Cover Page
Cover Page - shares | 9 Months Ended | |
Sep. 27, 2020 | Oct. 28, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Period End Date | Sep. 27, 2020 | |
Entity File Number | 001-12561 | |
Entity Registrant Name | BELDEN INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-3601505 | |
Entity Address, Address Line One | 1 North Brentwood Boulevard | |
Entity Address, Address Line Two | 15th Floor | |
Entity Address, City or Town | St. Louis | |
Entity Address, State or Province | MO | |
Entity Address, Postal Zip Code | 63105 | |
City Area Code | 314 | |
Local Phone Number | 854-8000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity File Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging growth company | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Common stock, $0.01 par value | |
Trading Symbol | BDC | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 44,609,972 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000913142 | |
Current Fiscal Year End Date | --12-31 | |
Document Quarterly Report | true | |
Document Transition Report | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 27, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 391,497 | $ 407,480 |
Receivables, net | 331,232 | 334,634 |
Inventories, net | 244,815 | 231,333 |
Other current assets | 39,211 | 29,172 |
Current assets of discontinued operations | 0 | 375,135 |
Total current assets | 1,006,755 | 1,377,754 |
Property, plant and equipment, less accumulated depreciation | 347,668 | 345,918 |
Operating lease right-of-use assets | 57,380 | 62,251 |
Goodwill | 1,247,432 | 1,243,669 |
Intangible assets, less accumulated amortization | 294,592 | 339,505 |
Deferred income taxes | 29,845 | 25,216 |
Other long-lived assets | 52,410 | 12,446 |
Total assets | 3,036,082 | 3,406,759 |
Current liabilities: | ||
Accounts payable | 211,269 | 268,466 |
Accrued liabilities | 246,513 | 283,799 |
Current liabilities of discontinued operations | 0 | 170,279 |
Total current liabilities | 457,782 | 722,544 |
Long-term debt | 1,500,716 | 1,439,484 |
Postretirement benefits | 130,581 | 136,227 |
Deferred income taxes | 48,896 | 48,725 |
Long-term operating lease liabilities | 49,209 | 55,652 |
Other long-term liabilities | 50,311 | 38,308 |
Stockholders’ equity: | ||
Common stock | 503 | 503 |
Additional paid-in capital | 818,661 | 811,955 |
Retained earnings | 446,198 | 518,004 |
Accumulated other comprehensive loss | (137,458) | (63,418) |
Treasury stock | (335,508) | (307,197) |
Total Belden stockholders’ equity | 792,396 | 959,847 |
Noncontrolling interests | 6,191 | 5,972 |
Total stockholders’ equity | 798,587 | 965,819 |
Total liabilities and stockholders' equity | $ 3,036,082 | $ 3,406,759 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Income Statement [Abstract] | ||||
Revenues | $ 475,839 | $ 533,098 | $ 1,364,176 | $ 1,581,590 |
Cost of sales | (308,247) | (334,293) | (876,143) | (990,857) |
Gross profit | 167,592 | 198,805 | 488,033 | 590,733 |
Selling, general and administrative expenses | (85,037) | (98,245) | (275,129) | (298,654) |
Research and development expenses | (30,324) | (23,992) | (81,633) | (72,014) |
Amortization of intangibles | (16,104) | (19,026) | (48,306) | (56,258) |
Operating income | 36,127 | 57,542 | 82,965 | 163,807 |
Interest expense, net | (15,607) | (14,002) | (43,188) | (41,951) |
Non-operating pension benefit | 680 | 544 | 2,079 | 1,684 |
Income from continuing operations before taxes | 21,200 | 44,084 | 41,856 | 123,540 |
Income tax expense | (631) | (6,053) | (3,223) | (16,179) |
Income from continuing operations | 20,569 | 38,031 | 38,633 | 107,361 |
Loss from discontinued operations, net of tax | (6,231) | (335,046) | (103,395) | (336,908) |
Gain on disposal of discontinued operations, net of tax | 2,743 | 0 | 2,743 | 0 |
Net income (loss) | 17,081 | (297,015) | (62,019) | (229,547) |
Less: Net income (loss) attributable to noncontrolling interest | 85 | (6) | 79 | 60 |
Net income (loss) attributable to Belden | 16,996 | (297,009) | (62,098) | (229,607) |
Less: Preferred stock dividends | 0 | 971 | 0 | 18,437 |
Net income (loss) attributable to Belden common stockholders | $ 16,996 | $ (297,980) | $ (62,098) | $ (248,044) |
Weighted average number of common shares and equivalents: | ||||
Basic (in shares) | 44,567 | 44,444 | 44,834 | 41,090 |
Diluted (in shares) | 44,709 | 44,610 | 44,968 | 41,299 |
Basic income (loss) per share attributable to Belden common stockholders: | ||||
Continuing operations attributable to Belden common stockholders (in dollars per share) | $ 0.46 | $ 0.83 | $ 0.86 | $ 2.16 |
Discontinued operations attributable to Belden common stockholders (in dollars per share) | (0.14) | (7.54) | (2.31) | (8.20) |
Disposal of discontinued operations attributable to Belden common stockholders (in dollars per share) | 0.06 | 0 | 0.06 | 0 |
Net income (loss) per share attributable to Belden common stockholders (in dollars per share) | 0.38 | (6.70) | (1.39) | (6.04) |
Diluted income (loss) per share attributable to Belden common stockholders: | ||||
Continuing operation attributable to Belden common stockholders (in dollars per share) | 0.46 | 0.83 | 0.86 | 2.15 |
Discontinued operations attributable to Belden common stockholders (in dollars per share) | (0.14) | (7.54) | (2.31) | (8.20) |
Disposal of discontinued operations attributable to Belden common stockholders (in dollars per share) | 0.06 | 0 | 0.06 | 0 |
Net income (loss) per share attributable to Belden common stockholders (in dollars per share) | $ 0.38 | $ (6.70) | $ (1.39) | $ (6.04) |
Comprehensive loss attributable to Belden | $ (34,921) | $ (263,530) | $ (136,138) | $ (183,811) |
Common stock dividends declared per share (in dollars per share) | $ 0.05 | $ 0.05 | $ 0.15 | $ 0.15 |
Condensed Consolidated Cash Flo
Condensed Consolidated Cash Flow Statements (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2020 | Sep. 29, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (62,019) | $ (229,547) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Asset impairment of discontinued operations | 113,007 | 342,146 |
Depreciation and amortization | 80,620 | 108,328 |
Share-based compensation | 13,650 | 12,115 |
Gain on disposal of business | (2,743) | 0 |
Changes in operating assets and liabilities, net of the effects of currency exchange rate changes, acquired businesses and disposals: | ||
Receivables | 35,645 | 6,002 |
Inventories | (9,327) | 32,261 |
Accounts payable | (69,579) | (78,346) |
Accrued liabilities | (11,646) | (70,368) |
Income taxes | (30,416) | (19,650) |
Other assets | 1,860 | (9,088) |
Other liabilities | (20,363) | (4,336) |
Net cash provided by operating activities | 38,689 | 89,517 |
Cash flows from investing activities: | ||
Capital expenditures | (56,809) | (74,068) |
Cash from business acquisitions, net of cash acquired | 590 | (50,951) |
Proceeds from disposal of tangible assets | 3,090 | 19 |
Proceeds from disposal of business, net of cash sold | 50,051 | 0 |
Net cash used for investing activities | (3,078) | (125,000) |
Cash flows from financing activities: | ||
Borrowings on revolver | 190,000 | 0 |
Payments under borrowing arrangements | (190,000) | 0 |
Payments under share repurchase program | (35,000) | (50,000) |
Payment of earnout consideration | (29,300) | 0 |
Cash dividends paid | (6,800) | (32,153) |
Withholding tax payments for share-based payment awards | (1,331) | (2,063) |
Other | (154) | (232) |
Net cash used for financing activities | (72,585) | (84,448) |
Effect of foreign currency exchange rate changes on cash and cash equivalents | 2,586 | (3,937) |
Decrease in cash and cash equivalents | (34,388) | (123,868) |
Cash and cash equivalents, beginning of period | 425,885 | 420,610 |
Cash and cash equivalents, end of period | $ 391,497 | $ 296,742 |
Condensed Consolidated Stockhol
Condensed Consolidated Stockholders' Equity Statements (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Preferred Stock | Common Stock | Additional Paid-in Capital | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests |
Beginning balance (in shares) at Dec. 31, 2018 | 52 | 50,335 | (10,939) | |||||||
Beginning balance at Dec. 31, 2018 | $ 1,387,588 | $ 1 | $ 503 | $ 1,139,395 | $ 922,000 | $ (599,845) | $ (74,907) | $ 441 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 25,178 | 25,202 | (24) | |||||||
Other comprehensive income, net of tax | 29,010 | 29,009 | 1 | |||||||
Exercise of stock options, net of tax withholding forfeitures | (38) | (54) | $ 16 | |||||||
Exercise of stock options, net of tax withholding forfeitures (in shares) | 1 | |||||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures | (1,902) | (2,570) | $ 668 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures (in shares) | 58 | |||||||||
Share-based compensation | 2,216 | 2,216 | ||||||||
Preferred stock dividends | (8,733) | (8,733) | ||||||||
Common stock dividends | (1,990) | (1,990) | ||||||||
Ending balance (in shares) at Mar. 31, 2019 | 52 | 50,335 | (10,880) | |||||||
Ending balance at Mar. 31, 2019 | 1,431,329 | $ 1 | $ 503 | 1,138,987 | 936,479 | $ (599,161) | (45,898) | 418 | ||
Beginning balance (in shares) at Dec. 31, 2018 | 52 | 50,335 | (10,939) | |||||||
Beginning balance at Dec. 31, 2018 | 1,387,588 | $ 1 | $ 503 | 1,139,395 | 922,000 | $ (599,845) | (74,907) | 441 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (229,547) | |||||||||
Share repurchase program | $ (50,000) | |||||||||
Share repurchase program (in shares) | (900) | |||||||||
Ending balance (in shares) at Sep. 29, 2019 | 0 | 50,335 | (4,881) | |||||||
Ending balance at Sep. 29, 2019 | $ 1,144,810 | $ 0 | $ 503 | 807,087 | 667,703 | $ (307,482) | (29,111) | 6,110 | ||
Beginning balance (in shares) at Mar. 31, 2019 | 52 | 50,335 | (10,880) | |||||||
Beginning balance at Mar. 31, 2019 | 1,431,329 | $ 1 | $ 503 | 1,138,987 | 936,479 | $ (599,161) | (45,898) | 418 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 42,290 | 42,200 | 90 | |||||||
Other comprehensive income, net of tax | (16,653) | (16,693) | 40 | |||||||
Acquisition of business with noncontrolling interest | 4,775 | 4,775 | ||||||||
Exercise of stock options, net of tax withholding forfeitures | (8) | (10) | 2 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures | (54) | (861) | $ 807 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures (in shares) | 29 | |||||||||
Share repurchase program | (22,815) | $ (22,815) | ||||||||
Share repurchase program (in shares) | (397) | |||||||||
Share-based compensation | 5,378 | 5,378 | ||||||||
Preferred stock dividends | (8,733) | (8,733) | ||||||||
Common stock dividends | (1,976) | (1,976) | ||||||||
Ending balance (in shares) at Jun. 30, 2019 | 52 | 50,335 | (11,248) | |||||||
Ending balance at Jun. 30, 2019 | 1,433,533 | $ 1 | $ 503 | 1,143,494 | 967,970 | $ (621,167) | (62,591) | 5,323 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (297,015) | (297,009) | (6) | |||||||
Other comprehensive income, net of tax | 33,853 | 33,480 | 373 | |||||||
Acquisition of business with noncontrolling interest | 420 | 420 | ||||||||
Exercise of stock options, net of tax withholding forfeitures | (14) | (25) | $ 11 | |||||||
Exercise of stock options, net of tax withholding forfeitures (in shares) | 1 | |||||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures | (45) | (115) | $ 70 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures (in shares) | 2 | |||||||||
Share repurchase program | $ (27,185) | $ (27,185) | ||||||||
Share repurchase program (in shares) | (500) | (493) | ||||||||
Share-based compensation | $ 4,521 | 4,521 | ||||||||
Preferred stock conversion (in shares) | (52) | 6,857 | ||||||||
Preferred stock conversion | 0 | $ (1) | (340,788) | $ 340,789 | ||||||
Preferred stock dividends | (971) | (971) | ||||||||
Common stock dividends | (2,287) | (2,287) | ||||||||
Ending balance (in shares) at Sep. 29, 2019 | 0 | 50,335 | (4,881) | |||||||
Ending balance at Sep. 29, 2019 | 1,144,810 | $ 0 | $ 503 | 807,087 | 667,703 | $ (307,482) | (29,111) | 6,110 | ||
Beginning balance (in shares) at Dec. 31, 2019 | 50,335 | (4,877) | ||||||||
Beginning balance at Dec. 31, 2019 | 965,819 | $ 503 | 811,955 | 518,004 | $ (307,197) | (63,418) | 5,972 | |||
Beginning balance (Accounting Standards Update 2016-13) at Dec. 31, 2019 | $ (2,916) | $ (2,916) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (11,219) | (11,189) | (30) | |||||||
