BELDEN INC. 10-Q

Item 1. Financial Statements BELDEN INC. CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) April 3, 2022 December 31, 2021 (In thousands) ASSETS Current assets: Cash and cash equivalents $ 559,582 $ 641,563 Receivables, net 375,626 383,444 Inventories, net 396,497 345,203 Other current assets 61,980 58,283 Current assets of discontinued operations — 449,402 Total current assets 1,393,685 1,877,895 Property, plant and equipment, less accumulated depreciation 340,081 343,564 Operating lease right-of-use assets 80,219 75,571 Goodwill 859,276 821,448 Intangible assets, less accumulated amortization 267,429 238,155 Deferred income taxes 32,747 31,486 Other long-lived assets 29,834 29,558 $ 3,003,271 $ 3,417,677 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 359,811 $ 377,765 Accrued liabilities 223,737 278,108 Current liabilities of discontinued operations — 99,079 Total current liabilities 583,548 754,952 Long-term debt 1,213,639 1,459,991 Postretirement benefits 116,597 120,997 Deferred income taxes 60,014 49,027 Long-term operating lease liabilities 65,943 61,967 Other long-term liabilities 15,935 14,661 Stockholders’ equity: Common stock 503 503 Additional paid-in capital 826,682 833,627 Retained earnings 539,294 505,717 Accumulated other comprehensive loss ( 66,638 ) ( 70,566 ) Treasury stock ( 353,071 ) ( 313,994 ) Total Belden stockholders’ equity 946,770 955,287 Noncontrolling interests 825 795 Total stockholders’ equity 947,595 956,082 $ 3,003,271 $ 3,417,677 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. -1- BELDEN INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited) Three Months Ended April 3, 2022 April 4, 2021 (In thousands, except per share data) Revenues $ 610,371 $ 508,683 Cost of sales ( 401,511 ) ( 339,500 ) Gross profit 208,860 169,183 Selling, general and administrative expenses ( 103,066 ) ( 80,635 ) Research and development expenses ( 23,456 ) ( 22,612 ) Amortization of intangibles ( 8,817 ) ( 7,993 ) Asset impairments — ( 6,995 ) Operating income 73,521 50,948 Interest expense, net ( 14,411 ) ( 15,511 ) Loss on debt extinguishment ( 6,392 ) — Non-operating pension benefit 1,200 684 Income from continuing operations before taxes 53,918 36,121 Income tax expense ( 9,822 ) ( 7,056 ) Income from continuing operations 44,096 29,065 Loss from discontinued operations, net of tax ( 3,685 ) ( 324 ) Loss on disposal of discontinued operations, net of tax ( 4,567 ) — Net income 35,844 28,741 Less: Net income attributable to noncontrolling interest 3 75 Net income attributable to Belden stockholders $ 35,841 $ 28,666 Weighted average number of common shares and equivalents: Basic 44,811 44,679 Diluted 45,567 45,045 Basic income (loss) per share attributable to Belden stockholders: Continuing operations $ 0.98 $ 0.65 Discontinued operations ( 0.08 ) ( 0.01 ) Disposal of discontinued operations ( 0.10 ) — Net income $ 0.80 $ 0.64 Diluted income (loss) per share attributable to Belden stockholders: Continuing operations $ 0.97 $ 0.64 Discontinued operations ( 0.08 ) ( 0.01 ) Disposal of discontinued operations ( 0.10 ) — Net income $ 0.79 $ 0.64 Comprehensive income attributable to Belden $ 39,769 $ 82,391 Common stock dividends declared per share $ 0.05 $ 0.05 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. -2- BELDEN INC. CONDENSED CONSOLIDATED CASH FLOW STATEMENTS (Unaudited) Three Months Ended April 3, 2022 April 4, 2021 (In thousands) Cash flows from operating activities: Net income $ 35,844 $ 28,741 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 21,083 22,196 Loss on debt extinguishment 6,392 — Share-based compensation 5,224 7,285 Asset impairments — 6,995 Changes in operating assets and liabilities, net of the effects of currency exchange rate changes, acquired businesses and disposals: Receivables 37,617 ( 50,208 ) Inventories ( 46,959 ) ( 19,313 ) Accounts payable ( 21,373 ) 3,269 Accrued liabilities ( 83,527 ) ( 30,765 ) Income taxes 2,209 1,416 Other assets ( 2,915 ) ( 4,226 ) Other liabilities ( 11,550 ) ( 6,885 ) Net cash used for operating activities ( 57,955 ) ( 41,495 ) Cash flows from investing activities: Proceeds from disposal of businesses, net of cash sold 338,686 1,106 Proceeds from disposal of tangible assets 56 12 Capital expenditures ( 10,963 ) ( 11,223 ) Cash used for business acquisitions, net of cash acquired ( 65,990 ) ( 72,232 ) Net cash provided by (used for) investing activities 261,789 ( 82,337 ) Cash flows from financing activities: Payments under borrowing arrangements ( 230,639 ) ( 1,841 ) Payments under share repurchase program ( 50,000 ) — Withholding tax payments for share-based payment awards ( 3,700 ) ( 905 ) Cash dividends paid ( 2,276 ) ( 2,246 ) Payments under financing lease obligations ( 45 ) ( 43 ) Net cash used for financing activities ( 286,660 ) ( 5,035 ) Effect of foreign currency exchange rate changes on cash and cash equivalents ( 1,349 ) ( 2,277 ) Decrease in cash and cash equivalents ( 84,175 ) ( 131,144 ) Cash and cash equivalents, beginning of period 643,757 501,994 Cash and cash equivalents, end of period $ 559,582 $ 370,850 The Condensed Consolidated Cash Flow Statement includes the results of discontinued operations up to the disposal date, February 22, 2022. The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. -3- BELDEN INC. CONDENSED CONSOLIDATED STOCKHOLDERS’ EQUITY STATEMENTS (Unaudited) Belden Inc. Stockholders Additional Accumulated Other Non-controlling Common Stock Paid-In Retained Treasury Stock Comprehensive Shares Amount Capital Earnings Shares Amount Income (Loss) Interests Total (In thousands) Balance at December 31, 2021 50,335 $ 503 $ 833,627 $ 505,717 ( 5,360 ) $ ( 313,994 ) $ ( 70,566 ) $ 795 $ 956,082 Net income — — — 35,841 — — — 3 35,844 Other comprehensive income, net of tax — — — — — — 3,928 27 3,955 Retirement Savings Plan stock contributions — — ( 356 ) — 43 2,809 — — 2,453 Exercise of stock options, net