Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
TE CONNECTIVITY LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions, except per share data)
Net sales
$
3,831
$
3,841
Cost of sales
2,507
2,654
Gross margin
1,324
1,187
Selling, general, and administrative expenses
424
392
Research, development, and engineering expenses
173
173
Acquisition and integration costs
8
9
Restructuring and other charges, net
21
111
Operating income
698
502
Interest income
22
9
Interest expense
( 18 )
( 21 )
Other expense, net
( 3 )
( 5 )
Income from continuing operations before income taxes
699
485
Income tax (expense) benefit
1,105
( 87 )
Income from continuing operations
1,804
398
Loss from discontinued operations, net of income taxes
( 1 )
( 1 )
Net income
$
1,803
$
397
Basic earnings per share:
Income from continuing operations
$
5.80
$
1.26
Loss from discontinued operations
—
—
Net income
5.80
1.25
Diluted earnings per share:
Income from continuing operations
$
5.76
$
1.25
Loss from discontinued operations
—
—
Net income
5.76
1.24
Weighted-average number of shares outstanding:
Basic
311
317
Diluted
313
319
See Notes to Condensed Consolidated Financial Statements.
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TE CONNECTIVITY LTD.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Net income
$
1,803
$
397
Other comprehensive income:
Currency translation
163
305
Adjustments to unrecognized pension and postretirement benefit costs, net of income taxes
( 18 )
2
Gains on cash flow hedges, net of income taxes
28
69
Other comprehensive income
173
376
Comprehensive income
1,976
773
Less: comprehensive income attributable to noncontrolling interests
( 4 )
( 9 )
Comprehensive income attributable to TE Connectivity Ltd.
$
1,972
$
764
See Notes to Condensed Consolidated Financial Statements.
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TE CONNECTIVITY LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
December 29,
September 29,
2023
2023
(in millions, except share
data)
Assets
Current assets:
Cash and cash equivalents
$
1,170
$
1,661
Accounts receivable, net of allowance for doubtful accounts of $ 37 and $ 30 , respectively
2,828
2,967
Inventories
2,783
2,552
Prepaid expenses and other current assets
660
712
Total current assets
7,441
7,892
Property, plant, and equipment, net
3,854
3,754
Goodwill
5,836
5,463
Intangible assets, net
1,278
1,175
Deferred income taxes
3,852
2,600
Other assets
810
828
Total assets
$
23,071
$
21,712
Liabilities, redeemable noncontrolling interests, and equity
Current liabilities:
Short-term debt
$
613
$
682
Accounts payable
1,690
1,563
Accrued and other current liabilities
1,708
2,218
Total current liabilities
4,011
4,463
Long-term debt
3,585
3,529
Long-term pension and postretirement liabilities
744
728
Deferred income taxes
188
185
Income taxes
380
365
Other liabilities
914
787
Total liabilities
9,822
10,057
Commitments and contingencies (Note 9)
Redeemable noncontrolling interests
108
104
Equity:
TE Connectivity Ltd. shareholders' equity:
Common shares, CHF 0.57 par value, 322,470,281 shares authorized and issued
142
142
Accumulated earnings
14,678
12,947
Treasury shares, at cost, 13,050,787 and 10,487,742 shares, respectively
( 1,695 )
( 1,380 )
Accumulated other comprehensive income (loss)
11
( 158 )
Total TE Connectivity Ltd. shareholders' equity
13,136
11,551
Noncontrolling interests
5
—
Total equity
13,141
11,551
Total liabilities, redeemable noncontrolling interests, and equity
$
23,071
$
21,712
See Notes to Condensed Consolidated Financial Statements.
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TE CONNECTIVITY LTD.
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
(UNAUDITED)
For the Quarter Ended December 29, 2023
Accumulated
TE Connectivity
Other
Ltd.