Other comprehensive income, net of tax | 22,173 | 22,323 | (150) | |||||||
Exercise of stock options, net of tax withholding forfeitures | (172) | (542) | $ 370 | |||||||
Exercise of stock options, net of tax withholding forfeitures (in shares) | 7 | |||||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures | (831) | (2,631) | $ 1,800 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures (in shares) | 29 | |||||||||
Share repurchase program | (21,239) | $ (21,239) | ||||||||
Share repurchase program (in shares) | (592) | |||||||||
Share-based compensation | 3,708 | 3,708 | ||||||||
Common stock dividends | (2,288) | (2,288) | ||||||||
Ending balance (in shares) at Mar. 29, 2020 | 50,335 | (5,433) | ||||||||
Ending balance at Mar. 29, 2020 | 953,035 | $ 503 | 812,490 | 501,611 | $ (326,266) | (41,095) | 5,792 | |||
Beginning balance (in shares) at Dec. 31, 2019 | 50,335 | (4,877) | ||||||||
Beginning balance at Dec. 31, 2019 | 965,819 | $ 503 | 811,955 | 518,004 | $ (307,197) | (63,418) | 5,972 | |||
Beginning balance (Accounting Standards Update 2016-13) at Dec. 31, 2019 | $ (2,916) | $ (2,916) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (62,019) | |||||||||
Share repurchase program | $ (35,000) | |||||||||
Share repurchase program (in shares) | (1,000) | |||||||||
Ending balance (in shares) at Sep. 27, 2020 | 50,335 | (5,740) | ||||||||
Ending balance at Sep. 27, 2020 | $ 798,587 | $ 503 | 818,661 | 446,198 | $ (335,508) | (137,458) | 6,191 | |||
Beginning balance (in shares) at Mar. 29, 2020 | 50,335 | (5,433) | ||||||||
Beginning balance at Mar. 29, 2020 | 953,035 | $ 503 | 812,490 | 501,611 | $ (326,266) | (41,095) | 5,792 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | (67,881) | (67,905) | 24 | |||||||
Other comprehensive income, net of tax | (44,299) | (44,446) | 147 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures | (55) | (1,598) | $ 1,543 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures (in shares) | 27 | |||||||||
Share repurchase program | (13,761) | $ (13,761) | ||||||||
Share repurchase program (in shares) | (384) | |||||||||
Share-based compensation | 5,090 | 5,090 | ||||||||
Common stock dividends | (2,247) | (2,247) | ||||||||
Ending balance (in shares) at Jun. 28, 2020 | 50,335 | (5,790) | ||||||||
Ending balance at Jun. 28, 2020 | 829,882 | $ 503 | 815,982 | 431,459 | $ (338,484) | (85,541) | 5,963 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Net income (loss) | 17,081 | 16,996 | 85 | |||||||
Other comprehensive income, net of tax | (51,774) | (51,917) | 143 | |||||||
Retirement Savings Plan stock contributions (in shares) | 33 | |||||||||
Retirement Savings Plan stock contributions | 1,076 | (747) | $ 1,823 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures | (273) | (1,426) | $ 1,153 | |||||||
Conversion of restricted stock units into common stock, net of tax withholding forfeitures (in shares) | 17 | |||||||||
Share-based compensation | 4,852 | 4,852 | ||||||||
Common stock dividends | (2,257) | (2,257) | ||||||||
Ending balance (in shares) at Sep. 27, 2020 | 50,335 | (5,740) | ||||||||
Ending balance at Sep. 27, 2020 | $ 798,587 | $ 503 | $ 818,661 | $ 446,198 | $ (335,508) | $ (137,458) | $ 6,191 |
Condensed Consolidated Stockh_2
Condensed Consolidated Stockholders' Equity Statements (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | ||
Sep. 29, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | |
Statement of Stockholders' Equity [Abstract] | |||
Common stock dividends declared per share (in dollars per share) | $ 0.05 | $ 0.05 | $ 0.05 |
Preferred stock dividends declared per share (in usd per share) | $ 18.76 | $ 168.75 | $ 168.75 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 27, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 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, 2019: • 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 2019 Annual Report on Form 10-K. Business Description We are a global supplier of specialty networking solutions built around two global business platforms - Enterprise Solutions and Industrial Solutions. Our comprehensive portfolio of solutions enables customers to transmit and secure data, sound, and video for mission critical applications across complex enterprise and industrial environments. Effective January 1, 2020, we transferred our West Penn Wire business and multi-conductor product lines from the Enterprise Solutions segment to the Industrial Solutions segment as a result of a shift in responsibilities among the segments. We have recast the prior period segment information to conform to the change in the composition of reportable segments. 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 29, 2020, the 89th day of our fiscal year 2020. Our fiscal second and third quarters each have 91 days. The nine months ended September 27, 2020 and September 29, 2019 included 271 and 272 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 and nine months ended September 27, 2020 and September 29, 2019, we utilized Level 1 inputs to determine the fair value of cash equivalents, and we utilized Level 2 and Level 3 inputs to determine the fair value of net assets acquired in business combinations (see Note 3) and for impairment testing (see Notes 4 and 10). We did not have any transfers between Level 1 and Level 2 fair value measurements during the nine months ended September 27, 2020 and September 29, 2019. 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 September 27, 2020, we did not have any such cash equivalents on hand. The primary objective of our investment activities is to preserve our capital for the purpose of funding operations. We do not enter into investments for trading or speculative purposes. During the nine months ended September 27, 2020, we paid the sellers of Snell Advanced Media (SAM) the full earnout consideration of $31.4 million in cash in accordance with the purchase agreement. SAM was acquired on February 8, 2018 and is included in the Grass Valley disposal group. Due to the initial uncertainties arising from the COVID-19 pandemic and out of an abundance of caution, we borrowed $190.0 million on our Revolver at the beginning of the second quarter. As a result of improving and sufficient cash flow and liquidity throughout the year, we subsequently repaid the entire $190.0 million during the nine months ended September 27, 2020; $90.0 million of which was during the three months ended September 27, 2020. See Note 12. 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 September 27, 2020, we were party to standby letters of credit, bank guaranties, and surety bonds totaling $5.9 million, $4.1 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 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 (loss) attributable to noncontrolling interest in the Condensed Consolidated Statements of Operations. The joint venture is not material to our Condensed Consolidated financial statements as of or for the periods ended September 27, 2020 and September 29, 2019. Furthermore, certain subsidiaries of our Opterna business, which we acquired in April of 2019 include noncontrolling interests. Because we have a controlling financial interest in these subsidiaries, they are consolidated into our financial statements. The results of these subsidiaries were consolidated into our financial statements as of the acquisition date. The results that are attributable to the noncontrolling interest holders are presented as net income attributable to noncontrolling interests in the Condensed Consolidated Statements of Operations. An immaterial amount of Opterna's annual revenues are generated from transactions with the noncontrolling interests. The subsidiaries of Opterna that include noncontrolling interests are not material to our Condensed Consolidated financial statements as of or for the periods ended September 27, 2020 and September 29, 2019. Current-Year Adoption of Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update No. 2016-13 (“ASU 2016-13”), Financial Instruments - Credit Losses |
Revenues
Revenues | 9 Months Ended |
Sep. 27, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | 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 & 5G Cyber-security Industrial Automation Smart Buildings Total Three Months Ended September 27, 2020 (In thousands) Enterprise Solutions $ 115,149 $ — $ — $ 113,948 $ 229,097 Industrial Solutions — 27,384 219,358 — 246,742 Total $ 115,149 $ 27,384 $ 219,358 $ 113,948 $ 475,839 Three Months Ended September 29, 2019 Enterprise Solutions $ 107,067 $ — $ — $ 140,169 $ 247,236 Industrial Solutions — 29,760 256,102 — 285,862 Total $ 107,067 $ 29,760 $ 256,102 $ 140,169 $ 533,098 Nine Months Ended September 27, 2020 Enterprise Solutions $ 318,765 $ — $ — $ 325,919 $ 644,684 Industrial Solutions — 78,829 640,663 — 719,492 Total $ 318,765 $ 78,829 $ 640,663 $ 325,919 $ 1,364,176 Nine Months Ended September 29, 2019 Enterprise Solutions $ 287,338 $ — $ — $ 412,306 $ 699,644 Industrial Solutions — 96,054 785,892 — 881,946 Total $ 287,338 $ 96,054 $ 785,892 $ 412,306 $ 1,581,590 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 September 27, 2020 (In thousands) Enterprise Solutions $ 170,734 $ 30,185 $ 28,178 $ 229,097 Industrial Solutions 148,421 59,180 39,141 246,742 Total $ 319,155 $ 89,365 $ 67,319 $ 475,839 Three Months Ended September 29, 2019 Enterprise Solutions $ 183,183 $ 36,065 $ 27,988 $ 247,236 Industrial Solutions 175,869 68,386 41,607 285,862 Total $ 359,052 $ 104,451 $ 69,595 $ 533,098 Nine Months Ended September 27, 2020 Enterprise Solutions $ 481,007 $ 92,197 $ 71,480 $ 644,684 Industrial Solutions 429,461 182,406 107,625 719,492 Total $ 910,468 $ 274,603 $ 179,105 $ 1,364,176 Nine Months Ended September 29, 2019 Enterprise Solutions $ 508,616 $ 106,823 $ 84,205 $ 699,644 Industrial Solutions 544,780 219,105 118,061 881,946 Total $ 1,053,396 $ 325,928 $ 202,266 $ 1,581,590 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. 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. Generally, we determine relative selling price using the prices charged to customers on a standalone basis. 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 and nine months ended September 27, 2020 and September 29, 2019. The following table presents estimated and accrued variable consideration: September 27, 2020 September 29, 2019 (in thousands) Accrued rebates $ 25,085 $ 29,430 Accrued returns 12,001 10,292 Price adjustments recognized against gross accounts receivable 27,234 29,908 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 when or as the services are performed depending on the terms of the arrangement. As of September 27, 2020, total deferred revenue was $70.2 million, and of this amount, $46.1 million is expected to be recognized within the next twelve months, and the remaining $24.1 million is long-term and is expected to be recognized over a period greater than twelve months. The following table presents deferred revenue activity: 2020 2019 (In thousands) Beginning balance $ 70,070 $ 72,358 New deferrals 23,830 26,033 Revenue recognized (24,415) (32,168) Balance at March 29, 2020 69,485 66,223 New deferrals 21,322 21,892 Revenue recognized (22,200) (24,807) Balance at June 28, 2020 68,607 63,308 New deferrals 22,243 21,937 Revenue recognized (20,649) (25,063) Balance at September 27, 2020 $ 70,201 $ 60,182 We expense sales commissions as incurred when the duration of the related revenue arrangement is one year or less. We capitalize sales commissions in other current and long-lived assets on our balance sheet when the original duration of the related revenue arrangement is longer than one year, and we amortize it over the related revenue arrangement period. Total capitalized sales commissions was $4.6 million as of September 27, 2020 and $3.0 million as of September 29, 2019. The following table presents sales commissions that are recorded within selling, general and administrative expenses: Three Months ended Nine Months ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Sales commissions $ 4,240 $ 4,535 $ 12,270 $ 14,079 |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 27, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Special Product Company On December 6, 2019, we purchased substantially all the assets, and