of tax withholding forfeitures — — ( 526 ) — 6 375 — — ( 151 ) Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 11,287 ) — 103 7,739 — — ( 3,548 ) Share repurchase program — — — — ( 885 ) ( 50,000 ) — — ( 50,000 ) Share-based compensation — — 5,224 — — — — — 5,224 Common stock dividends ($ 0.05 per share) — — — ( 2,264 ) — — — — ( 2,264 ) Balance at April 3, 2022 50,335 $ 503 $ 826,682 $ 539,294 ( 6,093 ) $ ( 353,071 ) $ ( 66,638 ) $ 825 $ 947,595 Belden Inc. Stockholders Additional Accumulated Other Non-controlling Common Stock Paid-In Retained Treasury Stock Comprehensive 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 Net income — — — 28,666 — — — 75 28,741 Other comprehensive income (loss), net of tax — — — — — — 53,725 ( 197 ) 53,528 Acquisition of business with noncontrolling interests — — — — — — — 20 20 Retirement Savings Plan stock contributions — — ( 493 ) — 45 2,496 — — 2,003 Exercise of stock options, net of tax withholding forfeitures — — ( 723 ) — 9 541 — — ( 182 ) Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 2,403 ) — 27 1,680 — — ( 723 ) Share-based compensation — — 7,285 — — — — — 7,285 Common stock dividends ($ 0.05 per share) — — — ( 2,263 ) — — — — ( 2,263 ) Balance at April 4, 2021 50,335 $ 503 $ 827,271 $ 477,279 ( 5,611 ) $ ( 327,835 ) $ ( 138,126 ) $ 6,368 $ 845,460 The accompanying notes are an integral part of these Condensed Consolidated Financial Statements. -4- BELDEN INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) Note 1: Summary of Significant Accounting Policies Basis of Presentation The accompanying Condensed Consolidated Financial Statements include Belden Inc. and all of its subsidiaries (the Company, us, we, or our). We eliminate all significant affiliate accounts and transactions in consolidation. The accompanying Condensed Consolidated Financial Statements presented as of any date other than December 31, 2021: • Are prepared from the books and records without audit, and • Are prepared in accordance with the instructions for Form 10-Q and do not include all of the information required by accounting principles generally accepted in the United States for complete statements, but • Include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial statements. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Supplementary Data contained in our 2021 Annual Report on Form 10-K. Business Description We are a global supplier of specialty networking solutions built around two global businesses - Enterprise Solutions and Industrial Automation 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. Reporting Periods Our fiscal year and fiscal fourth quarter both end on December 31. Our fiscal first quarter ends on the Sunday falling closest to 91 days after December 31, which was April 3, 2022, the 93rd day of our fiscal year 2022. Our fiscal second and third quarters each have 91 days. The three months ended April 3, 2022 and April 4, 2021 included 93 days and 94 days, respectively. Fair Value Measurement Accounting guidance for fair value measurements specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources or reflect our own assumptions of market participant valuation. The hierarchy is broken down into three levels based on the reliability of the inputs as follows: • Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities; • Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets, or financial instruments for which significant inputs are observable, either directly or indirectly; and • 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 3, 2022 and April 4, 2021, 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 three months ended April 3, 2022 and April 4, 2021. Cash and Cash Equivalents We classify cash on hand and deposits in banks, including commercial paper, money market accounts, and other investments with an original maturity of three months or less, that we hold from time to time, as cash and cash equivalents. We periodically have cash equivalents consisting of short-term money market funds and other investments. As of April 3, 2022, 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. -5- Contingent Liabilities We have established liabilities for environmental and legal contingencies that are probable of occurrence and reasonably estimable, the amounts of which are currently not material. We accrue environmental remediation costs based on estimates of known environmental remediation exposures developed in consultation with our environmental consultants and legal counsel. We are, from time to time, subject to routine litigation incidental to our business. These lawsuits primarily involve claims for damages arising out of the use of our products, allegations of patent or trademark infringement, and litigation and administrative proceedings involving employment matters and commercial disputes. 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 3, 2022, we were party to standby letters of credit, bank guaranties, and surety bonds totaling $ 7.4 million, $ 6.2 million, and $ 3.3 million, respectively. Revenue Recognition We recognize revenue consistent with the principles as outlined in the following five step model: (1) identify the contract with the customer, (2) identify the performance obligations in the contract, (3) determine the transaction price, (4) allocate the transaction price to the performance obligations in the contract, and (5) recognize revenue when (or as) each performance obligation is satisfied. See Note 2. Subsequent Events We evaluated subsequent events after the balance sheet date through the financial statement issuance date for appropriate accounting and disclosure. Noncontrolling Interest We have a 51 % ownership percentage in a joint venture with Shanghai Hi-Tech Control System Co, Ltd (Hite). The purpose of the joint venture is to develop and provide certain Industrial Automation Solutions products and integrated solutions to customers in China. Belden