Non-
Common Shares
Treasury Shares
Contributed
Accumulated
Comprehensive
Shareholders'
controlling
Total
Shares
Amount
Shares
Amount
Surplus
Earnings
Income (Loss)
Equity
Interests
Equity
(in millions)
Balance at September 29, 2023
322
$
142
( 10 )
$
( 1,380 )
$
—
$
12,947
$
( 158 )
$
11,551
$
—
$
11,551
Acquisition
—
—
—
—
—
—
—
—
5
5
Net income
—
—
—
—
—
1,803
—
1,803
—
1,803
Other comprehensive income
—
—
—
—
—
—
169
169
—
169
Share-based compensation expense
—
—
—
—
34
—
—
34
—
34
Exercise of share options
—
—
—
11
—
—
—
11
—
11
Restricted share award vestings and other activity
—
—
—
94
( 34 )
( 72 )
—
( 12 )
—
( 12 )
Repurchase of common shares
—
—
( 3 )
( 420 )
—
—
—
( 420 )
—
( 420 )
Balance at December 29, 2023
322
$
142
( 13 )
$
( 1,695 )
$
—
$
14,678
$
11
$
13,136
$
5
$
13,141
For the Quarter Ended December 30, 2022
Accumulated
TE Connectivity
Other
Ltd.
Non-
Common Shares
Treasury Shares
Contributed
Accumulated
Comprehensive
Shareholders'
controlling
Total
Shares
Amount
Shares
Amount
Surplus
Earnings
Loss
Equity
Interests
Equity
(in millions)
Balance at September 30, 2022
331
$
146
( 13 )
$
( 1,681 )
$
—
$
12,832
$
( 495 )
$
10,802
$
—
$
10,802
Net income
—
—
—
—
—
397
—
397
—
397
Other comprehensive income
—
—
—
—
—
—
367
367
—
367
Share-based compensation expense
—
—
—
—
32
—
—
32
—
32
Exercise of share options
—
—
—
11
—
—
—
11
—
11
Restricted share award vestings and other activity
—
—
1
49
( 32 )
( 29 )
—
( 12 )
—
( 12 )
Repurchase of common shares
—
—
( 2 )
( 233 )
—
—
—
( 233 )
—
( 233 )
Balance at December 30, 2022
331
$
146
( 14 )
$
( 1,854 )
$
—
$
13,200
$
( 128 )
$
11,364
$
—
$
11,364
See Notes to Condensed Consolidated Financial Statements.
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TE CONNECTIVITY LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Cash flows from operating activities:
Net income
$
1,803
$
397
Loss from discontinued operations, net of income taxes
1
1
Income from continuing operations
1,804
398
Adjustments to reconcile income from continuing operations to net cash provided by operating activities:
Depreciation and amortization
194
187
Deferred income taxes
( 1,217 )
( 35 )
Non-cash lease cost
34
34
Provision for losses on accounts receivable and inventories
42
51
Share-based compensation expense
34
32
Other
40
49
Changes in assets and liabilities, net of the effects of acquisitions and divestitures:
Accounts receivable, net
127
( 54 )
Inventories
( 282 )
( 324 )
Prepaid expenses and other current assets
( 48 )
( 86 )
Accounts payable
128
149
Accrued and other current liabilities
( 239 )
( 39 )
Income taxes
12
25
Other
90
194
Net cash provided by operating activities
719
581
Cash flows from investing activities:
Capital expenditures
( 151 )
( 183 )
Proceeds from sale of property, plant, and equipment
2
1
Acquisition of businesses, net of cash acquired
( 349 )
( 109 )
Proceeds from divestiture of business, net of cash retained by business sold
38
—
Other
( 8 )
26
Net cash used in investing activities
( 468 )
( 265 )
Cash flows from financing activities:
Net decrease in commercial paper
( 69 )
( 139 )
Repayment of debt
( 1 )
( 4 )
Proceeds from exercise of share options
11
11
Repurchase of common shares
( 476 )
( 287 )
Payment of common share dividends to shareholders
( 183 )
( 178 )
Other
( 27 )
( 24 )
Net cash used in financing activities
( 745 )
( 621 )
Effect of currency translation on cash
3
10
Net decrease in cash, cash equivalents, and restricted cash
( 491 )
( 295 )
Cash, cash equivalents, and restricted cash at beginning of period
1,661
1,088
Cash, cash equivalents, and restricted cash at end of period
$
1,170
$
793
See Notes to Condensed Consolidated Financial Statements.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
1. Basis of Presentation and Accounting Policies
The unaudited Condensed Consolidated Financial Statements of TE Connectivity Ltd. (“TE Connectivity” or the “Company,” which may be referred to as “we,” “us,” or “our”) have been prepared in United States (“U.S.”) dollars, in accordance with accounting principles generally accepted in the U.S. (“GAAP”) and the instructions to Form 10-Q under the Securities Exchange Act of 1934. In management’s opinion, the unaudited Condensed Consolidated Financial Statements contain all normal recurring adjustments necessary for a fair presentation of interim results. The results of operations reported for interim periods are not necessarily indicative of the results of operations for the entire fiscal year or any subsequent interim period.
