BELDEN INC. 10-Q

Item 1. Financial Statements BELDEN INC. CONDENSED CONSOLIDATED BALANCE SHEETS March 31, 2024 December 31, 2023 (Unaudited) (In thousands) ASSETS Current assets: Cash and cash equivalents $ 506,830 $ 597,044 Receivables, net 356,401 413,806 Inventories, net 374,419 366,987 Other current assets 76,739 79,142 Total current assets 1,314,389 1,456,979 Property, plant and equipment, less accumulated depreciation 453,988 451,069 Operating lease right-of-use assets 124,690 89,686 Goodwill 901,924 907,331 Intangible assets, less accumulated amortization 256,905 269,144 Deferred income taxes 16,575 15,739 Other long-lived assets 50,842 50,243 $ 3,119,313 $ 3,240,191 LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 263,627 $ 343,215 Accrued liabilities 250,903 290,289 Total current liabilities 514,530 633,504 Long-term debt 1,180,125 1,204,211 Postretirement benefits 71,839 74,573 Deferred income taxes 50,634 49,472 Long-term operating lease liabilities 108,174 74,941 Other long-term liabilities 38,125 37,188 Stockholders’ equity: Common stock 503 503 Additional paid-in capital 814,704 818,663 Retained earnings 1,021,061 985,807 Accumulated other comprehensive loss ( 32,131 ) ( 41,279 ) Treasury stock ( 648,292 ) ( 597,437 ) Total Belden stockholders’ equity 1,155,845 1,166,257 Noncontrolling interests 41 45 Total stockholders’ equity 1,155,886 1,166,302 $ 3,119,313 $ 3,240,191 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 March 31, 2024 April 2, 2023 (In thousands, except per share data) Revenues $ 535,675 $ 641,789 Cost of sales ( 334,079 ) ( 395,684 ) Gross profit 201,596 246,105 Selling, general and administrative expenses ( 110,768 ) ( 121,574 ) Research and development expenses ( 26,999 ) ( 29,384 ) Amortization of intangibles ( 10,809 ) ( 9,610 ) Operating income 53,020 85,537 Interest expense, net ( 7,582 ) ( 8,201 ) Non-operating pension benefit 231 488 Income before taxes 45,669 77,824 Income tax expense ( 8,360 ) ( 14,879 ) Net income 37,309 62,945 Less: Net loss attributable to noncontrolling interest ( 4 ) ( 247 ) Net income attributable to Belden stockholders $ 37,313 $ 63,192 Weighted average number of common shares and equivalents: Basic 40,986 42,827 Diluted 41,491 43,669 Basic income per share attributable to Belden stockholders $ 0.91 $ 1.48 Diluted income per share attributable to Belden stockholders $ 0.90 $ 1.45 Comprehensive income attributable to Belden $ 46,461 $ 45,892 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 March 31, 2024 April 2, 2023 (In thousands) Cash flows from operating activities: Net income $ 37,309 $ 62,945 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 26,987 23,416 Share-based compensation 6,397 6,253 Changes in operating assets and liabilities, net of the effects of currency exchange rate changes, acquired businesses and disposals: Receivables 54,472 13,928 Inventories ( 9,657 ) ( 28,152 ) Accounts payable ( 76,904 ) ( 56,056 ) Accrued liabilities ( 45,868 ) ( 54,551 ) Income taxes 9,470 2,701 Other assets ( 1,353 ) ( 4,111 ) Other liabilities 1,868 1,755 Net cash provided by (used for) operating activities 2,721 ( 31,872 ) Cash flows from investing activities: Capital expenditures ( 24,250 ) ( 13,844 ) Proceeds from disposal of tangible assets 60 1 Proceeds from disposal of businesses, net of cash sold — 10,000 Net cash used for investing activities ( 24,190 ) ( 3,843 ) Cash flows from financing activities: Payments under share repurchase program ( 57,865 ) ( 50,000 ) Withholding tax payments for share-based payment awards ( 7,921 ) ( 13,292 ) Cash dividends paid ( 2,075 ) ( 2,146 ) Payments under financing lease obligations ( 227 ) ( 38 ) Proceeds from issuance of common stock 3,152 1,679 Net cash used for financing activities ( 64,936 ) ( 63,797 ) Effect of foreign currency exchange rate changes on cash and cash equivalents ( 3,809 ) 881 Decrease in cash and cash equivalents ( 90,214 ) ( 98,631 ) Cash and cash equivalents, beginning of period 597,044 687,676 Cash and cash equivalents, end of period $ 506,830 $ 589,045 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, 2023 50,335 $ 503 $ 818,663 $ 985,807 ( 9,208 ) $ ( 597,437 ) $ ( 41,279 ) $ 45 $ 1,166,302 Net income (loss) — — — 37,313 — — — ( 4 ) 37,309 Other comprehensive income, net of tax — — — — — — 9,148 — 9,148 Common stock issuance — — 477 — 48 2,675 — — 3,152 Retirement Savings Plan stock contributions — — 641 — 22 1,187 — — 1,828 Exercise of stock options, net of tax withholding forfeitures — — ( 483 ) — 8 99 — — ( 384 ) Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 10,991 ) — 138 3,454 — — ( 7,537 ) Share repurchase program, net of excise tax — — — — ( 675 ) ( 58,270 ) — — ( 58,270 ) Share-based compensation — — 6,397 — — — — — 6,397 Common stock dividends ($ 0.05 per share) — — — ( 2,059 ) — — — — ( 2,059 ) Balance at March 31, 2024 50,335 $ 503 $ 814,704 $ 1,021,061 ( 9,667 ) $ ( 648,292 ) $ ( 32,131 ) $ 41 $ 1,155,886 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, 2022 50,335 $ 503 $ 825,669 $ 751,522 ( 7,502 ) $ ( 428,812 ) $ ( 5,871 ) $ 939 $ 1,143,950 Net income (loss) — — — 63,192 — — — ( 247 ) 62,945 Other comprehensive income (loss), net of tax — — — — — — ( 17,300 ) 2 ( 17,298 ) Common stock issuance — — ( 420 ) — 37 2,099 — — 1,679 Retirement Savings Plan stock contributions — — 638 — 28 1,758 — — 2,396 Exercise of stock options, net of tax withholding forfeitures — — ( 4,547 ) — 47 1,951 — — ( 2,596 ) Conversion of restricted stock units into common stock, net of tax withholding forfeitures — — ( 17,997 ) — 196 7,301 — — ( 10,696 ) Share repurchase program, net of excise tax — — — — ( 594 ) ( 50,266 ) — — ( 50,266 ) Share-based compensation — — 6,253 — — — — — 6,253 Common stock dividends ($ 0.05 per share) — — — ( 2,150 ) — — — — ( 2,150 ) Balance at April 2, 2023 50,335 $ 503 $ 809,596 $ 812,564 ( 7,788 ) $ ( 465,969 ) $ ( 23,171 ) $ 694 $ 1,134,217 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, 2023: • 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 2023 Annual Report on Form 10-K. Business Description We are a leading global supplier of network infrastructure and digitization solutions built around two global businesses - Enterprise Solutions and Industrial Automation Solutions. Our mission is to build the foundation for a digital world that makes the digital journey simpler, smarter and secure. 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 March 31, 2024, the 91st day of our fiscal year 2024. Our fiscal second and third quarters each have 91 days. The three months ended April 2, 2023 included 92 days. 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 March 31, 2024 and April 2, 2023, we utilized Level 1 inputs to determine the fair value of cash equivalents. We did not have any transfers between Level 1 and Level 2 fair value measurements during the three months ended March 31, 2024 and April 2, 2023. 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 March 31, 2024, 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. Historically, these lawsuits have primarily involved 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 March 31, 2024, we were party to standby letters of credit, surety bonds, and bank guaranties totaling $ 7.5 million, $ 5.4 million, and $ 4.6 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. See Note 15. Noncontrolling Interest A Belden subsidiary includes a noncontrolling interest as of and for the periods ended March 31, 2024 and April 2, 2023 . The results attributable to the noncontrolling interest holders are not material to our condensed consolidated financial statements , and are presented as net income attributable to noncontrolling interests in the Condensed Consolidated Statements of Operations. Current Year Adoption of Accounting Pronouncements None of the accounting pronouncements that became effective during 2024 had a material impact to our condensed consolidated financial statements or disclosures. Pending Adoption of Recent Accounting Pronouncements The Financial Accounting Standards Board (FASB) amended the guidance in Accounting Standards Codification (ASC) 280, Segment Reporting , to require public companies disclose significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment’s profit or loss and assets that are currently required annually. The guidance is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is applied retrospectively to all periods presented in the financial statements, unless it is impracticable. We did not early adopt this pronouncement, and we expect the amended guidance to have a minimal impact on our disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740) Improvements to Income Tax Disclosures (ASU 2023-09) enhancing the transparency and decision usefulness of income tax disclosures. ASU 2023-09 addresses investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. ASU 2023-09 is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The amendments in ASU 2023-09 are applied on a prospective basis, though retrospective application is permitted. We did not early adopt this pronouncement and are in the process of evaluating its impact on our consolidated financial statements and related disclosures. In March 2024, the SEC issued a final rule that requires registrants to disclose climate-related information in their annual reports and in registration statements. For calendar year companies, the ruling requires certain disclosures in annual reports for the year ending December 31, 2025. We are currently evaluating the impact of the guidance on our consolidated financial statements and disclosures. -6- 