and Hite are committed to fund $ 1.53 million and $ 1.47 million, respectively, to the joint venture in the future. The joint venture is determined to not have sufficient equity at risk; therefore, it is considered a variable interest entity. We have determined that Belden is the primary beneficiary of the joint venture, due to both our ownership percentage and our control over the activities of the joint venture that most significantly impact its economic performance based on the terms of the joint venture agreement with Hite. Because Belden is the primary beneficiary of the joint venture, we have consolidated the joint venture in our financial statements. The results of the joint venture attributable to Hite’s ownership are presented as net income attributable to noncontrolling interest in the Condensed Consolidated Statements of Operations. The joint venture is not material to our consolidated financial statements as of or for the periods ended April 3, 2022 and April 4, 2021. Certain subsidiaries of Opterna included noncontrolling interests, which generated an immaterial amount of Opterna's annual revenues. Because we had a controlling financial interest in these subsidiaries, they were consolidated into our financial statements, and the results that were attributable to the noncontrolling interest holders were presented as net income attributable to noncontrolling interests in the Condensed Consolidated Statements of Operations. During the fourth quarter of 2021, we purchased Opterna's noncontrolling interests for a purchase price of $ 2.3 million. A subsidiary of OTN Systems includes a noncontrolling interest. Because we have a controlling financial interest in the subsidiary, it is consolidated into our financial statements. This subsidiary that includes a noncontrolling interest is not material to our consolidated financial statements as of or for the periods ended April 3, 2022 and April 4, 2021. Note 2: Revenues 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. Taxes collected from customers and remitted to governmental authorities are not included in our revenues. -6- The following tables present our revenues disaggregated by major product category. Broadband & 5G Industrial Automation Smart Buildings Total Revenues Three Months Ended April 3, 2022 (In thousands) Enterprise Solutions $ 121,805 $ — $ 146,625 $ 268,430 Industrial Automation Solutions — 341,941 — 341,941 Total $ 121,805 $ 341,941 $ 146,625 $ 610,371 Three Months Ended April 4, 2021 Enterprise Solutions $ 105,091 $ — $ 121,264 $ 226,355 Industrial Automation Solutions — 282,328 — 282,328 Total $ 105,091 $ 282,328 $ 121,264 $ 508,683 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 3, 2022 (In thousands) Enterprise Solutions $ 204,386 $ 39,389 $ 24,655 $ 268,430 Industrial Automation Solutions 204,310 90,451 47,180 341,941 Total $ 408,696 $ 129,840 $ 71,835 $ 610,371 Three Months Ended April 4, 2021 Enterprise Solutions $ 162,675 $ 37,936 $ 25,744 $ 226,355 Industrial Automation Solutions 166,223 75,096 41,009 282,328 Total $ 328,898 $ 113,032 $ 66,753 $ 508,683 We generate revenues primarily by selling products that provide secure and reliable transmission of data, sound, and video for mission critical applications. We also generate revenues from providing support and professional services. We sell our products to distributors, end-users, installers, and directly to original equipment manufacturers. At times, we enter into arrangements that involve the delivery of multiple performance obligations. For these arrangements, revenue is allocated to each performance obligation based on its relative selling price and recognized when or as each performance obligation is satisfied. Generally, we determine relative selling price using the prices charged to customers on a standalone basis. Most of our performance obligations related to the sale of products are satisfied at a point in time when control of the product is transferred based on the shipping terms of the arrangement. Typically, payments are due after control transfers, which is less than one year from satisfaction of the performance obligation. The amount of consideration we receive and revenue we recognize varies due to rebates, returns, and price adjustments. We estimate the expected rebates, returns, and price adjustments based on an analysis of historical experience, anticipated sales demand, and trends in product pricing. 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 3, 2022 and April 4, 2021. The following table presents estimated and accrued variable consideration: April 3, 2022 December 31, 2021 (in thousands) Accrued rebates included in accrued liabilities $ 28,897 $ 55,520 Accrued returns included in accrued liabilities 11,492 12,500 Price adjustments recognized against gross accounts receivable 22,742 23,035 -7- Depending on the terms of an arrangement, we may defer the recognition of some or all of the consideration received because we have to satisfy a future obligation. 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 wh en or as the services are performed depending on the terms of the arrangement. As of April 3, 2022, total deferred revenue was $ 31.4 million, and of this amount, $ 23.9 million is expected to be recognized within the next twelve months, and the remaining $ 7.5 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 months ended April 3, 2022 and April 4, 2021: 2022 2021 (In thousands) Beginning balance at January 1 $ 19,390 $ 11,130 New deferrals 8,857 3,751 Acquisitions 6,567 5,997 Revenue recognized ( 3,365 ) ( 1,272 ) Balance at the end of Q1 $ 31,449 $ 19,606 Service-type warranties represent $ 9.0 million of the deferred revenue balance at April 3, 2022, and of this amount $ 4.2 million is expected to be recognized in the next twelve months, and the remaining $ 4.8 million is long-term and will be recognized over a period greater than twelve months. As of April 3, 2022 and