of acquired inventory to fair value for the OTN Systems acquisition, collected $ 2.2 million of receivables associated with the sale of Grass Valley and acquisition of SPC that were previously written off, and included $ 1.3 million in Segment EBITDA for the purchase accounting effect of recording deferred revenue at fair value for the OTN Systems acquisition.
+Added: During the nine months ended September 27, 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:
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
Income from continuing operations $ 41,317 $ 20,569 $ 114,030 $ 38,633
−Removed: Net income (loss) attributable to noncontrolling interest 208 24 283 ( 6 )
+Added: Net income attributable to noncontrolling interest 53 85 336 79
Income from continuing operations attributable to Belden stockholders 41,264 20,484 113,694 38,554
Loss from discontinued operations, net of tax — ( 6,231 ) — ( 103,395 )
+Added: Gain on disposal of discontinued operations, net of tax — 2,743 — 2,743
Net income (loss) attributable to Belden stockholders $ 41,264 $ 16,996 $ 113,694 $ ( 62,098 )
2 unchanged sentences
Weighted average shares outstanding, diluted 45,425 44,709 45,242 44,968
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: For the three and nine months ended October 3, 2021, diluted weighted average shares outstanding exclude outstanding equity awards of 1.0 million and 1.2 million, respectively, as they are anti-dilutive.
+Added: In addition, for the three and nine months ended October 3, 2021, diluted weighted average shares outstanding do not include outstanding equity a wards of 0.2 million and 0.3 million, respectively, becau se the related performance conditions have not been satisfied.
+Added: For the three and nine months ended September 27, 2020, diluted weighted average shares outstanding exclude outstanding equity awards of 1.6 million and 1.5 million, respectively, as they are anti-dilutive.
+Added: In addition, for both the three and nine months ended September 27, 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.
17 unchanged sentences
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.
−Removed: 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:
+Added: The following table presents the activity in the trade receivables allowance for doubtful accounts for our continuing operations for the three and nine months ended October 3, 2021 and September 27, 2020, respectively:
(In thousands)
12 unchanged sentences
Q2 ending balance 5,167 5,692
−Removed: The following table presents the major classes of inventories as of July 4, 2021 and December 31, 2020, respectively:
−Removed: July 4, 2021 December 31, 2020
+Added: Current period provision 86 ( 108 )
+Added: Write-offs ( 252 ) ( 76 )
+Added: Recoveries collected ( 107 ) —
+Added: Fx impact ( 17 ) 29
+Added: Q3 ending balance $ 4,877 $ 5,537
+Added: The following table presents the major classes of inventories as of October 3, 2021 and December 31, 2020, respectively:
+Added: October 3, 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.
−Removed: 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.
+Added: These leases are not recorded on our balance sheet, and for the three and nine months ended October 3, 2021 and September 27, 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.
4 unchanged sentences
Belden would be required to make lease payments only if the primary obligor, Black Dragon Capital, fails to make the payments.
−Removed: 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.
+Added: As of October 3, 2021, the SAM lease has approximately $ 20.2 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:
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
5 unchanged sentences
Supplemental cash flow information related to leases was as follows:
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
4 unchanged sentences
Supplemental balance sheet information related to leases was as follows:
−Removed: July 4, 2021 December 31, 2020
+Added: October 3, 2021 December 31, 2020
(In thousands, except lease term and discount rate)
15 unchanged sentences
Finance leases 4.5 % 4.9 %
−Removed: The following table summarizes maturities of lease liabilities as of July 4, 2021 and December 31, 2020, respectively:
−Removed: July 4, 2021 December 31, 2020
+Added: The following table summarizes maturities of lease liabilities as of October 3, 2021 and December 31, 2020, respectively:
+Added: October 3, 2021 December 31, 2020
(In thousands)
8 unchanged sentences
Depreciation and Amortization Expense
−Removed: We recognized depreciation expense of $ 11.4 million and $ 22.9 million in the three and six months ended July 4, 2021, respectively.
−Removed: We recognized depreciation expense of $ 10.3 million and $ 20.6 million in the three and six months ended June 28, 2020, respectively.
−Removed: 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.
−Removed: 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.