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. The following tables present our revenues disaggregated by major product category. Broadband Solutions Industrial Automation Solutions Smart Buildings Solutions Total Revenues Three Months Ended March 31, 2024 (In thousands) Enterprise Solutions $ 112,100 $ — $ 121,989 $ 234,089 Industrial Automation Solutions — 301,586 — 301,586 Total $ 112,100 $ 301,586 $ 121,989 $ 535,675 Three Months Ended April 2, 2023 Enterprise Solutions $ 131,555 $ — $ 143,788 $ 275,343 Industrial Automation Solutions — 366,446 — 366,446 Total $ 131,555 $ 366,446 $ 143,788 $ 641,789 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 March 31, 2024 (In thousands) Enterprise Solutions $ 166,329 $ 45,688 $ 22,072 $ 234,089 Industrial Automation Solutions 182,890 77,856 40,840 301,586 Total $ 349,219 $ 123,544 $ 62,912 $ 535,675 Three Months Ended April 2, 2023 Enterprise Solutions $ 213,887 $ 37,448 $ 24,008 $ 275,343 Industrial Automation Solutions 215,213 101,921 49,312 366,446 Total $ 429,100 $ 139,369 $ 73,320 $ 641,789 We generate revenues primarily by selling products that support communication, infrastructure, and delivery solutions that make the digital journey simpler, smarter, and secure. 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 standalone selling price and recognized when or as each performance obligation is satisfied. Generally, we determine relative standalone selling price using the prices charged separately to customers on a standalone basis. Typically, payments are due after control transfers. 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 to the customer, which generally occurs when the product has been shipped or delivered from our facility to our customers, the customer has legal title to the product, and we have a present right to payment for the product. We also consider any customer acceptance clauses in determining when control has transferred to the customer and typically, these clauses are not substantive. 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. For example, our estimate of price adjustments is based on our historical price adjustments as a percentage of revenues and the average time period between the original sale and the issuance of the price adjustment. We adjust our estimate of revenue for variable consideration at the earlier of when the most likely amount of consideration we expect to receive changes or when the consideration becomes fixed. We adjust other current assets and cost of sales for the estimated level of returns. Adjustments to revenue for performance obligations satisfied in prior periods were not significant during the three months ended March 31, 2024 and April 2, 2023 . -7- The following table presents estimated and accrued variable consideration: March 31, 2024 December 31, 2023 (in thousands) Accrued rebates included in accrued liabilities $ 36,022 $ 49,255 Accrued returns included in accrued liabilities 14,718 15,570 Price adjustments recognized against gross accounts receivable 22,884 26,005 Depending on the terms of an arrangement, we may defer the recognition of a portion of the consideration received because we have to satisfy a future performance 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 recognized wh en or as the services are performed depending on the terms of the arrangement. Our contract terms for support, maintenance, and professional services typically require payment within one year or less of when the services will be provided. As of March 31, 2024, total deferred revenue was $ 30.0 million, and of this amount, $ 22.4 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 March 31, 2024 and April 2, 2023, respectively: 2024 2023 (In thousands) Beginning balance at January 1 $ 31,062 $ 33,243 New deferrals 6,280 4,359 Revenue recognized ( 7,392 ) ( 8,307 ) Balance at the end of Q1 $ 29,950 $ 29,295 Service-type warranties represent $ 10.6 million of the deferred revenue balance at March 31, 2024, and of this amount $ 5.5 million is expected to be recognized in the next twelve months, and the remaining $ 5.1 million is long-term and will be recognized over a period greater than twelve months. As of March 31, 2024 and December 31, 2023, 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 as of March 31, 2024 and December 31, 2023. The following table presents sales commissions that are recorded within selling, general and administrative expenses: Three Months Ended March 31, 2024 April 2, 2023 (In thousands) Sales commissions $ 5,323 $ 5,773 Note 3: Reportable Segments We are organized around two global businesses: Enterprise Solutions and Industrial Automation Solutions. Each of the global businesses represents a reportable segment. 