December 31, 2021, we did not have any material contract assets recorded in the Condensed Consolidated Balance Sheets. We expense sales commissions as incurred when the duration of the related revenue arrangement is one year or less. We capitalize sales commissions when the original duration of the related revenue arrangement is longer than one year, and we amortize it over the related revenue arrangement period. We did not have any capitalized sales commissions on our balance sheet as of April 3, 2022 and December 31, 2021. The following table presents sales commissions that are recorded within selling, general and administrative expenses: Three Months Ended April 3, 2022 April 4, 2021 (In thousands) Sales commissions $ 5,223 $ 3,782 Note 3: Acquisitions NetModule AG We acquired NetModule AG (NetModule) on March 3, 2022 for a preliminary purchase price, net of cash acquired of $ 23.5 million, which was funded with cash on hand. NetModule, based in Bern, Switzerland, is a leading provider of reli able, fast and secure wireless network infrastructures through advanced capabilities in 5G and WiFi6 technologies in a variety of mission critical industries with a strong focus on mass transit and intelligent traffic systems within the transportation vertical. The results of NetModule have been included in our Condensed Consolidated Financial Statements from March 3, 2022, and are reported within the Industrial Automation Solutions segment. The NetModule acquisition was not material to our financial position or results of operations. macmon secure GmbH We acquired macmon secure GmbH (Macmon) on January 17, 2022, for a preliminary purchase price, net of cash acquired of $ 42.4 million, which was funded with cash on hand. Macmon, based in Berlin, Germany, is a leading provider of products and services that secure network infrastructures in a variety of mission critical industries. The results of Macmon have been included in our Condensed Consolidated Financial Statements from January 17, 2022, and are reported within the Industrial Automation Solutions segment. The Macmon acquisition was not material to our results of operations. -8- The following table summarizes the estimated, preliminary fair values of the assets acquired and the liabilities assumed as of January 17, 2022 (in thousands): Receivables $ 1,836 Other current assets 173 Property, plant and equipment 160 Intangible assets 22,248 Goodwill 31,258 Operating lease right-of-use assets 2,979 Total assets acquired $ 58,654 Accounts payable $ 371 Accrued liabilities 4,079 Deferred income taxes 5,828 Long-term operating lease liabilities 2,534 Other long-term liabilities 3,401 Total liabilities assumed $ 16,213 Net assets $ 42,441 The above purchase price allocation is preliminary and subject to revision as additional information about the fair value of individual assets and liabilities becomes available. The preliminary measurement of receivables, intangible assets, goodwill, deferred income taxes, and other assets and liabilities are subject to change. A change in the estimated fair value of the net assets acquired will change the amount of the purchase price allocable to goodwill. The preliminary fair value of acquired receivables is $ 1.8 million, which is equivalent to its gross contractual amount. 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. 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. For purposes of the above allocation, we based our preliminary estimate of the fair values for intangible assets on valuation studies performed by a third party valuation firm. 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. The goodwill is primarily attributable to the expansion of industrial automation product offerings in complete end-to-end solutions. Our tax basis in the acquired goodwill is zero . The intangible assets related to the Macmon acquisition consisted of the following: Fair Value Amortization Period (In thousands) (In years) Intangible assets subject to amortization: Developed technologies $ 18,825 4.0 Customer relationships 2,282 15.0 Trademarks 1,141 2.0 Total intangible assets subject to amortization $ 22,248 Intangible assets not subject to amortization: Goodwill $ 31,258 n/a Total intangible assets not subject to amortization $ 31,258 Total intangible assets $ 53,506 Weighted average amortization period 5.0 -9- The amortizable intangible assets reflected in the table above were determined by us to have finite lives. The useful life for the developed technology intangible asset was based on the estimated time that the technology provides us with a competitive advantage and thus approximates the period and pattern of consumption of the intangible asset. The useful life for the customer relationship intangible asset was based on our forecasts of estimated sales from recurring customers. The useful life for the trademarks was based on the period of time we expect to continue to go to market using the trademarks. Opterna International Corp. Our acquisition of Opterna International Corp. (Opterna) in 2019 included potential earn-out consideration. As of the acquisition date, we estimated the fair value of the earn-out to be $ 5.8 million. 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 three months ended April 4, 2021. This benefit was excluded from Segment EBITDA of our Enterprise Solutions segment. Note 4: Disposals 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. We also consider whether an active program to locate a buyer has been initiated, whether the disposal group is marketed actively for sale at a price that is reasonable in relation to its current fair value, and whether actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. When we classify a disposal group as held for sale, we test for impairment. An impairment charge is recognized when the carrying value of the disposal group exceeds the estimated fair value, less costs to sell. 