−Removed: Interim Impairment Test
+Added: We recognized depreciation expense of $ 11.3 million and $ 34.2 million in the three and nine months ended October 3, 2021, respectively.
+Added: We recognized depreciation expense of $ 10.5 million and $ 31.1 million in the three and nine months ended September 27, 2020, respectively.
+Added: We recognized amortization expense related to our intangible assets of $ 10.5 million and $ 30.8 million in the three and nine months ended October 3, 2021, respectively.
+Added: We recognized amortization expense related to our intangible assets of $ 16.6 million and $ 49.6 million in the three and nine months ended September 27, 2020, respectively.
+Added: Asset Impairment
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.
−Removed: 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.
−Removed: 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.
+Added: 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.
+Added: 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 nine months ended October 3, 2021 to write them down to fair value.
This impairment charge was excluded from Segment EBITDA of our Industrial Solutions segment.
+Added: During the third quarter of 2021, we entered into an agreement to sell and lease back certain real estate in Germany, and recognized an impairment charge of $ 2.3 million.
Severance, Restructuring, and Acquisition Integration Activities
Cost Reduction Program
−Removed: 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.
−Removed: 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.
+Added: We have executed a cost reduction program to streamline the organizational structure and invest in technology to drive productivity.
+Added: We recognized $ 0.0 million and $ 3.5 million of severance and other restructuring costs for this program during the three and nine months ended October 3, 2021, respectively, and $ 0.2 million and $ 3.2 million during the three and nine months ended September 27, 2020, respectively.
These costs were incurred by both the Enterprise Solutions and Industrial Solutions segments.
−Removed: The cost reduction program is expected to deliver an estimated $ 60 million reduction in selling, general, and administrative expenses on an annual basis.
−Removed: We expect to incur incremental costs of approximately $ 5 million for this program in 2021.
+Added: The cost reduction program is substantially complete and has delivered a reduction in selling, general, and administrative expenses of approximately $ 60 million on an annual basis.
+Added: We expect to recognize costs of approximately $ 5 million for this program during the fourth quarter of 2021.
Acquisition Integration Program
−Removed: We are integrating our recent acquisitions such as OTN, SPC, and Opterna with our existing businesses.
+Added: We are integrating our recent acquisitions such as OTN Systems, SPC, and Opterna with our existing businesses.
The restructuring and integration activities are focused on achieving desired cost savings by consolidating existing and acquired facilities and other support functions.
−Removed: 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.
−Removed: 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.
+Added: We recognized $ 0.8 million and $ 3.2 million of severance and other restructuring costs for this program during the three and nine months ended October 3, 2021, respectively.
+Added: We recognized $ 0.9 million and $ 4.0 million of severance and other restructuring costs for this program during the three and nine months ended September 27, 2020, respectively.
These costs were incurred by both the Enterprise Solutions and Industrial Solutions segments.
−Removed: We expect to incur incremental costs of approximately $ 2.0 million for this program in 2021.
−Removed: 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 and six months ended July 4, 2021 and June 28, 2020:
+Added: We do not expect to incur significant incremental costs for this program in 2021.
+Added: 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 and nine months ended October 3, 2021 and September 27, 2020:
Severance Other
1 unchanged sentence
Integration Costs Total Costs
−Removed: Three Months Ended July 4, 2021 (In thousands)
+Added: Three Months Ended October 3, 2021 (In thousands)
Enterprise Solutions $ ( 77 ) $ 3,458 $ 3,381
1 unchanged sentence
Total $ ( 128 ) $ 4,456 $ 4,328
−Removed: Three Months Ended June 28, 2020
+Added: Three Months Ended September 27, 2020
Enterprise Solutions $ 327 $ 1,010 $ 1,337
1 unchanged sentence
Total $ 641 $ 716 $ 1,357
−Removed: Six Months Ended July 4, 2021
+Added: Nine Months Ended October 3, 2021
Enterprise Solutions $ 1,031 $ 6,725 $ 7,756
1 unchanged sentence
Total $ 2,682 $ 9,857 $ 12,539
−Removed: Six Months Ended June 28, 2020
+Added: Nine Months Ended September 27, 2020
Enterprise Solutions $ 1,162 $ 5,148 $ 6,310
4 unchanged sentences
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:
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
3 unchanged sentences
Accrued Severance
−Removed: 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.