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; adjustments related to acquisitions and divestitures; 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. -8- Enterprise Solutions Industrial Automation Solutions Total Segments (In thousands) As of and for the three months ended March 31, 2024 Segment Revenues $ 234,089 $ 301,586 $ 535,675 Segment EBITDA 25,788 58,745 84,533 Depreciation expense 6,305 7,160 13,465 Amortization of intangibles 5,719 5,090 10,809 Amortization of software development intangible assets — 2,713 2,713 Severance, restructuring, and acquisition integration costs 1,590 2,622 4,212 Adjustments related to acquisitions and divestitures — 298 298 Segment assets 610,106 754,732 1,364,838 As of and for the three months ended April 2, 2023 Segment Revenues $ 275,343 $ 366,446 $ 641,789 Segment EBITDA 37,205 73,787 110,992 Depreciation expense 5,954 6,400 12,354 Amortization of intangibles 4,495 5,115 9,610 Amortization of software development intangible assets — 1,452 1,452 Severance, restructuring, and acquisition integration costs 25 1,687 1,712 Adjustments related to acquisitions and divestitures — 298 298 Segment assets 597,426 660,300 1,257,726 The following table is a reconciliation of the total of the reportable segments’ Revenues and EBITDA to consolidated revenues and consolidated income before taxes, respectively. Three Months Ended March 31, 2024 April 2, 2023 (In thousands) Total Segment and Consolidated Revenues $ 535,675 $ 641,789 Total Segment EBITDA $ 84,533 $ 110,992 Depreciation expense ( 13,465 ) ( 12,354 ) Amortization of intangibles ( 10,809 ) ( 9,610 ) Severance, restructuring, and acquisition integration costs (1) ( 4,212 ) ( 1,712 ) Amortization of software development intangible assets ( 2,713 ) ( 1,452 ) Adjustments related to acquisitions and divestitures (2) ( 298 ) ( 298 ) Eliminations ( 16 ) ( 29 ) Consolidated operating income 53,020 85,537 Interest expense, net ( 7,582 ) ( 8,201 ) Total non-operating pension benefit 231 488 Consolidated income before taxes $ 45,669 $ 77,824 (1) Includes restructuring and integration costs associated with acquisitions as well as costs associated with certain manufacturing footprint actions. (2) Adjustments related to acquisitions and divestitures include fair value adjustments of acquired assets. -9- Note 4: Income per Share The following table presents the basis for the income per share computations: Three Months Ended March 31, 2024 April 2, 2023 (In thousands) Numerator: Net income $ 37,309 $ 62,945 Less: Net loss attributable to noncontrolling interest ( 4 ) ( 247 ) Net income attributable to Belden stockholders $ 37,313 $ 63,192 Denominator: Weighted average shares outstanding, basic 40,986 42,827 Effect of dilutive common stock equivalents 505 842 Weighted average shares outstanding, diluted 41,491 43,669 For the three months ended March 31, 2024 and April 2, 2023, diluted weighted average shares outstanding do not include outstanding equity awards of 0.1 million and 0.2 million, respectively, because they are anti-dilutive. In addition, for the three months ended March 31, 2024 and April 2, 2023, diluted weighted average shares outstanding do not include outstanding equity awards of 0.3 million and 0.1 million, respectively, 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. 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 5: 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. Provisions and recoveries are included in selling, general and administrative expenses. The following table presents the activity in the trade receivables allowance for doubtful accounts for the three months ended March 31, 2024 and April 2, 2023, respectively: 2024 2023 (In thousands) Beginning balance at January 1 $ 23,114 $ 7,954 Current period provision 459 4,004 Recoveries collected ( 6 ) — Write-offs ( 96 ) ( 3 ) Fx impact ( 51 ) ( 25 ) Q1 ending balance $ 23,420 $ 11,930 -10- Note 6: Inventories The following table presents the major classes of inventories as of March 31, 2024 and December 31, 2023 , respectively: March 31, 2024 December 31, 2023 (In thousands) Raw materials $ 175,110 $ 185,233 Work-in-process 43,674 41,197 Finished goods 223,663 208,425 Gross inventories 442,447 434,855 Excess and obsolete reserves ( 68,028 ) ( 67,868 ) Net inventories $ 374,419 $ 366,987 Note 7: Leases We have operating and finance leases for properties, including manufacturing facilities, warehouses, and office space; as well as vehicles and 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 within 1 to 20 years; some of which include extension and termination options. 