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 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 Automation 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 was excluded from Segment EBITDA of our Industrial Automation 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. Note 5: Discontinued Operations On February 7, 2022, we signed a definitive agreement to divest Tripwire for $ 350 million in cash, and completed the transaction on February 22, 2022. We recognized a loss on disposal of discontinued operations, net of tax of $ 4.6 million during the three months ended April 3, 2022. T he divestiture of Tripwire represents a strategic shift impacting our operations and financial results. As a result, the Tripwire disposal group, which was included in our Industrial Automation Solutions segment, is reported within discontinued operations. The following table summarizes the operating results of the Tripwire disposal group up to the February 22, 2022 disposal date during the first quarter of 2022 and 2021, respectively : January 1, 2022 - February 22, 2022 January 1, 2021 - April 4, 2021 (In thousands) Revenues $ 12,067 $ 27,698 Cost of sales ( 3,256 ) ( 5,257 ) Gross profit 8,811 22,441 Selling, general and administrative expenses ( 8,185 ) ( 10,819 ) Research and development expenses ( 5,528 ) ( 8,888 ) Amortization of intangible assets ( 638 ) ( 1,954 ) Income (loss) before taxes $ ( 5,540 ) $ 780 During the three months ended April 3, 2022 and April 4, 2021, th e Tripwire disposal group had capital expenditu res of approximately $ 0.0 million and $ 0.7 million, respectively, and recognized share-based compensation expense of $ 0.2 million and $ 0.7 million, res pectively. The disposal group did not have any significant non-cash charges for investing activities during the three months ended April 3, 2022 and April 4, 2021 . -10- The following table provides the major classes of assets and liabilities of the disposal group as of December 31, 2021: December 31, 2021 (In thousands) Assets: Cash and cash equivalents $ 2,194 Receivables, net 28,773 Inventories, net 150 Other current assets 7,418 Property, plant and equipment, less accumulated depreciation 6,250 Operating lease right-of-use assets 3,893 Goodwill 331,024 Intangible assets, less accumulated amortization 63,541 Deferred income taxes 834 Other long-lived assets 5,325 Total assets of Tripwire disposal group $ 449,402 Liabilities: Accounts payable $ 6,458 Accrued liabilities 56,208 Deferred income taxes 10,964 Long-term operating lease liabilities 5,257 Other long-term liabilities 20,192 Total liabilities of Tripwire disposal group $ 99,079 The Tripwire disposal group also had $ 3.4 million of accumulated other comprehensive income as of December 31, 2021. Note 6: Reportable Segments We are organized around two global businesses: Enterprise Solutions and Industrial Automation Solutions. Each of the global businesses represents a reportable segment. In conjunction with the Tripwire divestiture during the first quarter of 2022, we changed the name of our former Industrial Solutions segment to Industrial Automation Solutions. The composition of the segment did not change as a result of this name change. The key measures of segment profit or loss are Segment Revenues and Segment EBITDA. Segment Revenues represent non-affiliate revenues. Segment EBITDA excludes certain items, including depreciation expense; amortization of intangibles; asset impairment; severance, restructuring, and acquisition integration costs; purchase accounting effects related to acquisitions, such as the adjustment of acquired inventory to fair value; and other costs. 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. Our measure of segment assets does not include cash, goodwill, intangible assets, deferred tax assets, or corporate assets. All goodwill is allocated to reporting units of our segments for purposes of impairment testing. Inter-company revenues between our segments is not material. -11- Enterprise Solutions Industrial Automation Solutions Total Segments (In thousands) As of and for the three months ended April 3, 2022 Segment Revenues $ 268,430 $ 341,941 $ 610,371 Segment EBITDA 30,821 67,528 98,349 Depreciation expense 5,426 5,800 11,226 Amortization of intangibles 4,097 4,720 8,817 Amortization of software development intangible assets 22 985 1,007 Severance, restructuring, and acquisition integration costs 328 3,395 3,723 Segment assets 574,494 628,290 1,202,784 As of and for the three months ended April 4, 2021 Segment Revenues $ 226,355 $ 282,328 $ 508,683 Segment EBITDA 28,291 47,611 75,902 Depreciation expense 5,363 5,364 10,727 Amortization of intangibles 4,336 3,657 7,993 Amortization of software development intangible assets 32 377 409 Severance, restructuring, and acquisition integration costs 1,952 3,219 5,171 Adjustments related to acquisitions and divestitures ( 6,307 ) ( 67 ) ( 6,374 ) Asset impairments — 6,995 6,995 Segment assets 476,217 560,351 1,036,568 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 3, 2022 April 4, 2021 (In thousands) Total Segment and Consolidated Revenues $ 610,371 $ 508,683 Total Segment EBITDA $ 98,349 $ 75,902 Depreciation expense ( 11,226 ) ( 10,727 ) Amortization of intangibles ( 8,817 ) ( 7,993 ) Amortization of software development intangible assets ( 1,007 ) ( 409 ) Severance, restructuring, and acquisition integration costs (1) ( 3,723 ) ( 5,171 ) Asset impairments (2) — ( 6,995 ) Adjustments related to acquisitions and divestitures (3) — 6,374 Eliminations ( 55 ) ( 33 ) Consolidated operating income 73,521 50,948 Interest expense, net ( 14,411 ) ( 15,511 ) Loss on debt extinguishment ( 6,392 ) — Total non-operating pension benefit 1,200 684 Consolidated income from continuing operations before taxes $ 53,918 $ 36,121 (1) Severance, restructuring, and acquisition integration costs for the three months ended April 3, 2022 primarily relate to our Acquisition Integration