The year-end balance sheet data was derived from audited financial statements, but does not include all of the information and disclosures required by GAAP. These financial statements should be read in conjunction with our audited Consolidated Financial Statements contained in our Annual Report on Form 10-K for the fiscal year ended September 29, 2023.
Unless otherwise indicated, references in the Condensed Consolidated Financial Statements to fiscal 2024 and fiscal 2023 are to our fiscal years ending September 27, 2024 and ended September 29, 2023, respectively.
Recently Issued Accounting Pronouncements
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting (Topic 280)—Improvements to Reportable Segment Disclosures , which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for our fiscal 2025 Annual Report and subsequent interim periods; however, early adoption is permitted. The amendments should be applied retrospectively to all periods presented in the financial statements. We are currently assessing the impact that adoption will have on our Condensed Consolidated Financial Statements.
In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740)—Improvement to Income Tax Disclosures, to enhance the transparency and decision usefulness of income tax disclosures through improvements to disclosures related primarily to the rate reconciliation and income taxes paid information. The amendments are effective for us in fiscal 2026; however, early adoption is permitted. We are currently assessing the impact that adoption will have on our Condensed Consolidated Financial Statements.
Recently Adopted Accounting Pronouncement
In September 2022, the FASB issued ASU No. 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50)—Disclosure of Supplier Finance Program Obligations , to enhance transparency and introduce new disclosures related to an entity’s use of supplier finance programs in connection with the purchase of goods and services. The ASU requires us, as a buyer in a supplier finance program, to disclose the key terms of the program, the amount of obligations outstanding, the balance sheet presentation of such amounts, and a rollforward of the obligation activity during the annual period. We adopted this update in the first quarter of fiscal 2024. Adoption did not have a material impact on our Condensed Consolidated Financial Statements. See Note 9 for additional information regarding our supply chain finance program.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
2. Restructuring and Other Charges, Net
Net restructuring and other charges consisted of the following:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Restructuring charges, net
$
9
$
104
Loss on divestiture and impairment of held for sale business
11
6
Other charges, net
1
1
Restructuring and other charges, net
$
21
$
111
Restructuring Charges, Net
Net restructuring and charges by segment were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Transportation Solutions
$
2
$
74
Industrial Solutions
6
6
Communications Solutions
1
24
Restructuring charges, net
$
9
$
104
Activity in our restructuring reserves was as follows:
Balance at
Balance at
September 29,
Changes in
Cash
Non-Cash
Currency
December 29,
2023
Charges
Estimate
Payments
Items
Translation
2023
(in millions)
Fiscal 2024 Actions:
Employee severance
$
—
$
5
$
—
$
—
$
—
$
—
$
5
Fiscal 2023 Actions:
Employee severance
187
—
( 8 )
( 20 )
—
8
167
Facility and other exit costs
2
1
—
( 3 )
—
—
—
Property, plant, and equipment
—
4
—
—
( 4 )
—
—
Total
189
5
( 8 )
( 23 )
( 4 )
8
167
Pre-Fiscal 2023 Actions:
Employee severance
127
—
5
( 23 )
—
4
113
Facility and other exit costs
4
2
—
( 2 )
—
—
4
Total
131
2
5
( 25 )
—
4
117
Total Activity
$
320
$
12
$
( 3 )
$
( 48 )
$
( 4 )
$
12
$
289
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
Fiscal 2024 Actions
During fiscal 2024, we initiated a restructuring program to optimize our manufacturing footprint and improve the cost structure of the organization, primarily in the Industrial Solutions and Transportation Solutions segments. During the quarter ended December 29, 2023, we recorded restructuring charges of $ 5 million in connection with this program. We expect to complete all restructuring actions commenced during the quarter ended December 29, 2023 by the end of fiscal 2025, and we expect additional charges related to actions commenced during the quarter ended December 29, 2023 will be insignificant.