assumed certain specified liabilities of Special Product Company (SPC) for a preliminary purchase price of $22.5 million. SPC, based in Kansas City, Kansas, is a leading designer, manufacturer, and seller of outdoor cabinet products for optical fiber cable installations. The results of SPC have been included in our Condensed Consolidated Financial Statements from December 6, 2019, and are reported within the Enterprise Solutions segment. The acquisition of SPC was not material to our financial position or results of operations. Opterna International Corp. We acquired 100% of the shares of Opterna International Corp. (Opterna) on April 15, 2019 for a purchase price, net of cash acquired, of $51.7 million. Of the $51.7 million purchase price, $45.9 million was paid with cash on hand. The acquisition included a potential earnout, which is based upon future Opterna financial targets through April 15, 2021. The maximum earnout consideration is $25.0 million, but based upon a third party valuation specialist using certain assumptions in a discounted cash flow model, the estimated fair value of the earnout included in the purchase price is $5.8 million. Opterna is an international fiber optics solutions business based in Sterling, Virginia, which designs and manufactures a range of complementary fiber connectivity, cabinet, and enclosure products used in optical networks. The results of Opterna have been included in our Condensed Consolidated Financial Statements from April 15, 2019, and are reported within the Enterprise Solutions segment. Certain subsidiaries of Opterna include noncontrolling interests. Because Opterna has a controlling financial interest in these subsidiaries, they are consolidated into our financial statements. The results that are attributable to the noncontrolling interest holders are presented as net income attributable to noncontrolling interests in the Condensed Consolidated Statements of Operations. An immaterial amount of Opterna's annual revenues are generated from transactions with the noncontrolling interests. On October 25, 2019, we purchased the noncontrolling interest of one subsidiary for a purchase price of $0.8 million; of which $0.4 million was paid at closing and the remaining $0.4 million will be paid in 2021. The following table summarizes the estimated fair values of the assets acquired and the liabilities assumed as of April 15, 2019 (in thousands): Receivables $ 5,308 Inventory 7,359 Prepaid and other current assets 566 Property, plant, and equipment 1,328 Intangible assets 28,000 Goodwill 35,057 Deferred income taxes 80 Operating lease right-to-use assets 2,204 Other long-lived assets 2,070 Total assets acquired $ 81,972 Accounts payable $ 4,847 Accrued liabilities 4,301 Long-term deferred tax liability 6,813 Long-term operating lease liability 1,923 Other long-term liabilities 7,152 Total liabilities assumed $ 25,036 Net assets 56,936 Noncontrolling interests 5,195 Net assets attributable to Belden $ 51,741 We did not record any material measurement-period adjustments in the nine months ended September 27, 2020. 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 fair values assigned to each class of acquired assets and assumed liabilities could materially affect the results of our operations. The fair value of acquired receivables is $5.3 million, which is equivalent to its gross contractual amount. For purposes of the above allocation, we based our estimate of the fair values for the acquired inventory, intangible assets, and noncontrolling interests on valuation studies performed by a third party valuation firm. We have estimated a fair value adjustment for inventories based on the estimated selling price of the work-in-process and finished goods acquired at the closing date less the sum of the costs to complete the work-in-process, the costs of disposal, and a reasonable profit allowance for our post acquisition selling efforts. We used various valuation methods including discounted cash flows, lost income, excess earnings, and relief from royalty to estimate the fair value of the identifiable intangible assets (Level 3 valuation). Our estimate of the fair values for the noncontrolling interests were based on the comparable EBITDA multiple valuation technique (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 expansion of product offerings in the optical fiber market. Our tax basis in the acquired goodwill is zero. The intangible assets related to the acquisition consisted of the following: Fair Value Amortization Period (In thousands) (In years) Intangible assets subject to amortization: Developed technologies $ 3,400 5.0 Customer relationships 22,800 15.0 Sales backlog 1,300 0.5 Trademarks 500 2.0 Total intangible assets subject to amortization $ 28,000 Intangible assets not subject to amortization: Goodwill $ 35,057 n/a Total intangible assets not subject to amortization $ 35,057 Total intangible assets $ 63,057 Weighted average amortization period 12.9 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 of the backlog intangible asset was based on our estimate of when the ordered items would ship and control of the items transfers. The useful life for the trademarks was based on the period of time we expect to continue to go to market using the trademarks. The following table illustrates the unaudited pro forma effect on operating results as if the Opterna acquisition had been completed as of January 1, 2018. Three Months Ended Nine Months Ended September 29, 2019 September 29, 2019 (In thousands, except per share data) (Unaudited) Revenues $ 533,098 $ 1,590,206 Net income from continuing operations attributable to Belden common stockholders 39,721 91,459 Diluted income from continuing operations per share attributable to Belden common stockholders $ 0.89 $ 2.21 The above unaudited pro forma financial information is presented for informational purposes only and does not purport to represent what our results of operations would have been had we completed the acquisition on the date assumed, nor is it necessarily indicative of the results that may be expected in future periods. Pro forma adjustments exclude cost savings from any synergies resulting from the acquisition. FutureLink |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 27, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations 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. During the fourth quarter of 2019, we committed to a plan to sell Grass Valley, and at such time, met all of the criteria to classify the assets and liabilities of this business as held for sale. Furthermore, we determined a divestiture of Grass Valley represented a strategic shift that is expected to have a major impact on our operations and financial results. As a result, the Grass Valley disposal group, which was included in our Enterprise Solutions segment, is reported within discontinued operations. The Grass Valley disposal group excludes certain Grass Valley pension liabilities that we retained. We also ceased depreciating and amortizing the assets of the disposal group once they met the held for sale criteria during the fourth quarter of 2019. We wrote down the carrying value of Grass Valley and recognized asset impairments totaling $113.0 million and $342.1 million in the nine months e nded September 27, 2020 and September 29, 2019, respectively. We determined the estimated fair values of the assets and of the reporting unit by calculating the present values of their estimated future cash flows. We completed the sale of Grass Valley to Black Dragon Capital on July 2, 2020 and recognized a gain of $2.7 million, net of a $2.0 million income tax benefit. The terms of the sale included gross cash consideration of $120.0 million, or approximately $59.5 million net of cash delivered with the business and certain preliminary working capital adjustments. The sale also included deferred consideration consisting of a $175.0 million seller’s note that matures in 2025, up to $88 million in PIK (payment-in-kind) interest on the seller’s note, and $178.0 million in potential earnout payments. Based upon a third party valuation specialist using certain assumptions in a Monte Carlo analysis, the estimated fair value of the seller’s note is $34.9 million, which we recorded in Other Long-Lived Assets. We accounted for the earnout under a loss recovery approach and did not record an asset as of the disposal date. Any subsequent recognition of an earnout will be based on the gain contingency guidance. As part of the transaction, we also invested $3.0 million for a 9% equity interest in Grass Valley with the right to put the equity back to Black Dragon Capital at any time on or before October 31, 2020. On October 23, 2020, we notified Black Dragon Capital that we are exercising our right to put the equity back to them. We expect to finalize the sale of our equity interest during the fourth quarter of 2020. We deconsolidated Grass Valley as of July 2, 2020 and are accounting for our equity interest under the cost method. Our equity interest is recorded in Other Long-Lived Assets. The seller’s note accrues PIK interest at an annual rate of 8.5%. During the three months ended September 27, 2020, the seller’s note accrued interest of $3.6 million, which we reserved for based on our expected loss allowance methodology. We are performing certain services for Grass Valley under a transition services agreement. During the three months ended September 27, 2020, the amount of transition services totaled $1.0 million, which we expect to collect in 2021. The following table summarizes the operating results of the disposal group up to the July 2, 2020 disposal date for the three and nine months ended September 27, 2020 and September 29, 2019, respectively: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Revenues $ 1,334 $ 87,221 $ 109,195 $ 263,434 Cost of sales (1,008) (50,622) (70,199) (153,012) Gross profit 326 36,599 38,996 110,422 Selling, general and administrative expenses (574) (21,924) (37,435) (66,785) Research and development expenses (610) (7,360) (15,083) (28,526) Amortization of intangibles — (3,218) — (11,695) Asset impairment of discontinued operations — (342,146) (113,007) (342,146) Interest expense, net (12) (198) (432) (611) Non-operating pension benefit (cost) 27 (55) (169) (166) Loss before taxes $ (843) $ (338,302) $ (127,130) $ (339,507) The disposal group had capital expenditures of approximately $0.3 million and $16.7 million during the three and nine months ended September 27, 2020, respectively; and $8.3 million and $22.8 million during the three and nine months ended September 29, 2019, respectively. The disposal group recognized credits to stock-based compensation of $0.0 million and $0.9 million during the three and nine months ended September 27, 2020, respectively. The disposal group incurred stock based compensation expense of $0.2 million and $0.8 million during the three and nine months ended September 29, 2019, respectively. The disposal group did not have any significant non-cash charges for investing activities during the three and nine months ended September 27, 2020 or September 29, 2019 . The following table provides the major classes of assets and liabilities of the disposal group as of December 31, 2019: December 31, 2019 (In thousands) Assets: Cash and cash equivalents $ 18,405 Receivables, net 117,386 Inventories, net 55,002 Other current assets 35,187 Plant, property, and equipment, less accumulated depreciation 61,233 Operating lease right-of-use assets 16,902 Goodwill 26,707 Intangible assets, less accumulated depreciation 143,459 Deferred income taxes 59,560 Other long-lived assets 21,652 Impairment of disposal group (180,358) Total Assets of discontinued operations $ 375,135 Liabilities: Accounts payable $ 52,425 Accrued liabilities 83,349 Postretirement benefits 6,224 Deferred income taxes 2,740 Long-term operating lease liabilities 20,459 Other long-term liabilities 5,082 Total Liabilities of discontinued operations $ 170,279 The disposal group also had $42.3 million of accumulated other comprehensive losses as of December 31, 2019. |
Reportable Segments
Reportable Segments | 9 Months Ended |
Sep. 27, 2020 | |
Segment Reporting [Abstract] | |