Program. See Note 12. Costs for the three months ended April 4, 2021 primarily relate to our Acquisition Integration Program and completed Cost Reduction Program. -12- (2) During the three months ended April 4, 2021, we recognized a $ 3.6 million impairment on assets held and used and a $ 3.4 million impairment on assets held for sale . See Note 11. (3) During the three months ended April 4, 2021, we reduced the Opterna earn-out liability by $ 5.8 million , 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 Systems acquisition. Note 7: Income (loss) per Share The following table presents the basis for the income (loss) per share computations: Three Months Ended April 3, 2022 April 4, 2021 (In thousands) Numerator: Income from continuing operations $ 44,096 $ 29,065 Less: Net income attributable to noncontrolling interest 3 75 Income from continuing operations attributable to Belden stockholders 44,093 28,990 Add: Loss from discontinued operations, net of tax ( 3,685 ) ( 324 ) Add: Loss on disposal of discontinued operations, net of tax ( 4,567 ) — Net income attributable to Belden stockholders $ 35,841 $ 28,666 Denominator: Weighted average shares outstanding, basic 44,811 44,679 Effect of dilutive common stock equivalents 756 366 Weighted average shares outstanding, diluted 45,567 45,045 For the three months ended April 3, 2022 and April 4, 2021, diluted weighted average shares outstanding exclude outstanding equity awards of 1.1 million and 1.3 million, respectively, as they are anti-dilutive. In addition, for the three months ended April 3, 2022 and April 4, 2021, diluted weighted average shares outstanding do not include outstanding equity a wards of 0.1 million and 0.4 million , respectively, becau se 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. Necessary conditions are not satisfied until the vesting date, at which time holders of our restricted stock units receive shares of our common stock. For purposes of calculating diluted earnings per share, unvested restricted stock units are included to the extent that they are dilutive. In determining whether unvested restricted stock units are dilutive, each issuance of restricted stock units is considered separately. Once a restricted stock unit has vested, it is included in the calculation of both basic and diluted weighted average shares outstanding. Note 8: Credit Losses We are exposed to credit losses primarily through sales of products and services. Our expected loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions and a review of the current status of customers' trade accounts receivables. Due to the short-term nature of such receivables, the estimated amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances and the financial condition of customers. Additionally, specific allowance amounts are established to record the appropriate provision for customers that have a higher probability of default. Our monitoring activities include timely account reconciliation, dispute resolution, payment confirmation, consideration of customers' financial condition and macroeconomic conditions. Balances are written off when determined to be uncollectible. -13- 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 months ended April 3, 2022 and April 4, 2021, respectively: 2022 2021 (In thousands) Beginning balance at January 1 $ 4,864 $ 5,085 Current period provision 846 52 Acquisitions 319 — Write-offs ( 667 ) ( 47 ) Recoveries collected ( 50 ) ( 23 ) Fx impact ( 19 ) ( 17 ) Q1 ending balance $ 5,293 $ 5,050 Note 9: Inventories The following table presents the major classes of inventories as of April 3, 2022 and December 31, 2021, respectively: April 3, 2022 December 31, 2021 (In thousands) Raw materials $ 173,524 $ 157,315 Work-in-process 47,361 43,644 Finished goods 221,226 189,907 Gross inventories 442,111 390,866 Excess and obsolete reserves ( 45,614 ) ( 45,663 ) Net inventories $ 396,497 $ 345,203 Note 10: Leases We have operating and finance leases for properties, including manufacturing facilities, warehouses, and office space; as well as vehicles and certain equipment. We make certain judgments in determining whether a contract contains a lease in accordance with ASU 2016-02. Our leases have remaining lease terms of less than 1 year to 17 years; some of which include extension and termination options for an additional 15 years or within 1 year, respectively. We do not assume renewals in our determination of the lease term unless the renewals are deemed to be reasonably certain as of the commencement date of the lease. Our lease agreements do not contain any material residual value guarantees or material variable lease payments. 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 3, 2022 and April 4, 2021, 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. As the rate implicit in most of our leases is not readily determinable, we use the incremental borrowing rate to determine the present value of the lease payments, which is unique to each leased asset, and is based upon the term of the lease, commencement date of the lease, local currency of the leased asset, and the credit rating of the legal entity leasing the asset. We are party to a lease guarantee, whereby Belden has covenanted the lease payments for one of Snell Advanced Media's (SAM) property leases through its 2035 expiration date. The lease guarantee was executed in 2018 following the acquisition of SAM, which we subsequently sold on July 2, 2020 as part of the Grass Valley disposal group. This lease guarantee was retained by Belden and not transferred to Black Dragon Capital as part of the sale of Grass Valley . Belden would be required to make lease payments only if the primary obligor, Black Dragon Capital, fails to make the payments. As of April 3, 2022, the SAM lease has approximately $ 19.2 million of lease payments remaining. We have not recorded a liability associated with this guarantee. -14- The components of