+Added: 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 nine months ended October 3, 2021 and September 27, 2020, respectively.
(In thousands)
10 unchanged sentences
Balance at the end of Q2 $ 6,768 $ 11,698
+Added: New charges 63 2,060
+Added: Cash payments ( 941 ) ( 3,968 )
+Added: Foreign currency translation ( 2 ) ( 156 )
+Added: Other adjustments ( 197 ) ( 1,541 )
+Added: Balance at the end of Q3 $ 5,691 $ 8,093
The other adjustments were the result of changes in estimates.
2 unchanged sentences
The carrying values of our long-term debt were as follows:
−Removed: July 4, 2021 December 31, 2020
+Added: October 3, 2021 December 31, 2020
(In thousands)
2 unchanged sentences
2.875 % Senior subordinated notes due 2025
−Removed: 356,010 367,110
4.125 % Senior subordinated notes due 2026
4 unchanged sentences
406,560 428,295
+Added: 3.375 % Senior subordinated notes due 2031
Total senior subordinated notes 1,510,080 1,590,810
12 unchanged sentences
We paid approximately $ 2.2 million of fees associated with the amended Revolver, which will be amortized over its term using the effective interest method.
−Removed: As of July 4, 2021, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $ 294.1 million.
+Added: As of October 3, 2021, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $ 293.9 million.
Senior Subordinated Notes
−Removed: We have outstanding € 300.0 million aggregate principal amount of 2.875 % senior subordinated notes due 2025 (the 2025 Notes).
−Removed: The carrying value of the 2025 Notes as of July 4, 2021 is $ 356.0 million.
−Removed: The 2025 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.
−Removed: The 2025 Notes rank equal in right of payment with our senior subordinated notes due 2028, 2027, and 2026 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.
−Removed: Interest is payable semiannually on March 15 and September 15 of each year.
+Added: We had outstanding € 300.0 million aggregate principal amount of 2.875 % senior subordinated notes due 2025 (the 2025 Notes).
+Added: In September 2021, we repurchased the full € 300.0 million 2025 Notes outstanding for cash consideration of € 300.0 million ($ 358.5 million), including a prepayment penalty, and recognized a $ 5.7 million loss on debt extinguishment including the write-off of unamortized debt issuance costs.
We have outstanding € 200.0 million aggregate principal amount of 4.125 % senior subordinated notes due 2026 (the 2026 Notes).
−Removed: The carrying value of the 2026 Notes as of July 4, 2021 is $ 237.3 million.
+Added: The carrying value of the 2026 Notes as of October 3, 2021 is $ 232.3 million.
The 2026 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.
2 unchanged sentences
We have outstanding € 450.0 million aggregate principal amount of 3.375 % senior subordinated notes due 2027 (the 2027 Notes).
−Removed: The carrying value of the 2027 Notes as of July 4, 2021 is $ 534.0 million.
+Added: The carrying value of the 2027 Notes as of October 3, 2021 is $ 522.7 million.
The 2027 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.
2 unchanged sentences
We have outstanding € 350.0 million aggregate principal amount of 3.875 % senior subordinated notes due 2028 (the 2028 Notes).
−Removed: The carrying value of the 2028 Notes as of July 4, 2021 is $ 415.3 million.
+Added: The carrying value of the 2028 Notes as of October 3, 2021 is $ 406.6 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.
−Removed: 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).
−Removed: 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.
+Added: In July 2021, we completed an offering for € 300.0 million ($ 356.0 million at issuance) aggregate principal amount of 3.375 % senior subordinated notes due 2031 (the 2031 Notes).
+Added: The carrying value of the 2031 Notes as of October 3, 2021 is $ 348.5 million.
+Added: The 2031 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries.
+Added: The 2031 Notes rank equal in right of payment with our senior subordinated notes due 2028, 2027, and 2026 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantor s, including our Revolver.
+Added: Interest is payable semiannually on January 15 and July 15 of each year, commencing January 15, 2022.