Reportable Segments | Reportable Segments We are organized around two global business platforms: Enterprise Solutions and Industrial Solutions. Each of the global business platforms represents a reportable segment. Effective January 1, 2020, we transferred our West Penn Wire business and multi-conductor product lines from the Enterprise Solutions segment to the Industrial Solutions segment as a result of a shift in responsibilities among the segments. We have recast the prior period segment information to conform to the change in the composition of reportable segments. The key measures of segment profit or loss are Segment Revenues and Segment EBITDA. Segment Revenues represent non-affiliate revenues and include revenues that would have otherwise been recorded by acquired businesses as independent entities but were not recognized in our Condensed Consolidated Statements of Operations and Comprehensive Income due to the effects of purchase accounting and the associated write-down of acquired deferred revenue to fair value. 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 and deferred revenue 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. Enterprise Solutions Industrial Solutions Total Segments (In thousands) As of and for the three months ended September 27, 2020 Segment revenues $ 229,097 $ 246,742 $ 475,839 Affiliate revenues 231 10 241 Segment EBITDA 26,250 38,391 64,641 Depreciation expense 5,005 5,450 10,455 Amortization of intangibles 5,408 10,696 16,104 Amortization of software development intangible assets 73 456 529 Severance, restructuring, and acquisition integration costs 1,337 20 1,357 Segment assets 519,142 486,110 1,005,252 As of and for the three months ended September 29, 2019 Segment revenues $ 247,236 $ 285,862 $ 533,098 Affiliate revenues 753 2 755 Segment EBITDA 35,868 54,849 90,717 Depreciation expense 4,919 5,060 9,979 Amortization of intangibles 6,269 12,757 19,026 Amortization of software development intangible assets 49 36 85 Severance, restructuring, and acquisition integration costs 3,047 — 3,047 Purchase accounting effects of acquisitions (186) — (186) Segment assets 517,448 501,278 1,018,726 As of and for the nine months ended September 27, 2020 Segment revenues $ 644,684 $ 719,492 $ 1,364,176 Affiliate revenues 940 30 970 Segment EBITDA 73,193 100,367 173,560 Depreciation expense 15,208 15,861 31,069 Amortization of intangibles 16,266 32,040 48,306 Amortization of software development intangible assets 184 1,061 1,245 Severance, restructuring, and acquisition integration costs 6,310 3,138 9,448 Purchase accounting effects of acquisitions 125 — 125 Segment assets 519,142 486,110 1,005,252 As of and for the nine months ended September 29, 2019 Segment revenues $ 699,644 $ 881,946 $ 1,581,590 Affiliate revenues 3,190 19 3,209 Segment EBITDA 93,074 165,257 258,331 Depreciation expense 14,576 15,414 29,990 Amortization of intangibles 16,694 39,564 56,258 Amortization of software development intangible assets 120 87 207 Severance, restructuring, and acquisition integration costs 5,566 — 5,566 Purchase accounting effects of acquisitions 532 — 532 Segment assets 517,448 501,278 1,018,726 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 Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Total Segment and Consolidated Revenues $ 475,839 $ 533,098 $ 1,364,176 $ 1,581,590 Total Segment EBITDA $ 64,641 $ 90,717 $ 173,560 $ 258,331 Amortization of intangibles (16,104) (19,026) (48,306) (56,258) Depreciation expense (10,455) (9,979) (31,069) (29,990) Severance, restructuring, and acquisition integration costs (1) (1,357) (3,047) (9,448) (5,566) Amortization of software development intangible assets (529) (85) (1,245) (207) Purchase accounting effects related to acquisitions (2) — 186 (125) (532) Eliminations (69) (1,224) (402) (1,971) Consolidated operating income 36,127 57,542 82,965 163,807 Interest expense, net (15,607) (14,002) (43,188) (41,951) Total non-operating pension benefit 680 544 2,079 1,684 Consolidated income from continuing operations before taxes $ 21,200 $ 44,084 $ 41,856 $ 123,540 (1) See Note 11, Severance, Restructuring, and Acquisition Integration Activities, for details. |
Income (loss) per Share
Income (loss) per Share | 9 Months Ended |
Sep. 27, 2020 | |
Earnings Per Share [Abstract] | |
Income per Share | Income (loss) per Share The following table presents the basis for the income (loss) per share computations: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Numerator: Income from continuing operations $ 20,569 $ 38,031 $ 38,633 $ 107,361 Less: Net income (loss) attributable to noncontrolling interest 85 (6) 79 60 Less: Preferred stock dividends — 971 — 18,437 Income from continuing operations attributable to Belden common stockholders 20,484 37,066 38,554 88,864 Add: Loss from discontinued operations, net of tax (6,231) (335,046) (103,395) (336,908) Add: Gain on disposal of discontinued operations, net of tax 2,743 — 2,743 — Net income (loss) attributable to Belden common stockholders $ 16,996 $ (297,980) $ (62,098) $ (248,044) Denominator: Weighted average shares outstanding, basic 44,567 44,444 44,834 41,090 Effect of dilutive common stock equivalents 142 166 134 209 Weighted average shares outstanding, diluted 44,709 44,610 44,968 41,299 For the three and nine months ended September 27, 2020, diluted weighted average shares outstanding exclude outstanding equity awards of 1.6 million and 1.5 million, respectively, which are anti-dilutive. In addition, for both the three and nine months ended September 27, 2020, diluted weighted average shares outstanding do not include outstanding equity awards of 0.4 million because the related performance conditions have not been satisfied. For the three and nine months ended September 29, 2019, diluted weighted average shares outstanding exclude outstanding equity awards of 1.4 million and 1.2 million, respectively, which are anti-dilutive. In addition, for both the three and nine months ended September 29, 2019, diluted weighted average shares outstanding do not include outstanding equity awards of 0.3 million because the related performance conditions have not been satisfied. Furthermore, for the three and nine months ended September 29, 2019, diluted weighted average shares outstanding do not include the impact of preferred shares that were converted into 1.1 million and 4.9 million common shares, because deducting the preferred stock dividends from net income was more dilutive. 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. |
Credit Losses
Credit Losses | 9 Months Ended |
Sep. 27, 2020 | |
Credit Loss [Abstract] | |
Credit Loss | Credit Losses Effective January 1, 2020, we adopted ASU 2016-13 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 estimate of 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. Estimates are used to determine the allowance, which is based upon an assessment of anticipated payments as well as other historical, current and future information that is reasonably available. The following table presents the activity in the allowance for doubtful accounts for our continuing operations for the three and nine months ended September 27, 2020 (in thousands). Balance at December 31, 2019 $ 2,569 Adoption adjustment 1,011 Current period provision (172) Recoveries collected (9) Fx impact (213) Balance at March 29, 2020 $ 3,186 Current period provision 2,621 Writeoffs (52) Recoveries collected (100) Fx impact 37 Balance at June 28, 2020 $ 5,692 Current period provision (108) Writeoffs (76) Fx impact 29 Balance at September 27, 2020 $ 5,537 |
Inventories
Inventories | 9 Months Ended |
Sep. 27, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The major classes of inventories were as follows: September 27, 2020 December 31, 2019 (In thousands) Raw materials $ 112,957 $ 98,530 Work-in-process 34,348 34,717 Finished goods 125,774 119,331 Gross inventories 273,079 252,578 Excess and obsolete reserves (28,264) (21,245) Net inventories $ 244,815 $ 231,333 |
Leases
Leases | 9 Months Ended |
Sep. 27, 2020 | |
Leases [Abstract] | |
Leases | 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 16 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 and nine months ended September 27, 2020 and September 29, 2019, 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. The components of lease expense were as follows: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Operating lease cost $ 3,571 $ 3,432 $ 10,512 $ 10,872 Finance lease cost Amortization of right-of-use asset $ 35 $ 37 $ 101 $ 104 Interest on lease liabilities 4 6 13 16 Total finance lease cost $ 39 $ 43 $ 114 $ 120 Supplemental cash flow information related to leases was as follows: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,891 $ 3,528 $ 11,352 $ 10,770 Operating cash flows from finance leases 4 6 13 20 Financing cash flows from finance leases 43 64 130 210 Supplemental balance sheet information related to leases was as follows: September 27, 2020 December 31, 2019 (In thousands, except lease term and discount rate) Operating leases: Total operating lease right-of-use assets $ 57,380 $ 62,251 Accrued liabilities $ 14,657 $ 13,900 Long-term operating lease liabilities 49,209 55,652 Total operating lease liabilities $ 63,866 $ 69,552 Finance leases: Other long-lived assets, at cost $ 759 $ 823 Accumulated depreciation (449) (391) Other long-lived assets, net $ 310 $ 432 Weighted Average Remaining Lease Term Operating leases 5 years 6 years Finance leases 2 years 3 years Weighted Average Discount Rate Operating leases 6.6 % 6.9 % Finance leases 6.0 % 6.2 % The following table summarizes maturities of lease liabilities as of September 27, 2020 (in thousands): 2020 $ 5,080 2021 19,129 2022 16,220 2023 12,446 2024 9,436 Thereafter 17,433 Total $ 79,744 The following table summarizes maturities of lease liabilities as of December 31, 2019 (in thousands): 2020 $ 19,086 2021 16,988 2022 14,128 2023 11,598 2024 9,032 Thereafter 16,655 Total $ 87,487 |
Leases | 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 16 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 and nine months ended September 27, 2020 and September 29, 2019, 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. The components of lease expense were as follows: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Operating lease cost $ 3,571 $ 3,432 $ 10,512 $ 10,872 Finance lease cost Amortization of right-of-use asset $ 35 $ 37 $ 101 $ 104 Interest on lease liabilities 4 6 13 16 Total finance lease cost $ 39 $ 43 $ 114 $ 120 Supplemental cash flow information related to leases was as follows: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,891 $ 3,528 $ 11,352 $ 10,770 Operating cash flows from finance leases 4 6 13 20 Financing cash flows from finance leases 43 64 130 210 Supplemental balance sheet information related to leases was as follows: September 27, 2020 December 31, 2019 (In thousands, except lease term and discount rate) Operating leases: Total operating lease right-of-use assets $ 57,380 $ 62,251 Accrued liabilities $ 14,657 $ 13,900 Long-term operating lease liabilities 49,209 55,652 Total operating lease liabilities $ 63,866 $ 69,552 Finance leases: Other long-lived assets, at cost $ 759 $ 823 Accumulated depreciation (449) (391) Other long-lived assets, net $ 310 $ 432 Weighted Average Remaining Lease Term Operating leases 5 years 6 years Finance leases 2 years 3 years Weighted Average Discount Rate Operating leases 6.6 % 6.9 % Finance leases 6.0 % 6.2 % The following table summarizes maturities of lease liabilities as of September 27, 2020 (in thousands): 2020 $ 5,080 2021 19,129 2022 16,220 2023 12,446 2024 9,436 Thereafter 17,433 Total $ 79,744 The following table summarizes maturities of lease liabilities as of December 31, 2019 (in thousands): 2020 $ 19,086 2021 16,988 2022 14,128 2023 11,598 2024 9,032 Thereafter 16,655 Total $ 87,487 |
Long-Lived Assets
Long-Lived Assets | 9 Months Ended |
Sep. 27, 2020 | |
Property, Plant and Equipment [Abstract] | |