lease expense were as follows: Three Months Ended April 3, 2022 April 4, 2021 (In thousands) Operating lease cost $ 5,428 $ 4,430 Finance lease cost Amortization of right-of-use asset $ 288 $ 32 Interest on lease liabilities 6 3 Total finance lease cost $ 294 $ 35 Supplemental cash flow information related to leases was as follows: Three Months Ended April 3, 2022 April 4, 2021 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 4,776 $ 3,671 Operating cash flows from finance leases 6 3 Financing cash flows from finance leases 43 41 Supplemental balance sheet information related to leases was as follows: April 3, 2022 December 31, 2021 (In thousands, except lease term and discount rate) Operating leases: Total operating lease right-of-use assets $ 80,219 $ 75,571 Accrued liabilities $ 16,818 $ 16,377 Long-term operating lease liabilities 65,943 61,967 Total operating lease liabilities $ 82,761 $ 78,344 Finance leases: Other long-lived assets, at cost $ 3,799 $ 3,650 Accumulated depreciation ( 849 ) ( 557 ) Other long-lived assets, net $ 2,950 $ 3,093 Weighted Average Remaining Lease Term Operating leases 7 years 6 years Finance leases 4 years 4 years Weighted Average Discount Rate Operating leases 5.0 % 4.8 % Finance leases 4.3 % 4.4 % -15- The following table summarizes maturities of lease liabilities as of April 3, 2022 and December 31, 2021, respectively: April 3, 2022 December 31, 2021 (In thousands) 2022 $ 16,034 $ 20,691 2023 17,956 16,853 2024 14,583 13,662 2025 13,249 12,348 2026 11,379 10,466 Thereafter 23,793 17,967 Total $ 96,994 $ 91,987 Note 11: Long-Lived Assets Depreciation and Amortization Expense We recognized depreciation expense in income from continuing operations of $ 11.2 million and $ 10.7 million in the three months ended April 3, 2022 and April 4, 2021, respectively. We recognized amortization expense in income from continuing operations of $ 9.8 million and $ 8.4 million in the three months ended April 3, 2022 and April 4, 2021, respectively. 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 three months ended April 4, 2021. During the second quarter of 2021, w e completed the sale of this business. See Note 4. Also in the first quarter of 2021, we performed a recoverability test over certain held and used long-lived assets in our Industrial Automation Solutions segment. We determined that the carrying values of the assets were not recoverable and recognized a $ 3.6 million impairment charge during the three months ended April 4, 2021 to write them down to fair value. This impairment charge was excluded from Segment EBITDA of our Industrial Automation Solutions segment. Note 12: Severance, Restructuring, and Acquisition Integration Activities Acquisition Integration Program We are integrating our recent acquisitions with our existing businesses to achieve desired cost savings, which are primarily focused on consolidating existing and acquired facilities as well as other support functions. The Industrial Automation Solutions segment incurred $ 3.0 million of restructuring and integration costs during the three months ended April 3, 2022 related to the Macmon, NetModule and OTN Systems acquisitions. We expect to incur approximately $ 7 million of incremental costs for this program in 2022. The Enterprise Solutions and Industrial Automation Solutions segments recognized $ 1.8 million of severance and other restructuring and integration costs during the three months ended April 4, 2021 related to the OTN Systems and Opterna acquisitions. The restructuring and integration costs incurred during the first quarter of 2022 and 2021 primarily consisted of equipment transfer, costs to consolidate operating and support facilities, retention bonuses, relocation, travel, legal, and other costs. The majority of the restructuring and integration costs related to these actions were paid as incurred or are payable within the next 60 days. Furthermore, t here were no significant severance accrual balances as of April 3, 2022 or December 31, 2021. -16- The following table summarizes the severance and other restructuring and integration costs of the Acquisition Integration Program described above by financial statement line item in the Condensed Consolidated Statement of Operations: Three Months Ended April 3, 2022 April 4, 2021 (In thousands) Cost of sales $ 372 $ — Selling, general and administrative expenses 2,611 1,768 Total $ 2,983 $ 1,768 Note 13: Long-Term Debt and Other Borrowing Arrangements The carrying values of our long-term debt were as follows: April 3, 2022 December 31, 2021 (In thousands) Revolving credit agreement due 2026 $ — $ — Senior subordinated notes: 4.125 % Senior subordinated notes due 2026 — 227,240 3.375 % Senior subordinated notes due 2027 502,470 511,290 3.875 % Senior subordinated notes due 2028 390,810 397,670 3.375 % Senior subordinated notes due 2031 334,980 340,860 Total senior subordinated notes 1,228,260 1,477,060 Less unamortized debt issuance costs ( 14,621 ) ( 17,069 ) Long-term debt $ 1,213,639 $ 1,459,991 Revolving Credit Agreement due 2026 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; inventory; 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. 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 $ 2.3 million of fees associated with the amended Revolver, which will be amortized over its term using the effective interest method. As of April 3, 2022, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $ 292.5 million. Senior Subordinated Notes We had outstanding € 200.0 million aggregate principal amount of 4.125 % senior subordinated notes due 2026 (the 2026 Notes). In March 2022, we repurchased the full € 200.0 million 2026 Notes outstanding for cash consideration of € 204.1 million ($ 227.9 million), including a redemption premium, and recognized a $ 6.4 million loss on debt extinguishment including the write-off of unamortized debt issuance costs. 