Fiscal 2023 Actions
During fiscal 2023, we initiated a restructuring program associated with cost structure improvements across all segments. In connection with this program, during the quarters ended December 29, 2023 and December 30, 2022, we recorded net restructuring credits of $ 3 million and charges of $ 105 million, respectively. We expect to complete all restructuring actions commenced during fiscal 2023 by the end of fiscal 2025, and to incur additional charges of approximately $ 24 million related primarily to employee severance and facility exit costs.
The following table summarizes expected, incurred, and remaining charges for the fiscal 2023 program by segment as of December 29, 2023:
Total
Cumulative
Remaining
Expected
Charges
Expected
Charges
Incurred
Charges
(in millions)
Transportation Solutions
$
153
$
138
$
15
Industrial Solutions
80
73
7
Communications Solutions
35
33
2
Total
$
268
$
244
$
24
Pre-Fiscal 2023 Actions
During the quarters ended December 29, 2023 and December 30, 2022, we recorded net restructuring charges of $ 7 million and credits of $ 1 million, respectively, related to pre-fiscal 2023 actions. We expect that any additional charges related to restructuring actions commenced prior to fiscal 2023 will be insignificant.
Total Restructuring Reserves
Restructuring reserves included on the Condensed Consolidated Balance Sheets were as follows:
December 29,
September 29,
2023
2023
(in millions)
Accrued and other current liabilities
$
204
$
240
Other liabilities
85
80
Restructuring reserves
$
289
$
320
Divestiture
During the quarter ended December 29, 2023, we sold one business for net cash proceeds of $ 38 million. In connection with the divestiture, we recorded a pre-tax loss on sale of $ 11 million. The business sold was reported in our Transportation Solutions segment.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
3. Acquisitions
During the quarter ended December 29, 2023, we acquired approximately 98.7 % of the outstanding shares of Schaffner Holding AG (“Schaffner”), a leader in electromagnetic solutions based in Switzerland, for CHF 505.00 per share in cash for a purchase price of CHF 302 million (equivalent to $ 349 million), net of cash acquired. As a result of the transaction, we recognized a noncontrolling interest with a fair value of $ 5 million as of the acquisition date. Due to the timing of the transaction, which was reported as part of our Industrial Solutions segment, we preliminarily allocated the purchase price to goodwill and identifiable intangible assets. Our valuation of identifiable intangible assets, assets acquired, and liabilities assumed is currently in process; therefore, the current allocation is subject to adjustment upon finalization of the valuations. The amount of these potential adjustments could be significant. We intend to initiate a squeeze-out procedure and delist the remaining Schaffner shares from SIX Swiss Exchange during fiscal 2024.
We acquired one business for a cash purchase price of $ 109 million, net of cash acquired, during the quarter ended December 30, 2022. The acquisition was reported as part of our Industrial Solutions segment from the date of acquisition.