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. We have a few short-term operating leases with terms less than twelve months - these leases are not recorded on our balance sheet and the overall rent expense is not material. We also have certain lease contracts that contain both lease and non-lease components. We have elected the practical expedient to account for these components together as a single, combined lease component. T he rate implicit in most of our leases is not readily determinable. As a result, we utilize 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. Our lease agreements do not contain material residual value guarantees. Our variable lease expense was approximately $ 0.9 million and $ 0.8 million for the t hree months ended March 31, 2024 and April 2, 2023, respectively. The components of lease expense were as follows: Three Months Ended March 31, 2024 April 2, 2023 (In thousands) Operating lease cost $ 6,875 $ 5,517 Finance lease cost Amortization of right-of-use asset $ 194 $ 201 Interest on lease liabilities 109 80 Total finance lease cost $ 303 $ 281 Supplemental cash flow information related to leases was as follows: Three Months Ended March 31, 2024 April 2, 2023 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 6,727 $ 4,665 Operating cash flows from finance leases were not material during the three months ended March 31, 2024 and April 2, 2023 . -11- Supplemental balance sheet information related to leases was as follows: March 31, 2024 December 31, 2023 (In thousands) Operating leases: Total operating lease right-of-use assets $ 124,690 $ 89,686 Accrued liabilities $ 18,753 $ 18,226 Long-term operating lease liabilities 108,174 74,941 Total operating lease liabilities $ 126,927 $ 93,167 Finance leases: Other long-lived assets, at cost $ 8,247 $ 6,560 Accumulated depreciation ( 1,555 ) ( 1,347 ) Other long-lived assets, net $ 6,692 $ 5,213 Accrued liabilities $ 1,022 $ 719 Other long-term liabilities 7,181 6,084 Total finance lease liabilities $ 8,203 $ 6,803 The increases in operating lease right-of-use assets and lease liabilities are primarily due to the initial recognition of a new lease during the three months ended March 31, 2024 that had balances of $ 34.2 million and $ 33.2 million, respectively. March 31, 2024 December 31, 2023 Weighted Average Remaining Lease Term Operating leases 10 years 6 years Finance leases 8 years 9 years Weighted Average Discount Rate Operating leases 5.7 % 5.0 % Finance leases 4.6 % 4.3 % In addition, we guaranteed the lease payments for certain Grass Valley property leases with expiration dates extending up to 2035. These lease guarantees were retained by Belden and not transferred to the buyer of Grass Valley. As of March 31, 2024, the fixed, remaining base rent payments were approximately $ 21 million. As of March 31, 2024 and April 2, 2023, we had a liability for expected, future payments of $ 11.0 million and $ 8.8 million, respectively. The liability is based on certain assumptions, such as receiving a level of sublease income, that we continually reassess on an ongoing basis. We will update the estimated liability balance for changes in assumptions as needed. Note 8: Long-Lived Assets Depreciation and Amortization Expense We recognized depreciation expense of $ 13.5 million and $ 12.4 million in the three months ended March 31, 2024 and April 2, 2023, respectively. We recognized amortization expense of $ 13.5 million and $ 11.1 million in the three months ended March 31, 2024 and April 2, 2023, respectively. -12- Note 9: Long-Term Debt and Other Borrowing Arrangements The carrying values of our long-term debt were as follows: March 31, 2024 December 31, 2023 (In thousands) Revolving credit agreement due 2026 $ — $ — Senior subordinated notes: 3.375 % Senior subordinated notes due 2027 486,945 497,025 3.875 % Senior subordinated notes due 2028 378,735 386,575 3.375 % Senior subordinated notes due 2031 324,630 331,350 Total senior subordinated notes 1,190,310 1,214,950 Less unamortized debt issuance costs ( 10,185 ) ( 10,739 ) Long-term debt $ 1,180,125 $ 1,204,211 Revolving Credit Agreement due 2026 We have 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 SOFR 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. As of March 31, 2024, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $ 292.6 million. Senior Subordinated Notes 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 March 31, 2024 is $ 486.9 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. 