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 2027 Notes as of April 3, 2022 is $ 502.5 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 2031 and 2028 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. -17- 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 2028 Notes as of April 3, 2022 is $ 390.8 million. The 2028 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2028 Notes rank equal in right of payment with our senior subordinated notes due 2031 and 2027 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 March 15 and September 15 of each year. We have outstanding € 300.0 million aggregate principal amount of 3.375 % senior subordinated notes due 2031 (the 2031 Notes). The carrying value of the 2031 Notes as of April 3, 2022 is $ 335.0 million. The 2031 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2031 Notes rank equal in right of payment with our senior subordinated notes due 2028 and 2027 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. Interest is payable semiannually on January 15 and July 15 of each year. Fair Value of Long-Term Debt The fair value of our senior subordinated notes as of April 3, 2022 was approximately $ 1,185.6 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 $ 1,228.3 million as of April 3, 2022. Note 14: Net Investment Hedge All of our euro denominated notes were issued by Belden Inc., a USD functional currency entity. As of April 3, 2022, € 567.8 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. For the three months ended April 3, 2022 and April 4, 2021, the transaction gain associated with the net investment hedge reported in other comprehensive income was $ 13.7 million and $ 38.5 million, respectively. During the three months ended April 3, 2022, we de-designated € 200.0 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 € 200.0 million of debt are reported in income from continuing operations. Note 15: Income Taxes For the three months ended April 3, 2022, we recognized income tax expense of $ 9.8 million representing an effective tax rate of 18.2 %. 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 April 4, 2021, we recognized income tax expense of $ 7.1 million representing an effective tax rate of 19.5 %. The effective tax rate was primarily impacted by the effect of our foreign operations, including statutory tax rates differences and foreign tax credits. -18- Note 16: Pension and Other Postretirement Obligations The following table provides the components of net periodic benefit costs for our pension and other postretirement benefit plans: Pension Obligations Other Postretirement Obligations Three Months Ended April 3, 2022 April 4, 2021 April 3, 2022 April 4, 2021 (In thousands) Service cost $ 911 $ 886 $ 6 $ 9 Interest cost 2,305 1,806 195 177 Expected return on plan assets ( 3,963 ) ( 3,668 ) — — Amortization of prior service cost 47 28 — — Actuarial losses (gains) 236 979 ( 20 ) ( 6 ) Net periodic benefit cost (income) $ ( 464 ) $ 31 $ 181 $ 180 Note 17: Comprehensive Income and Accumulated Other Comprehensive Income (Loss) The following table summarizes total comprehensive income (losses): Three Months Ended April 3, 2022 April 4, 2021 (In thousands) Net income $ 35,844 $ 28,741 Foreign currency translation adjustments, net of tax 3,762 52,764 Adjustments to pension and postretirement liability, net of tax 193 764 Total comprehensive income 39,799 82,269 Less: Comprehensive income (loss) attributable to noncontrolling interests 30 ( 122 ) Comprehensive income attributable to Belden $ 39,769 $ 82,391 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: Foreign Currency Translation Component Pension and Other Postretirement Benefit Plans Accumulated Other Comprehensive Income (Loss) (In thousands) Balance at December 31, 2021 $ ( 41,468 ) $ ( 29,098 ) $ ( 70,566 ) Other comprehensive income attributable to Belden before reclassifications 6,742 — 6,742 Amounts reclassified from accumulated other comprehensive income (loss) ( 3,007 ) 193 ( 2,814 ) Net current period other comprehensive income attributable to Belden 3,735 193 3,928 Balance at April 3, 2022 $ ( 37,733 ) $ ( 28,905 ) $ ( 66,638 ) -19- The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the three months ended April 3, 2022: Amount Reclassified from Accumulated Other Comprehensive Income (1) (2) Affected Line Item in the Consolidated Statements of Operations and Comprehensive Income (In thousands) Amortization of pension and other postretirement benefit plan items: Actuarial losses $ 216 (1) Prior service cost 47 (1) Total before tax 263 Tax benefit ( 70 ) Total net of tax $ 193 (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) In addition, we reclassified $ 3.0 million of accumulated foreign currency translation gains associated with the sale of Tripwire. Note 18: Share Repurchase In 2018, our Board of Directors authorized a share repurchase program, which allows us to purchase up to $ 300.0 million of our common stock through open market repurchases, negotiated transactions, or other means, in accordance with applicable securities laws and other restrictions. This program is funded with cash on hand and cash flows from operating activities. During the three months ended April 3, 2022, we repurchased 0.9 million shares of our common stock under the share repurchase program for an aggregate cost of $ 50.0 million at an average price per share of $ 56.51 . During the three months ended April 4, 2021, we did no t repurchase any stock. Note 19: Subsequent Event On April 15, 2022, we acquired Communication Associates, Inc. (Communication Associates) for approximately $ 19 million, net of cash acquired. The acquisition was funded with cash on hand. Communication Associates is headquartered in Anniston, Alabama and designs, manufactures, and sells a range of plug-in RF filters used in outside plant HFC nodes. The results of Communication Associates will be reported within our Enterprise Solutions segment from the acquisition date. -20-