4. Inventories
Inventories consisted of the following:
December 29,
September 29,
2023
2023
(in millions)
Raw materials
$
394
$
367
Work in progress
1,284
1,185
Finished goods
1,105
1,000
Inventories
$
2,783
$
2,552
5. Goodwill
The changes in the carrying amount of goodwill by segment were as follows:
Transportation
Industrial
Communications
Solutions
Solutions
Solutions
Total
(in millions)
September 29, 2023 (1)
$
1,478
$
3,263
$
722
$
5,463
Acquisition
—
257
—
257
Currency translation and other
29
71
16
116
December 29, 2023 (1)
$
1,507
$
3,591
$
738
$
5,836
(1) At December 29, 2023 and September 29, 2023, accumulated impairment losses for the Transportation Solutions, Industrial Solutions, and Communications Solutions segments were $ 3,091 million, $ 669 million, and $ 489 million, respectively.
During the quarter ended December 29, 2023, we recognized goodwill in the Industrial Solutions segment in connection with an acquisition. See Note 3 for additional information regarding acquisitions.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
6. Intangible Assets, Net
Intangible assets consisted of the following:
December 29, 2023
September 29, 2023
Gross
Net
Gross
Net
Carrying
Accumulated
Carrying
Carrying
Accumulated
Carrying
Amount
Amortization
Amount
Amount
Amortization
Amount
(in millions)
Customer relationships
$
1,876
$
( 856 )
$
1,020
$
1,720
$
( 806 )
$
914
Intellectual property
1,129
( 884 )
245
1,186
( 938 )
248
Other
19
( 6 )
13
19
( 6 )
13
Total
$
3,024
$
( 1,746 )
$
1,278
$
2,925
$
( 1,750 )
$
1,175
Intangible asset amortization expense was $ 42 million and $ 46 million for the quarters ended December 29, 2023 and December 30, 2022, respectively.
At December 29, 2023, the aggregate amortization expense on intangible assets is expected to be as follows:
(in millions)
Remainder of fiscal 2024
$
128
Fiscal 2025
161
Fiscal 2026
154
Fiscal 2027
135
Fiscal 2028
102
Fiscal 2029
95
Thereafter
503
Total
$
1,278
7. Debt
As of December 29, 2023, Tyco Electronics Group S.A. (“TEGSA”), our wholly-owned subsidiary, had $ 261 million of commercial paper outstanding at a weighted-average interest rate of 5.50 %. TEGSA had $ 330 million of commercial paper outstanding at a weighted-average interest rate of 5.50 % at September 29, 2023.
The fair value of our debt, based on indicative valuations, was approximately $ 4,103 million and $ 3,974 million at December 29, 2023 and September 29, 2023, respectively.
8. Leases
The components of lease cost were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Operating lease cost
$
34
$
34
Variable lease cost
12
12
Total lease cost
$
46
$
46
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
Cash flow information, including significant non-cash transactions, related to leases was as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Cash paid for amounts included in the measurement of lease liabilities:
Payments for operating leases (1)
$
34
$
32
Right-of-use assets, including modifications of existing leases, obtained in exchange for operating lease liabilities
70
35
(1) These payments are included in cash flows from operating activities, primarily in changes in accrued and other current liabilities.
9. Commitments and Contingencies
Legal Proceedings
In the normal course of business, we are subject to various legal proceedings and claims, including patent infringement claims, product liability matters, employment disputes, disputes on agreements, other commercial disputes, environmental matters, antitrust claims, and tax matters, including non-income tax matters such as value added tax, sales and use tax, real estate tax, and transfer tax. Although it is not feasible to predict the outcome of these proceedings, based upon our experience, current information, and applicable law, we do not expect that the outcome of these proceedings, either individually or in the aggregate, will have a material effect on our results of operations, financial position, or cash flows.