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 March 31, 2024 is $ 378.7 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 March 31, 2024 is $ 324.6 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 March 31, 2024 was approximately $ 1,139.9 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 $ 1,190.3 million as of March 31, 2024. -13- Note 10: Net Investment Hedge All of our euro denominated notes were issued by Belden Inc., a USD functional currency entity. As of March 31, 2024, € 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 March 31, 2024 and April 2, 2023, the transaction gain (loss) associated with the net investment hedge reported in other comprehensive income was $ 12.7 million and $( 9.1 ) million, respectively. Note 11: Income Taxes For the three months ended March 31, 2024, we recognized income tax expense of $ 8.4 million representing an effective tax rate of 18.3 %. For the three months ended April 2, 2023 , we recognized income tax expense of $ 14.9 million representing an effective tax rates of 19.1 %. The effective tax rates were primarily impacted by the effect of our foreign operations, including statutory tax rates differences and foreign tax credits. The Organization for Economic Cooperation and Development (OECD) is actively implementing changes to existing tax laws, including a global minimum tax of 15% which went into effect in 2024. This legislation has not materially impacted our provision for income taxes, but we will continually monitor and evaluate the potential impact on the countries in which we do business in future periods. Note 12: 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 March 31, 2024 April 2, 2023 March 31, 2024 April 2, 2023 (In thousands) Three Months Ended Service cost $ 748 $ 690 $ 10 $ 3 Interest cost 3,676 3,744 238 251 Expected return on plan assets ( 4,047 ) ( 4,109 ) — — Amortization of prior service cost 45 43 — — Actuarial gains ( 26 ) ( 226 ) ( 117 ) ( 191 ) Net periodic benefit cost $ 396 $ 142 $ 131 $ 63 Note 13: Comprehensive Income and Accumulated Other Comprehensive Income (Loss) The following table summarizes total comprehensive income: Three Months Ended March 31, 2024 April 2, 2023 (In thousands) Net income $ 37,309 $ 62,945 Foreign currency translation adjustments, net of tax 9,222 ( 17,018 ) Adjustments to pension and postretirement liability, net of tax ( 74 ) ( 280 ) Total comprehensive income 46,457 45,647 Less: Comprehensive loss attributable to noncontrolling interests ( 4 ) ( 245 ) Comprehensive income attributable to Belden $ 46,461 $ 45,892 -14- 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 loss, net of tax, are as follows: Foreign Currency Translation Component Pension and Other Postretirement Benefit Plans Accumulated Other Comprehensive Loss (In thousands) Balance at December 31, 2023 $ ( 26,514 ) $ ( 14,765 ) $ ( 41,279 ) Other comprehensive income attributable to Belden before reclassifications 9,222 — 9,222 Amounts reclassified from accumulated other comprehensive loss — ( 74 ) ( 74 ) Net current period other comprehensive income (loss) attributable to Belden 9,222 ( 74 ) 9,148 Balance at March 31, 2024 $ ( 17,292 ) $ ( 14,839 ) $ ( 32,131 ) The following table summarizes the effects of reclassifications from accumulated other comprehensive loss for the three months ended March 31, 2024: Amounts Reclassified from Accumulated Other Comprehensive Loss Affected Line Item in the Consolidated Statements of Operations and Comprehensive Income (In thousands) Amortization of pension and other postretirement benefit plan items: Actuarial gains $ ( 143 ) (1) Prior service cost 45 (1) Total before tax ( 98 ) Tax expense 24 Total net of tax $ ( 74 ) (1) The amortization of these accumulated other comprehensive loss components are included in the computation of net periodic benefit costs (see Note 12). Note 14: 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. In April 2023, our Board of Directors authorized an additional $ 300.0 million under the share repurchase program. This program is funded with cash on hand and cash flows from operating activities. During the three months ended March 31, 2024, we repurchased 0.7 million shares of our common stock for an aggregate cost of $ 57.9 million at an average price per share of $ 85.66 . During the three months ended April 2, 2023, we repurchased 0.6 million shares of our common stock for an aggregate cost of $ 50.0 million at an average price per share of $ 84.18 . From inception of our program to the date of this filing, we have repurchased 7.4 million shares of our common stock for an aggregate cost of $ 485.0 million and an average price per share of $ 65.73 . As of March 31, 2024, we had $ 115.0 million of authorizations remaining under the program. This share repurchase authorization does not have an expiration date. Note 15: Subsequent Events On April 30, 2024, we entered into a definitive agreement to acquire Precision Optical Technologies, Inc. (“Precision Optical Technologies”) for approximately $ 290 million in cash. Precision Optical Technologies, based in New York, is a leading supplier of value-added optical transceivers with proprietary software, firmware configurations, and related components. The acquisition of Precision Optical Technologies is expected to close by the end of the second quarter of 2024 and will be reported within the Enterprise Solutions segment. -15-