Long-Lived Assets | Long-Lived Assets Depreciation and Amortization Expense We recognized depreciation expense of $10.5 million and $31.1 million in the three and nine months ended September 27, 2020, respectively. We recognized depreciation expense of $10.0 million and $30.0 million in the three and nine ended September 29, 2019, respectively. We recognized amortization expense related to our intangible assets of $16.6 million and $49.6 million in the three and nine months ended September 27, 2020, respectively. We recognized amortization expense related to our intangible assets of $19.1 million and $56.5 million in the three and nine ended September 29, 2019, respectively. Interim Impairment Test Due to equity market conditions during the nine months ended September 27, 2020, we conducted an interim impairment test. We determined that the carrying values of our definite-lived assets were recoverable; therefore, we did not record any impairment charges related to these assets. Goodwill is tested for impairment at the reporting unit level, and we conducted a quantitative interim impairment test for one of our reporting units. A reporting unit is an operating segment, or a business unit one level below an operating segment if discrete financial information for that business is prepared and regularly reviewed by segment management. However, components within an operating segment are aggregated as a single reporting unit if they have similar economic characteristics. We determined that each of our reportable segments (Enterprise Solutions and Industrial Solutions) represents an operating segment. Within those operating segments, we have identified reporting units based on whether there is discrete financial information prepared that is regularly reviewed by segment management. When we evaluate goodwill for impairment using a quantitative assessment, we compare the fair value of each reporting unit to its carrying value. We determine the fair value using an income approach. Under the income approach, we calculate the fair value of a reporting unit based on the present value of estimated future cash flows using growth rates and discount rates that are consistent with current market conditions in our industry. If the fair value of the reporting unit exceeds the carrying value of the net assets including goodwill assigned to that unit, goodwill is not impaired. If the carrying value of the reporting unit’s net assets including goodwill exceeds the fair value of the reporting unit, then we record an impairment charge based on that difference. In addition to the income approach, we calculate the fair value of our reporting units under a market approach. The market approach measures the fair value of a reporting unit through analysis of financial multiples of comparable businesses. Consideration is given to the financial conditions and operating performance of the reporting unit being valued relative to those publicly-traded companies operating in the same or similar lines of business. Significant judgment is required when applying the market approach as there is a range of financial multiples of comparable businesses. Based on our interim goodwill impairment test, we determined that the fair value of the reporting unit was in excess of its carrying value by approximately 2%; therefore, we did not record any goodwill impairment. The significant assumptions used to estimate fair value included sales growth, profitability, and related cash flows, along with cash flows associated with taxes and capital spending. To estimate the fair value, we used a 10.5% discount rate that reflected the economic conditions in effect at the time of the impairment test. We also considered assumptions that market participants may use. In our quantitative assessment, the 2020 to 2029 compounded annual revenue growth rate was 6.0% and |
Severance, Restructuring, and A
Severance, Restructuring, and Acquisition Integration Activities | 9 Months Ended |
Sep. 27, 2020 | |
Restructuring and Related Activities [Abstract] | |
Severance, Restructuring, and Acquisition Integration Activities | Severance, Restructuring, and Acquisition Integration Activities Cost Reduction Program: 2019 During the fourth quarter of 2019, we began a cost reduction program to improve performance and enhance margins by streamlining the organizational structure and investing in technology to drive productivity. We recognized $0.2 million and $3.2 million of severance and other restructuring costs for this program during the three and nine months ended September 27, 2020, respectively. These costs were incurred by both the Enterprise Solutions and Industrial Solutions segments. The cost reduction program is expected to deliver an estimated $60.0 million reduction in selling, general, and administrative expenses on an annual basis, of which $40.0 million is expected to be realized in 2020, with the full benefit materializing in 2021. We expect to incur incremental costs of approximately $9.6 million for this program. SPC, Opterna and FutureLink Integration Program: 2019 In 2019, we began a restructuring program to integrate SPC, Opterna and FutureLink with our existing businesses. The restructuring and integration activities were focused on achieving desired cost savings by consolidating existing and acquired facilities and other support functions. We recognized $0.9 million and $4.0 million of severance and other restructuring costs for this program during the three and nine months ended September 27, 2020, respectively. We recognized $3.1 million and $5.6 million of severance and other restructuring costs for this program during the three and nine months ended September 29, 2019. These costs were incurred by the Enterprise Solutions segment. We expect to incur incremental costs of approximately $0.6 million for this program. The following table summarizes the costs by segment of the programs described above as well as other immaterial programs and acquisition integration activities during the three and nine months ended September 27, 2020 and September 29, 2019: Severance Other Total Costs Three Months Ended September 27, 2020 (In thousands) Enterprise Solutions $ 327 $ 1,010 $ 1,337 Industrial Solutions 314 (294) 20 Total $ 641 $ 716 $ 1,357 Three Months Ended September 29, 2019 Enterprise Solutions $ 269 $ 2,778 $ 3,047 Industrial Solutions — — — Total $ 269 $ 2,778 $ 3,047 Nine Months Ended September 27, 2020 Enterprise Solutions $ 1,162 $ 5,148 $ 6,310 Industrial Solutions 1,132 2,006 3,138 Total $ 2,294 $ 7,154 $ 9,448 Nine Months Ended September 29, 2019 Enterprise Solutions $ 269 $ 5,297 $ 5,566 Industrial Solutions — — — Total $ 269 $ 5,297 $ 5,566 The other restructuring and integration costs primarily consisted of equipment transfer, costs to consolidate operating and support facilities, retention bonuses, relocation, travel, legal, and other costs. The majority of the other restructuring and integration costs related to these actions were paid as incurred or are payable within the next 60 days. The following table summarizes the costs of the various programs described above as well as other immaterial programs and acquisition integration activities by financial statement line item in the Condensed Consolidated Statement of Operations: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In Thousands) Cost of sales $ 85 $ 792 $ 222 $ 1,092 Selling, general and administrative expenses 1,272 2,255 9,226 4,474 Total $ 1,357 $ 3,047 $ 9,448 $ 5,566 Accrued Severance The table below sets forth severance activity that occurred for the Cost Reduction Program as well as the SPC, Opterna and FutureLink Integration Program described above. The balances below are included in accrued liabilities (in thousands). Balance at December 31, 2019 $ 19,575 New charges 2,529 Cash payments (4,483) Foreign currency translation (89) Other adjustments (4,147) Balance at March 29, 2020 13,385 New charges 4,660 Cash payments (4,795) Foreign currency translation (132) Other adjustments (1,420) Balance at June 28, 2020 11,698 New charges 2,060 Cash payments (3,968) Foreign currency translation (156) Other adjustments (1,541) Balance at September 27, 2020 $ 8,093 |
Long-Term Debt and Other Borrow
Long-Term Debt and Other Borrowing Arrangements | 9 Months Ended |
Sep. 27, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Other Borrowing Arrangements | Long-Term Debt and Other Borrowing Arrangements The carrying values of our long-term debt were as follows: September 27, 2020 December 31, 2019 (In thousands) Revolving credit agreement due 2022 $ — $ — Senior subordinated notes: 3.875% Senior subordinated notes due 2028 408,835 392,910 3.375% Senior subordinated notes due 2027 525,645 505,170 4.125% Senior subordinated notes due 2026 233,620 224,520 2.875% Senior subordinated notes due 2025 350,430 336,780 Total senior subordinated notes 1,518,530 1,459,380 Less unamortized debt issuance costs (17,814) (19,896) Long-term debt $ 1,500,716 $ 1,439,484 Revolving Credit Agreement due 2022 Our Revolving Credit Agreement provides a $400.0 million multi-currency asset-based revolving credit facility (the Revolver). The borrowing base under the Revolver includes eligible accounts receivable; inventory; and property, plant and equipment of certain of our subsidiaries in the U.S., Canada, Germany, and the Netherlands. The maturity date of the Revolver is May 16, 2022. Interest on outstanding borrowings is variable, based upon LIBOR or other similar indices in foreign jurisdictions, plus a spread that ranges from 1.25%-1.75%, depending upon our leverage position. We pay a commitment fee on our available borrowing capacity of 0.25%. In the event we borrow more than 90% of our borrowing base, we are subject to a fixed charge coverage ratio covenant. Due to the initial uncertainties arising from the COVID-19 pandemic and out of an abundance of caution, we borrowed $190.0 million on our Revolver at the beginning of the second quarter. As a result of improving and sufficient cash flow and liquidity throughout the year, we subsequently repaid $100.0 million and the remaining $90.0 million during the second and third quarter, respectively. As of September 27, 2020, our available borrowing capacity was $265.2 million. Senior Subordinated Notes 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 September 27, 2020 is $408.8 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 2027, 2026, and 2025 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on March 15 and September 15 of each year. We have outstanding €450.0 million aggregate principal amount of 3.375% senior subordinated notes due 2027 (the 2027 Notes). The carrying value of the 2027 Notes as of September 27, 2020 is $525.6 million. The 2027 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2027 Notes rank equal in right of payment with our senior subordinated notes due 2028, 2026, and 2025 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on January 15 and July 15 of each year. We have outstanding €200.0 million aggregate principal amount of 4.125% senior subordinated notes due 2026 (the 2026 Notes). The carrying value of the 2026 Notes as of September 27, 2020 is $233.6 million. The 2026 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2026 Notes rank equal in right of payment with our senior subordinated notes due 2028, 2027, and 2025 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on April 15 and October 15 of each year. We have outstanding €300.0 million aggregate principal amount of 2.875% senior subordinated notes due 2025 (the 2025 Notes). The carrying value of the 2025 Notes as of September 27, 2020 is $350.4 million. The 2025 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2025 Notes rank equal in right of payment with our senior subordinated notes due 2028, 2027, and 2026 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on March 15 and September 15 of each year. Fair Value of Long-Term Debt |
Net Investment Hedge
Net Investment Hedge | 9 Months Ended |