Trade Compliance Matters
We have been investigating our past compliance with relevant U.S. trade controls and have made voluntary disclosures of apparent trade controls violations to the U.S. Department of Commerce’s Bureau of Industry and Security (“BIS”) and the U.S. State Department’s Directorate of Defense Trade Controls (“DDTC”). We are cooperating with the BIS and DDTC on these matters, and the resulting investigations are ongoing. We have also been contacted by the U.S. Department of Justice concerning aspects of these matters. We are unable to predict the timing and final outcome of the agencies’ investigations. An unfavorable outcome may include fines or penalties imposed in response to our disclosures, but we are not yet able to reasonably estimate the extent of any such fines or penalties. Although we have reserved for potential fines and penalties relating to these matters based on our current understanding of the facts, the investigations into these matters have yet to be completed and the final outcome of such investigations and related fines and penalties may differ from amounts currently reserved.
Environmental Matters
We are involved in various stages of investigation and cleanup related to environmental remediation matters at a number of sites. The ultimate cost of site cleanup is difficult to predict given the uncertainties regarding the extent of the required cleanup, the interpretation of applicable laws and regulations, and alternative cleanup methods. As of December 29, 2023, we concluded that we would incur investigation and remediation costs at these sites in the reasonably possible range of $ 17 million to $ 44 million, and we accrued $ 20 million as the probable loss, which was the best estimate within this range. We believe that any potential payment of such estimated amounts will not have a material adverse effect on our results of operations, financial position, or cash flows.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
Guarantees
In disposing of assets or businesses, we often provide representations, warranties, and/or indemnities to cover various risks including unknown damage to assets, environmental risks involved in the sale of real estate, liability for investigation and remediation of environmental contamination at waste disposal sites and manufacturing facilities, and unidentified tax liabilities and legal fees related to periods prior to disposition. We do not expect that these uncertainties will have a material adverse effect on our results of operations, financial position, or cash flows.
At December 29, 2023, we had outstanding letters of credit, letters of guarantee, and surety bonds of $ 196 million, including letters of credit of $ 22 million associated with our divestiture of the Subsea Communications business. In addition, as of December 29, 2023, we had $ 26 million of performance guarantees associated with the divestiture. We contractually agreed to continue to honor letters of credit and performance guarantees related to the business’ projects that existed as of the date of sale; however, based on historical experience, we do not anticipate having to perform on these guarantees.
Supply Chain Finance Program
We have an agreement with a financial institution that allows participating suppliers the ability to finance payment obligations. The financial institution has separate arrangements with the suppliers and provides them with the option to request early payment for invoices. We do not determine the terms or conditions of the arrangement between the financial institution and suppliers. Our obligation to suppliers, including amounts due and scheduled payment dates, are not impacted by the suppliers’ decisions to finance amounts under the arrangement and we are not required to post collateral with the financial institution. The outstanding payment obligations under our supply chain finance program, which are included in accounts payable on our Condensed Consolidated Balance Sheets, were $ 122 million and $ 109 million at December 29, 2023 and September 29, 2023, respectively.
10. Financial Instruments
Foreign Currency Exchange Rate Risk
As part of managing the exposure to changes in foreign currency exchange rates, we utilize cross-currency swap contracts and foreign currency forward contracts, a portion of which are designated as cash flow hedges. The objective of these contracts is to minimize impacts to cash flows and profitability due to changes in foreign currency exchange rates on intercompany and other cash transactions. We expect that significantly all of the balance in accumulated other comprehensive income (loss) associated with the cash flow hedge-designated instruments addressing foreign exchange risks will be reclassified into the Condensed Consolidated Statement of Operations within the next twelve months.
Hedge of Net Investment
We hedge our net investment in certain foreign operations using intercompany loans and external borrowings denominated in the same currencies. The aggregate notional value of these hedges was $ 2,792 million and $ 1,709 million at December 29, 2023 and September 29, 2023, respectively.