+Added: We paid approximately $ 5.6 million of fees associated with the issuance of the 2031 Notes, which will be amortized over the life of the 2031 Notes using the effective interest method.
+Added: We used the net proceeds from this offering, along with cash on hand, to fund the full redemption of the 2025 Notes - see further discussion above.
Fair Value of Long-Term Debt
−Removed: 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).
−Removed: 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.
+Added: The fair value of our senior subordinated notes as of October 3, 2021 was approximately $ 1,556.8 million based on quoted prices of the debt instruments in inactive markets (Level 2 valuation).
+Added: This amount represents the fair value of our senior subordinated notes with a carrying value of $ 1,510.1 million as of October 3, 2021.
Net Investment Hedge
All of our euro denominated notes were issued by Belden Inc., a USD functional currency entity.
−Removed: 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.
+Added: As of October 3, 2021, € 767.8 million o f 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.
−Removed: 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.
−Removed: 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.
+Added: For the nine months ended October 3, 2021 and September 27, 2020, the transaction gain/(loss) associated with the net investment hedge reported in other comprehensive income was $ 47.9 million and $( 13.1 ) million, respectively.
+Added: During the nine months ended September 27, 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.
−Removed: 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.
+Added: For the three and nine months ended October 3, 2021, we recognized income tax expense of $ 8.9 million and $ 25.3 million, respectively, representing an effective tax rate of 17.7 % and 18.2 %, respectively.
The effective tax rates were primarily impacted by the effect of our foreign operations, including statutory tax rates differences and foreign tax credits.
−Removed: 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.
−Removed: 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.
+Added: For the three and nine months ended September 27, 2020, we recognized income tax expense of $ 0.6 million and $ 3.2 million, respectively, representing an effective tax rate of 3.0 % and 7.7 %, respectively.
+Added: The effective tax rates were impacted by income tax benefits for certain foreign tax credits of $ 0.9 million and $ 2.1 million in the three and nine months ended September 27, 2020, respectively.
Pension and Other Postretirement Obligations
1 unchanged sentence
Pension Obligations Other Postretirement Obligations
−Removed: Three Months Ended July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
4 unchanged sentences
Actuarial losses (gains) 971 688 ( 5 ) ( 19 )
−Removed: Net periodic benefit cost (benefit) $ ( 471 ) $ 16 $ 190 $ 184
+Added: Net periodic benefit cost (income) $ ( 228 ) $ 22 $ 185 $ 191
Pension Obligations Other Postretirement Obligations
−Removed: Six Months Ended July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Nine Months Ended October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
4 unchanged sentences
Actuarial losses (gains) 2,926 2,038 ( 16 ) ( 57 )
−Removed: Net periodic benefit cost (benefit) $ ( 440 ) $ 66 $ 370 $ 375
+Added: Net periodic benefit cost (income) $ ( 668 ) $ 88 $ 555 $ 566
Comprehensive Income and Accumulated Other Comprehensive Income (Loss)
The following table summarizes total comprehensive income (losses):
−Removed: Three Months Ended Six Months Ended
−Removed: July 4, 2021 June 28, 2020 July 4, 2021 June 28, 2020
+Added: Three Months Ended Nine Months Ended
+Added: October 3, 2021 September 27, 2020 October 3, 2021 September 27, 2020
(In thousands)
16 unchanged sentences
Net current period other comprehensive income attributable to Belden 58,301 2,285 60,586
−Removed: Balance at July 4, 2021 $ ( 100,248 ) $ ( 59,143 ) $ ( 159,391 )
−Removed: The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the six months ended July 4, 2021:
+Added: Balance at October 3, 2021 $ ( 72,880 ) $ ( 58,385 ) $ ( 131,265 )
+Added: The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the nine months ended October 3, 2021:
Amount Reclassified from Accumulated Other
12 unchanged sentences
This program is funded with cash on hand and cash flows from operating activities.
−Removed: During the six months ended July 4, 2021, we did not repurchase any stock.
−Removed: 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 .
−Removed: 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 .
−Removed: Subsequent Events
−Removed: 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).
−Removed: 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.
+Added: During the nine months ended October 3, 2021, we did not repurchase any stock.
+Added: During the nine months ended September 27, 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 .
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.