Sep. 27, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Net Investment Hedge | Net Investment Hedge All of our euro denominated notes were issued by Belden Inc., a USD functional currency entity. As of September 27, 2020, €767.8 million of our outstanding foreign denominated debt is designated as a net investment hedge on the foreign currency risk of our net investment in our euro foreign operations. The objective of the hedge is to protect the net investment in the foreign operation again st 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 nine months ended September 27, 2020 and September 29, 2019, the transaction gain/(loss) associated with the net investment hedge reported in other comprehensive income was $(13.1) million and $62.1 million, respectively. During the nine months ended September 27, 2020, we de-designated €532.2 million of our outstanding debt that was previously designated as a net investment hedge. After the de-designation, transaction gains or losses associated with this €532.2 million of debt are reported in income from continuing operations. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 27, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three and nine months ended September 27, 2020, we recognized income tax expense of $0.6 million and $3.2 million, respectively, representing an effective tax rate of 3.0% and 7.7%, respectively. The effective tax rates were impacted by income tax benefits for certain foreign tax credits of $0.9 million and $2.1 million in the three and nine months ended September 27, 2020, respectively. In March 2020, the Coronavirus Relief and Economic Security Act (CARES Act) was signed into law in the United States. We are still analyzing the provisions of the CARES Act to determine if there will be any impact to our income tax provision for the year. For the three and nine months ended September 29, 2019, we recognized income tax expense of $6.1 million and $16.2 million, respectively, representing an effective tax rate of 13.7% and 13.1%, respectively. The effective tax rates were impacted by an income tax benefit of $5.7 million as a result of changes in our estimated valuation allowance requirement related to foreign tax credits due to the restructuring of certain foreign operations. These effective rates are also reflective of the impact of more favorable statutory tax rates applied to the earnings of these foreign operations due to the restructuring efforts. |
Pension and Other Postretiremen
Pension and Other Postretirement Obligations | 9 Months Ended |
Sep. 27, 2020 | |
Retirement Benefits [Abstract] | |
Pension and Other Postretirement Obligations | 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 September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Service cost $ 885 $ 978 $ 8 $ 10 Interest cost 2,493 2,901 202 273 Expected return on plan assets (4,091) (3,841) — — Amortization of prior service cost (credit) 47 (143) — — Actuarial losses (gains) 688 292 (19) (25) Net periodic benefit cost $ 22 $ 187 $ 191 $ 258 Nine Months Ended Service cost $ 2,709 $ 2,952 $ 24 $ 29 Interest cost 7,240 8,779 599 815 Expected return on plan assets (12,035) (11,978) — — Amortization of prior service cost (credit) 136 (117) — — Actuarial losses (gains) 2,038 894 (57) (76) Net periodic benefit cost $ 88 $ 530 $ 566 $ 768 |
Comprehensive Income and Accumu
Comprehensive Income and Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 27, 2020 | |
Equity [Abstract] | |
Comprehensive Income and Accumulated Other Comprehensive Income (Loss) | Comprehensive Income and Accumulated Other Comprehensive Income (Loss) The following table summarizes total comprehensive income (losses): Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Net income (loss) $ 17,081 $ (297,015) $ (62,019) $ (229,547) Foreign currency translation adjustments, net of $0.0 million, $0.2 million, $1.0 million, and $0.6 million tax, respectively (52,910) 33,732 (75,791) 45,619 Adjustments to pension and postretirement liability, net of $0.1 million, $0.0 million, $0.3 million, and $0.2 million tax, respectively 1,136 120 1,891 591 Total comprehensive loss (34,693) (263,163) (135,919) (183,337) Less: Comprehensive income attributable to noncontrolling interests 228 367 219 474 Comprehensive loss attributable to Belden $ (34,921) $ (263,530) $ (136,138) $ (183,811) 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 Accumulated Other (In thousands) Balance at December 31, 2019 $ (18,225) $ (45,193) $ (63,418) Other comprehensive loss attributable to Belden before reclassifications (86,076) — (86,076) Amounts reclassified from accumulated other comprehensive income (loss) 10,145 1,891 12,036 Net current period other comprehensive gain (loss) attributable to Belden (75,931) 1,891 (74,040) Balance at September 27, 2020 $ (94,156) $ (43,302) $ (137,458) The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the nine months ended September 27, 2020: Amount Reclassified from Accumulated Other Affected Line Item in the (In thousands) Amortization of pension and other postretirement benefit plan items: Actuarial losses $ 1,408 (1) Accumulated losses of Grass Valley disposal group 771 (2) Prior service cost 62 (1) Total before tax 2,241 Tax benefit (350) Total net of tax $ 1,891 (1) The amortization of these accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit costs (see Note 15). The amounts in the table above include both continuing and discontinued operations. |
Preferred Stock
Preferred Stock | 9 Months Ended |
Sep. 27, 2020 | |
Equity [Abstract] | |
Preferred Stock | Preferred StockIn 2016, we issued 5.2 million depositary shares, each of which represented 1/100th interest in a share of 6.75% Series B Mandatory Convertible Preferred Stock (the Preferred Stock), for an offering price of $100 per depositary share. We received approximately $501 million of net proceeds from this offering, which were used for general corporate purposes. On July 15, 2019, all outstanding Preferred Stock was automatically converted into shares of Belden common stock at the conversion rate of 132.50, resulting in the issuance of approximately 6.9 million shares of Belden common stock. Upon conversion, the Preferred Stock was automatically extinguished and discharged, is no longer deemed outstanding for all purposes, and delisted from trading on the New York Stock Exchange. During the three and nine months ended September 29, 2019, dividends on the Preferred Stock were $1.0 million and $18.4 million, respectively. |
Share Repurchase
Share Repurchase | 9 Months Ended |
Sep. 27, 2020 | |
Equity [Abstract] | |
Share Repurchase | Share RepurchaseOn November 29, 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 nine months ended September 27, 2020, we repurchased 1.0 million shares of our common stock under the share repurchase program for an aggregate cost of $35.0 million at an average price per share of $35.83. During the three months ended September 29, 2019, we repurchased 0.5 million shares of our common stock under the share repurchase program for an aggregate cost of $27.2 million and an average price per share of $55.17. During the nine months ended September 29, 2019, we repurchased 0.9 million shares of our common stock under the share repurchase program for an aggregate cost of $50.0 million and an average price per share of $56.19. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 27, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 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, 2019: • 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. |
Business Description | Business Description We are a global supplier of specialty networking solutions built around two global business platforms - Enterprise Solutions and Industrial Solutions. Our comprehensive portfolio of solutions enables customers to transmit and secure data, sound, and video for mission critical applications across complex enterprise and industrial environments. |
Reporting Periods | Reporting PeriodsOur 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 29, 2020, the 89th day of our fiscal year 2020. Our fiscal second and third quarters each have 91 days. The nine months ended September 27, 2020 and September 29, 2019 included 271 and 272 days, respectively. |
Fair Value Measurement | 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 and nine months ended September 27, 2020 and September 29, 2019, we utilized Level 1 inputs to determine the fair value of cash equivalents, and we utilized Level 2 and Level 3 inputs to determine the fair value of net assets acquired in business combinations (see Note 3) and for impairment testing (see Notes 4 and 10). We did not have any transfers between Level 1 and Level 2 fair value measurements during the nine months ended September 27, 2020 and September 29, 2019. |
Cash and Cash Equivalents | 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 September 27, 2020, we did not have any such cash equivalents on hand. The primary objective of our investment activities is to preserve our capital for the purpose of funding operations. We do not enter into investments for trading or speculative purposes. During the nine months ended September 27, 2020, we paid the sellers of Snell Advanced Media (SAM) the full earnout consideration of $31.4 million in cash in accordance with the purchase agreement. SAM was acquired on February 8, 2018 and is included in the Grass Valley disposal group. Due to the initial uncertainties arising from the COVID-19 pandemic and out of an abundance of caution, we borrowed $190.0 million on our Revolver at the beginning of the second quarter. As a result of improving and sufficient cash flow and liquidity throughout the year, we subsequently repaid the entire $190.0 million during the nine months ended September 27, 2020; $90.0 million of which was during the three months ended September 27, 2020. See Note 12. |
Contingent Liabilities | 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 September 27, 2020, we were party to standby letters of credit, bank guaranties, and surety bonds totaling $5.9 million, $4.1 million, and $3.3 million, respectively. |
Revenue Recognition | 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 | Subsequent Events We evaluated subsequent events after the balance sheet date through the financial statement issuance date for appropriate accounting and disclosure. |
Noncontrolling Interest | 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 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 (loss) attributable to noncontrolling interest in the Condensed Consolidated Statements of Operations. The joint venture is not material to our Condensed Consolidated financial statements as of or for the periods ended September 27, 2020 and September 29, 2019. |
New Accounting Pronouncements | Current-Year Adoption of Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update No. 2016-13 (“ASU 2016-13”), Financial Instruments - Credit Losses |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following tables present our revenues disaggregated by major product category. Broadband & 5G Cyber-security Industrial Automation Smart Buildings Total Three Months Ended September 27, 2020 (In thousands) Enterprise Solutions $ 115,149 $ — $ — $ 113,948 $ 229,097 Industrial Solutions — 27,384 219,358 — 246,742 Total $ 115,149 $ 27,384 $ 219,358 $ 113,948 $ 475,839 Three Months Ended September 29, 2019 Enterprise Solutions $ 107,067 $ — $ — $ 140,169 $ 247,236 Industrial Solutions — 29,760 256,102 — 285,862 Total $ 107,067 $ 29,760 $ 256,102 $ 140,169 $ 533,098 Nine Months Ended September 27, 2020 Enterprise Solutions $ 318,765 $ — $ — $ 325,919 $ 644,684 Industrial Solutions — 78,829 640,663 — 719,492 Total $ 318,765 $ 78,829 $ 640,663 $ 325,919 $ 1,364,176 Nine Months Ended September 29, 2019 Enterprise Solutions $ 287,338 $ — $ — $ 412,306 $ 699,644 Industrial Solutions — 96,054 785,892 — 881,946 Total $ 287,338 $ 96,054 $ 785,892 $ 412,306 $ 1,581,590 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 September 27, 2020 (In thousands) Enterprise Solutions $ 170,734 $ 30,185 $ 28,178 $ 229,097 Industrial Solutions 148,421 59,180 39,141 246,742 Total $ 319,155 $ 89,365 $ 67,319 $ 475,839 Three Months Ended September 29, 2019 Enterprise Solutions $ 183,183 $ 36,065 $ 27,988 $ 247,236 Industrial Solutions 175,869 68,386 41,607 285,862 Total $ 359,052 $ 104,451 $ 69,595 $ 533,098 Nine Months Ended September 27, 2020 Enterprise Solutions $ 481,007 $ 92,197 $ 71,480 $ 644,684 Industrial Solutions 429,461 182,406 107,625 719,492 Total $ 910,468 $ 274,603 $ 179,105 $ 1,364,176 Nine Months Ended September 29, 2019 Enterprise Solutions $ 508,616 $ 106,823 $ 84,205 $ 699,644 Industrial Solutions 544,780 219,105 118,061 881,946 Total $ 1,053,396 $ 325,928 $ 202,266 $ 1,581,590 |