We also use a cross-currency swap program to hedge our net investment in certain foreign operations. The aggregate notional value of the contracts under this program was $ 3,599 million and $ 3,806 million at December 29, 2023 and September 29, 2023, respectively. Under the terms of these contracts, we receive interest in U.S. dollars at a weighted-average rate of 1.6 % per annum and pay no interest. Upon the maturity of these contracts at various dates through fiscal 2028, we will pay the notional value of the contracts in the designated foreign currency and receive U.S. dollars from our counterparties. We are not required to provide collateral for these contracts.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
These cross-currency swap contracts were recorded on the Condensed Consolidated Balance Sheets as follows:
December 29,
September 29,
2023
2023
(in millions)
Prepaid expenses and other current assets
$
60
$
109
Other assets
35
79
Accrued and other current liabilities
9
4
Other liabilities
59
10
The impacts of our hedge of net investment programs were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Foreign currency exchange losses on intercompany loans and external borrowings (1)
$
( 107 )
$
( 165 )
Losses on cross-currency swap contracts designated as hedges of net investment (1)
( 125 )
( 137 )
(1) Recorded as currency translation, a component of accumulated other comprehensive income (loss), and offset by changes attributable to the translation of the net investment.
Commodity Hedges
As part of managing the exposure to certain commodity price fluctuations, we utilize commodity swap contracts. The objective of these contracts is to minimize impacts to cash flows and profitability due to changes in prices of commodities used in production. These contracts had an aggregate notional value of $ 431 million and $ 459 million at December 29, 2023 and September 29, 2023, respectively, and were designated as cash flow hedges. These commodity swap contracts were recorded on the Condensed Consolidated Balance Sheets as follows:
December 29,
September 29,
2023
2023
(in millions)
Prepaid expenses and other current assets
$
11
$
3
Accrued and other current liabilities
6
21
Other liabilities
1
5
The impacts of our commodity swap contracts were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Gains recorded in other comprehensive income (loss)
$
26
$
47
Losses reclassified from accumulated other comprehensive income (loss) into cost of sales
( 4 )
( 29 )
We expect that significantly all of the balance in accumulated other comprehensive income (loss) associated with commodity hedges will be reclassified into the Condensed Consolidated Statement of Operations within the next twelve months.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
11. Retirement Plans
The net periodic pension benefit cost for all non-U.S. and U.S. defined benefit pension plans was as follows:
Non-U.S. Plans
U.S. Plans
For the
For the
Quarters Ended
Quarters Ended
December 29,
December 30,
December 29,
December 30,
2023
2022
2023
2022
(in millions)
Operating expense:
Service cost
$
7
$
7
$
2
$
2
Other (income) expense:
Interest cost
15
14
10
9
Expected returns on plan assets
( 12 )
( 11 )
( 10 )
( 9 )
Amortization of net actuarial loss
1
1
1
1
Amortization of prior service credit
( 1 )
( 1 )
—
—
Net periodic pension benefit cost
$
10
$
10
$
3
$
3
During the quarter ended December 29, 2023, we contributed $ 12 million to our non-U.S. pension plans.
12. Income Taxes
We recorded an income tax benefit of $ 1,105 million and expense of $ 87 million for the quarters ended December 29, 2023 and December 30, 2022, respectively. The income tax benefit for the quarter ended December 29, 2023 included an $ 874 million net income tax benefit associated with a ten-year tax credit obtained by a Swiss subsidiary and a $ 262 million income tax benefit related to the revaluation of deferred tax assets as a result of a corporate tax rate increase in Switzerland. In addition, the income tax benefit for the quarter ended December 29, 2023 included a $ 118 million income tax benefit associated with the tax impacts of a legal entity restructuring with related costs of $ 4 million recorded in selling, general, and administrative expenses for other non-income taxes.
Although it is difficult to predict the timing or results of our worldwide examinations, we estimate that, as of December 29, 2023, approximately $ 30 million of unrecognized income tax benefits, excluding the impact relating to accrued interest and penalties, could be resolved within the next twelve months.
We are not aware of any other matters that would result in significant changes to the amount of unrecognized income tax benefits reflected on the Condensed Consolidated Balance Sheet as of December 29, 2023.
13. Earnings Per Share
The weighted-average number of shares outstanding used in the computations of basic and diluted earnings per share were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Basic
311
317
Dilutive impact of share-based compensation arrangements
2
2
Diluted
313
319
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
The following share options were not included in the computation of diluted earnings per share because the instruments’ underlying exercise prices were greater than the average market prices of our common shares and inclusion would be antidilutive:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Antidilutive share options
2
2
14. Equity
Dividends
We paid cash dividends to shareholders as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
Dividends paid per common share
$
0.59
$
0.56
Upon shareholders’ approval of a dividend payment, we record a liability with a corresponding charge to equity. At December 29, 2023 and September 29, 2023, the unpaid portion of the dividends recorded in accrued and other current liabilities on the Condensed Consolidated Balance Sheets totaled $ 183 million and $ 368 million, respectively.
Share Repurchase Program
During the quarter ended December 29, 2023, our board of directors authorized an increase of $ 1.5 billion in our share repurchase program. Common shares repurchased under the share repurchase program were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Number of common shares repurchased
3
2
Repurchase value
$
420
$
233
At December 29, 2023, we had $ 1.8 billion of availability remaining under our share repurchase authorization.
15. Share Plans
Share-based compensation expense, which was included in selling, general, and administrative expenses on the Condensed Consolidated Statements of Operations, was as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Share-based compensation expense
$
34
$
32
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
As of December 29, 2023, there was $ 211 million of unrecognized compensation expense related to share-based awards, which is expected to be recognized over a weighted-average period of 1.9 years.
During the quarter ended December 29, 2023, we granted the following share-based awards as part of our annual incentive plan grant:
Grant-Date
Shares
Fair Value
(in millions)
Share options
0.9
$
39.77
Restricted share awards
0.4
131.77
Performance share awards
0.2
131.77
As of December 29, 2023, we had six million shares available for issuance under the TE Connectivity Ltd. 2007 Stock and Incentive Plan, amended and restated as of December 12, 2023.
Share-Based Compensation Assumptions
The assumptions we used in the Black-Scholes-Merton option pricing model for the options granted as part of our annual incentive plan grant were as follows:
Expected share price volatility
31
%
Risk-free interest rate
4.6
%
Expected annual dividend per share
$
2.36
Expected life of options (in years)
5.3
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
16. Segment and Geographic Data
Net sales by segment (1) and industry end market (2) were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Transportation Solutions:
Automotive
$
1,776
$
1,649
Commercial transportation
356
348
Sensors
241
262
Total Transportation Solutions
2,373
2,259
Industrial Solutions:
Industrial equipment
330
434
Aerospace, defense, and marine
290
264
Energy
205
189
Medical
200
173
Total Industrial Solutions
1,025
1,060
Communications Solutions:
Data and devices
279
329
Appliances
154
193
Total Communications Solutions
433
522
Total
$
3,831
$
3,841
(1) Intersegment sales were not material.
(2) Industry end market information is presented consistently with our internal management reporting and may be revised periodically as management deems necessary.
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TE CONNECTIVITY LTD.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(Continued)
Net sales by geographic region (1) and segment were as follows:
For the
Quarters Ended
December 29,
December 30,
2023
2022
(in millions)
Europe/Middle East/Africa (“EMEA”):
Transportation Solutions
$
867
$
812
Industrial Solutions
477
444
Communications Solutions
67
70
Total EMEA
1,411
1,326
Asia–Pacific:
Transportation Solutions
1,012
924
Industrial Solutions
147
189
Communications Solutions
220
294
Total Asia–Pacific
1,379
1,407
Americas:
Transportation Solutions
494
523
Industrial Solutions
401
427
Communications Solutions
146
158
Total Americas
1,041
1,108
Total
$
3,831
$
3,841
(1) Net sales to external customers are attributed to individual countries based on the legal entity that records the sale.
Operating income by segment was as follows:
December 29,
December 30,
2023
2022
(in millions)
Transportation Solutions
$
478
$
282
Industrial Solutions
141
156
Communications Solutions
79
64
Total
$
698
$
502
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.