Contract with Customer, Asset and Liability | The following table presents estimated and accrued variable consideration: September 27, 2020 September 29, 2019 (in thousands) Accrued rebates $ 25,085 $ 29,430 Accrued returns 12,001 10,292 Price adjustments recognized against gross accounts receivable 27,234 29,908 The following table presents deferred revenue activity: 2020 2019 (In thousands) Beginning balance $ 70,070 $ 72,358 New deferrals 23,830 26,033 Revenue recognized (24,415) (32,168) Balance at March 29, 2020 69,485 66,223 New deferrals 21,322 21,892 Revenue recognized (22,200) (24,807) Balance at June 28, 2020 68,607 63,308 New deferrals 22,243 21,937 Revenue recognized (20,649) (25,063) Balance at September 27, 2020 $ 70,201 $ 60,182 |
Sales Commissions | The following table presents sales commissions that are recorded within selling, general and administrative expenses: Three Months ended Nine Months ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Sales commissions $ 4,240 $ 4,535 $ 12,270 $ 14,079 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and the liabilities assumed as of April 15, 2019 (in thousands): Receivables $ 5,308 Inventory 7,359 Prepaid and other current assets 566 Property, plant, and equipment 1,328 Intangible assets 28,000 Goodwill 35,057 Deferred income taxes 80 Operating lease right-to-use assets 2,204 Other long-lived assets 2,070 Total assets acquired $ 81,972 Accounts payable $ 4,847 Accrued liabilities 4,301 Long-term deferred tax liability 6,813 Long-term operating lease liability 1,923 Other long-term liabilities 7,152 Total liabilities assumed $ 25,036 Net assets 56,936 Noncontrolling interests 5,195 Net assets attributable to Belden $ 51,741 |
Schedule of Acquired Intangible Assets | The goodwill is primarily attributable to expansion of product offerings in the optical fiber market. Our tax basis in the acquired goodwill is zero. The intangible assets related to the acquisition consisted of the following: Fair Value Amortization Period (In thousands) (In years) Intangible assets subject to amortization: Developed technologies $ 3,400 5.0 Customer relationships 22,800 15.0 Sales backlog 1,300 0.5 Trademarks 500 2.0 Total intangible assets subject to amortization $ 28,000 Intangible assets not subject to amortization: Goodwill $ 35,057 n/a Total intangible assets not subject to amortization $ 35,057 Total intangible assets $ 63,057 Weighted average amortization period 12.9 |
Schedule of Pro Forma Information | The following table illustrates the unaudited pro forma effect on operating results as if the Opterna acquisition had been completed as of January 1, 2018. Three Months Ended Nine Months Ended September 29, 2019 September 29, 2019 (In thousands, except per share data) (Unaudited) Revenues $ 533,098 $ 1,590,206 Net income from continuing operations attributable to Belden common stockholders 39,721 91,459 Diluted income from continuing operations per share attributable to Belden common stockholders $ 0.89 $ 2.21 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table summarizes the operating results of the disposal group up to the July 2, 2020 disposal date for the three and nine months ended September 27, 2020 and September 29, 2019, respectively: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Revenues $ 1,334 $ 87,221 $ 109,195 $ 263,434 Cost of sales (1,008) (50,622) (70,199) (153,012) Gross profit 326 36,599 38,996 110,422 Selling, general and administrative expenses (574) (21,924) (37,435) (66,785) Research and development expenses (610) (7,360) (15,083) (28,526) Amortization of intangibles — (3,218) — (11,695) Asset impairment of discontinued operations — (342,146) (113,007) (342,146) Interest expense, net (12) (198) (432) (611) Non-operating pension benefit (cost) 27 (55) (169) (166) Loss before taxes $ (843) $ (338,302) $ (127,130) $ (339,507) The following table provides the major classes of assets and liabilities of the disposal group as of December 31, 2019: December 31, 2019 (In thousands) Assets: Cash and cash equivalents $ 18,405 Receivables, net 117,386 Inventories, net 55,002 Other current assets 35,187 Plant, property, and equipment, less accumulated depreciation 61,233 Operating lease right-of-use assets 16,902 Goodwill 26,707 Intangible assets, less accumulated depreciation 143,459 Deferred income taxes 59,560 Other long-lived assets 21,652 Impairment of disposal group (180,358) Total Assets of discontinued operations $ 375,135 Liabilities: Accounts payable $ 52,425 Accrued liabilities 83,349 Postretirement benefits 6,224 Deferred income taxes 2,740 Long-term operating lease liabilities 20,459 Other long-term liabilities 5,082 Total Liabilities of discontinued operations $ 170,279 |
Reportable Segments (Tables)
Reportable Segments (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Segment Reporting [Abstract] | |
Operating Segment Information | 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. Enterprise Solutions Industrial Solutions Total Segments (In thousands) As of and for the three months ended September 27, 2020 Segment revenues $ 229,097 $ 246,742 $ 475,839 Affiliate revenues 231 10 241 Segment EBITDA 26,250 38,391 64,641 Depreciation expense 5,005 5,450 10,455 Amortization of intangibles 5,408 10,696 16,104 Amortization of software development intangible assets 73 456 529 Severance, restructuring, and acquisition integration costs 1,337 20 1,357 Segment assets 519,142 486,110 1,005,252 As of and for the three months ended September 29, 2019 Segment revenues $ 247,236 $ 285,862 $ 533,098 Affiliate revenues 753 2 755 Segment EBITDA 35,868 54,849 90,717 Depreciation expense 4,919 5,060 9,979 Amortization of intangibles 6,269 12,757 19,026 Amortization of software development intangible assets 49 36 85 Severance, restructuring, and acquisition integration costs 3,047 — 3,047 Purchase accounting effects of acquisitions (186) — (186) Segment assets 517,448 501,278 1,018,726 As of and for the nine months ended September 27, 2020 Segment revenues $ 644,684 $ 719,492 $ 1,364,176 Affiliate revenues 940 30 970 Segment EBITDA 73,193 100,367 173,560 Depreciation expense 15,208 15,861 31,069 Amortization of intangibles 16,266 32,040 48,306 Amortization of software development intangible assets 184 1,061 1,245 Severance, restructuring, and acquisition integration costs 6,310 3,138 9,448 Purchase accounting effects of acquisitions 125 — 125 Segment assets 519,142 486,110 1,005,252 As of and for the nine months ended September 29, 2019 Segment revenues $ 699,644 $ 881,946 $ 1,581,590 Affiliate revenues 3,190 19 3,209 Segment EBITDA 93,074 165,257 258,331 Depreciation expense 14,576 15,414 29,990 Amortization of intangibles 16,694 39,564 56,258 Amortization of software development intangible assets 120 87 207 Severance, restructuring, and acquisition integration costs 5,566 — 5,566 Purchase accounting effects of acquisitions 532 — 532 Segment assets 517,448 501,278 1,018,726 |
Reconciliation of Total Reportable Segments' Revenues and EBITDA to Consolidated Revenues and Consolidated Income Before Taxes | 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 Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Total Segment and Consolidated Revenues $ 475,839 $ 533,098 $ 1,364,176 $ 1,581,590 Total Segment EBITDA $ 64,641 $ 90,717 $ 173,560 $ 258,331 Amortization of intangibles (16,104) (19,026) (48,306) (56,258) Depreciation expense (10,455) (9,979) (31,069) (29,990) Severance, restructuring, and acquisition integration costs (1) (1,357) (3,047) (9,448) (5,566) Amortization of software development intangible assets (529) (85) (1,245) (207) Purchase accounting effects related to acquisitions (2) — 186 (125) (532) Eliminations (69) (1,224) (402) (1,971) Consolidated operating income 36,127 57,542 82,965 163,807 Interest expense, net (15,607) (14,002) (43,188) (41,951) Total non-operating pension benefit 680 544 2,079 1,684 Consolidated income from continuing operations before taxes $ 21,200 $ 44,084 $ 41,856 $ 123,540 (1) See Note 11, Severance, Restructuring, and Acquisition Integration Activities, for details. |
Income (loss) per Share (Tables
Income (loss) per Share (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Earnings Per Share [Abstract] | |
Basis for Income Per Share Computations | The following table presents the basis for the income (loss) per share computations: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Numerator: Income from continuing operations $ 20,569 $ 38,031 $ 38,633 $ 107,361 Less: Net income (loss) attributable to noncontrolling interest 85 (6) 79 60 Less: Preferred stock dividends — 971 — 18,437 Income from continuing operations attributable to Belden common stockholders 20,484 37,066 38,554 88,864 Add: Loss from discontinued operations, net of tax (6,231) (335,046) (103,395) (336,908) Add: Gain on disposal of discontinued operations, net of tax 2,743 — 2,743 — Net income (loss) attributable to Belden common stockholders $ 16,996 $ (297,980) $ (62,098) $ (248,044) Denominator: Weighted average shares outstanding, basic 44,567 44,444 44,834 41,090 Effect of dilutive common stock equivalents 142 166 134 209 Weighted average shares outstanding, diluted 44,709 44,610 44,968 41,299 |
Credit Losses (Tables)
Credit Losses (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Credit Loss [Abstract] | |
Accounts Receivable, Allowance for Credit Loss | Balance at December 31, 2019 $ 2,569 Adoption adjustment 1,011 Current period provision (172) Recoveries collected (9) Fx impact (213) Balance at March 29, 2020 $ 3,186 Current period provision 2,621 Writeoffs (52) Recoveries collected (100) Fx impact 37 Balance at June 28, 2020 $ 5,692 Current period provision (108) Writeoffs (76) Fx impact 29 Balance at September 27, 2020 $ 5,537 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Inventory Disclosure [Abstract] | |
Major Classes of Inventories | The major classes of inventories were as follows: September 27, 2020 December 31, 2019 (In thousands) Raw materials $ 112,957 $ 98,530 Work-in-process 34,348 34,717 Finished goods 125,774 119,331 Gross inventories 273,079 252,578 Excess and obsolete reserves (28,264) (21,245) Net inventories $ 244,815 $ 231,333 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Leases [Abstract] | |
Components of Lease Expense | The components of lease expense were as follows: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Operating lease cost $ 3,571 $ 3,432 $ 10,512 $ 10,872 Finance lease cost Amortization of right-of-use asset $ 35 $ 37 $ 101 $ 104 Interest on lease liabilities 4 6 13 16 Total finance lease cost $ 39 $ 43 $ 114 $ 120 |
Supplemental Cash Flow Information Related To Leases | Supplemental cash flow information related to leases was as follows: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 3,891 $ 3,528 $ 11,352 $ 10,770 Operating cash flows from finance leases 4 6 13 20 Financing cash flows from finance leases 43 64 130 210 |
Supplemental Balance Sheet Information Related To Leases | Supplemental balance sheet information related to leases was as follows: September 27, 2020 December 31, 2019 (In thousands, except lease term and discount rate) Operating leases: Total operating lease right-of-use assets $ 57,380 $ 62,251 Accrued liabilities $ 14,657 $ 13,900 Long-term operating lease liabilities 49,209 55,652 Total operating lease liabilities $ 63,866 $ 69,552 Finance leases: Other long-lived assets, at cost $ 759 $ 823 Accumulated depreciation (449) (391) Other long-lived assets, net $ 310 $ 432 |
Supplemental Other Information Related To Leases | Weighted Average Remaining Lease Term Operating leases 5 years 6 years Finance leases 2 years 3 years Weighted Average Discount Rate Operating leases 6.6 % 6.9 % Finance leases 6.0 % 6.2 % |
Operating Lease, Liability, Maturity | The following table summarizes maturities of lease liabilities as of September 27, 2020 (in thousands): 2020 $ 5,080 2021 19,129 2022 16,220 2023 12,446 2024 9,436 Thereafter 17,433 Total $ 79,744 The following table summarizes maturities of lease liabilities as of December 31, 2019 (in thousands): 2020 $ 19,086 2021 16,988 2022 14,128 2023 11,598 2024 9,032 Thereafter 16,655 Total $ 87,487 |
Severance, Restructuring, and_2
Severance, Restructuring, and Acquisition Integration Activities (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Restructuring and Related Activities [Abstract] | |
Severance, Restructuring and Integration Costs by Segment | The following table summarizes the costs by segment of the programs described above as well as other immaterial programs and acquisition integration activities during the three and nine months ended September 27, 2020 and September 29, 2019: Severance Other Total Costs Three Months Ended September 27, 2020 (In thousands) Enterprise Solutions $ 327 $ 1,010 $ 1,337 Industrial Solutions 314 (294) 20 Total $ 641 $ 716 $ 1,357 Three Months Ended September 29, 2019 Enterprise Solutions $ 269 $ 2,778 $ 3,047 Industrial Solutions — — — Total $ 269 $ 2,778 $ 3,047 Nine Months Ended September 27, 2020 Enterprise Solutions $ 1,162 $ 5,148 $ 6,310 Industrial Solutions 1,132 2,006 3,138 Total $ 2,294 $ 7,154 $ 9,448 Nine Months Ended September 29, 2019 Enterprise Solutions $ 269 $ 5,297 $ 5,566 Industrial Solutions — — — Total $ 269 $ 5,297 $ 5,566 The following table summarizes the costs of the various programs described above as well as other immaterial programs and acquisition integration activities by financial statement line item in the Condensed Consolidated Statement of Operations: Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In Thousands) Cost of sales $ 85 $ 792 $ 222 $ 1,092 Selling, general and administrative expenses 1,272 2,255 9,226 4,474 Total $ 1,357 $ 3,047 $ 9,448 $ 5,566 The table below sets forth severance activity that occurred for the Cost Reduction Program as well as the SPC, Opterna and FutureLink Integration Program described above. The balances below are included in accrued liabilities (in thousands). Balance at December 31, 2019 $ 19,575 New charges 2,529 Cash payments (4,483) Foreign currency translation (89) Other adjustments (4,147) Balance at March 29, 2020 13,385 New charges 4,660 Cash payments (4,795) Foreign currency translation (132) Other adjustments (1,420) Balance at June 28, 2020 11,698 New charges 2,060 Cash payments (3,968) Foreign currency translation (156) Other adjustments (1,541) Balance at September 27, 2020 $ 8,093 |
Long-Term Debt and Other Borr_2
Long-Term Debt and Other Borrowing Arrangements (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Debt Disclosure [Abstract] | |
Carrying Values of Long-Term Debt and Other Borrowing Arrangements | The carrying values of our long-term debt were as follows: September 27, 2020 December 31, 2019 (In thousands) Revolving credit agreement due 2022 $ — $ — Senior subordinated notes: 3.875% Senior subordinated notes due 2028 408,835 392,910 3.375% Senior subordinated notes due 2027 525,645 505,170 4.125% Senior subordinated notes due 2026 233,620 224,520 2.875% Senior subordinated notes due 2025 350,430 336,780 Total senior subordinated notes 1,518,530 1,459,380 Less unamortized debt issuance costs (17,814) (19,896) Long-term debt $ 1,500,716 $ 1,439,484 |
Pension and Other Postretirem_2
Pension and Other Postretirement Obligations (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Costs | 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 September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Service cost $ 885 $ 978 $ 8 $ 10 Interest cost 2,493 2,901 202 273 Expected return on plan assets (4,091) (3,841) — — Amortization of prior service cost (credit) 47 (143) — — Actuarial losses (gains) 688 292 (19) (25) Net periodic benefit cost $ 22 $ 187 $ 191 $ 258 Nine Months Ended Service cost $ 2,709 $ 2,952 $ 24 $ 29 Interest cost 7,240 8,779 599 815 Expected return on plan assets (12,035) (11,978) — — Amortization of prior service cost (credit) 136 (117) — — Actuarial losses (gains) 2,038 894 (57) (76) Net periodic benefit cost $ 88 $ 530 $ 566 $ 768 |
Comprehensive Income and Accu_2
Comprehensive Income and Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 27, 2020 | |
Equity [Abstract] | |
Total Comprehensive Income (Loss) | The following table summarizes total comprehensive income (losses): Three Months Ended Nine Months Ended September 27, 2020 September 29, 2019 September 27, 2020 September 29, 2019 (In thousands) Net income (loss) $ 17,081 $ (297,015) $ (62,019) $ (229,547) Foreign currency translation adjustments, net of $0.0 million, $0.2 million, $1.0 million, and $0.6 million tax, respectively (52,910) 33,732 (75,791) 45,619 Adjustments to pension and postretirement liability, net of $0.1 million, $0.0 million, $0.3 million, and $0.2 million tax, respectively 1,136 120 1,891 591 Total comprehensive loss (34,693) (263,163) (135,919) (183,337) Less: Comprehensive income attributable to noncontrolling interests 228 367 219 474 Comprehensive loss attributable to Belden $ (34,921) $ (263,530) $ (136,138) $ (183,811) |
Components of Other Comprehensive Income (Loss), Net of Tax | 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 Accumulated Other (In thousands) Balance at December 31, 2019 $ (18,225) $ (45,193) $ (63,418) Other comprehensive loss attributable to Belden before reclassifications (86,076) — (86,076) Amounts reclassified from accumulated other comprehensive income (loss) 10,145 1,891 12,036 Net current period other comprehensive gain (loss) attributable to Belden (75,931) 1,891 (74,040) Balance at September 27, 2020 $ (94,156) $ (43,302) $ (137,458) |
Summary of Effects of Reclassifications from Accumulated Other Comprehensive Income (Loss) | The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the nine months ended September 27, 2020: Amount Reclassified from Accumulated Other Affected Line Item in the (In thousands) Amortization of pension and other postretirement benefit plan items: Actuarial losses $ 1,408 (1) Accumulated losses of Grass Valley disposal group 771 (2) Prior service cost 62 (1) Total before tax 2,241 Tax benefit (350) Total net of tax $ 1,891 (1) The amortization of these accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit costs (see Note 15). The amounts in the table above include both continuing and discontinued operations. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||||||||||
Sep. 27, 2020USD ($) | Jun. 28, 2020USD ($) | Sep. 27, 2020USD ($) | Sep. 27, 2020USD ($)segment | Sep. 27, 2020USD ($)Segment | Sep. 29, 2019USD ($) | Mar. 29, 2020USD ($) | Jan. 01, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Significant Accounting Policies [Line Items] | ||||||||||||
Number of global business platforms | 2 | 2 | ||||||||||
Payment for contingent consideration liability | $ 31,400,000 | |||||||||||
Proceeds from long-term lines of credit | $ 190,000,000 | |||||||||||
Borrowings on revolver | 190,000,000 | $ 0 | ||||||||||
Payments under borrowing arrangements | $ 90,000,000 | 190,000,000 | 0 | |||||||||
Additional contribution commitments to joint venture | 1,530,000 | |||||||||||
Hite additional contribution commitment to joint venture | 1,470,000 | |||||||||||
Cumulative effect of change in accounting principle | 798,587,000 | 829,882,000 | 798,587,000 | $ 798,587,000 | $ 798,587,000 | 1,144,810,000 | $ 953,035,000 | $ 965,819,000 | $ 1,433,533,000 | $ 1,431,329,000 | $ 1,387,588,000 | |
Revolving credit agreement due 2022 | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Payments under borrowing arrangements | 90,000,000 | 100,000,000 | ||||||||||
Standby Letters of Credit | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Loss contingency, range of possible loss, portion not accrued | 5,900,000 | 5,900,000 | 5,900,000 | 5,900,000 | ||||||||
Bank Guaranties | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Loss contingency, range of possible loss, portion not accrued | 4,100,000 | 4,100,000 | 4,100,000 | 4,100,000 | ||||||||
Surety Bonds | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Loss contingency, range of possible loss, portion not accrued | $ 3,300,000 | $ 3,300,000 | $ 3,300,000 | $ 3,300,000 | ||||||||
Hite | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Noncontrolling interest, ownership percentage by parent | 51.00% | 51.00% | 51.00% | 51.00% | ||||||||
Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2016-13 | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | (2,916,000) | |||||||||||
Retained Earnings | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | $ 446,198,000 | $ 431,459,000 | $ 446,198,000 | $ 446,198,000 | $ 446,198,000 | $ 667,703,000 | $ 501,611,000 | 518,004,000 | $ 967,970,000 | $ 936,479,000 | $ 922,000,000 | |
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | $ (2,900,000) | |||||||||||
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | Continuing Operations | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | (1,000,000) | |||||||||||
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | Discontinued Operations | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | (1,900,000) | |||||||||||
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2016-13 | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | $ (2,916,000) | |||||||||||
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2016-13 | Continuing Operations | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | (1,000,000) | |||||||||||
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | Accounting Standards Update 2016-13 | Discontinued Operations | ||||||||||||
Significant Accounting Policies [Line Items] | ||||||||||||
Cumulative effect of change in accounting principle | $ (1,900,000) |
Revenues - Major Product Catego
Revenues - Major Product Category (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 475,839 | $ 533,098 | $ 1,364,176 | $ 1,581,590 |
Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 229,097 | 247,236 | 644,684 | 699,644 |
Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 246,742 | 285,862 | 719,492 | 881,946 |
Broadband & 5G | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 115,149 | 107,067 | 318,765 | 287,338 |
Broadband & 5G | Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 115,149 | 107,067 | 318,765 | 287,338 |
Broadband & 5G | Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Cyber-security | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 27,384 | 29,760 | 78,829 | 96,054 |
Cyber-security | Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Cyber-security | Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 27,384 | 29,760 | 78,829 | 96,054 |
Industrial Automation | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 219,358 | 256,102 | 640,663 | 785,892 |
Industrial Automation | Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Industrial Automation | Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 219,358 | 256,102 | 640,663 | 785,892 |
Smart Buildings | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 113,948 | 140,169 | 325,919 | 412,306 |
Smart Buildings | Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 113,948 | 140,169 | 325,919 | 412,306 |
Smart Buildings | Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 0 |
Revenues - Location of Customer
Revenues - Location of Customer (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 475,839 | $ 533,098 | $ 1,364,176 | $ 1,581,590 |
Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 229,097 | 247,236 | 644,684 | 699,644 |
Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 246,742 | 285,862 | 719,492 | 881,946 |
Americas | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 319,155 | 359,052 | 910,468 | 1,053,396 |
Americas | Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 170,734 | 183,183 | 481,007 | 508,616 |
Americas | Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 148,421 | 175,869 | 429,461 | 544,780 |
EMEA | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 89,365 | 104,451 | 274,603 | 325,928 |
EMEA | Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 30,185 | 36,065 | 92,197 | 106,823 |
EMEA | Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 59,180 | 68,386 | 182,406 | 219,105 |
APAC | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 67,319 | 69,595 | 179,105 | 202,266 |
APAC | Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 28,178 | 27,988 | 71,480 | 84,205 |
APAC | Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 39,141 | $ 41,607 | $ 107,625 | $ 118,061 |
Revenues - Products and Service
Revenues - Products and Services (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 475,839 | $ 533,098 | $ 1,364,176 | $ 1,581,590 |
Enterprise Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 229,097 | 247,236 | 644,684 | 699,644 |
Industrial Solutions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 246,742 | $ 285,862 | $ 719,492 | $ 881,946 |
Revenues Revenues - Estimated a
Revenues Revenues - Estimated and Accrued Variable Concideration (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 27, 2020 | Sep. 29, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Accrued rebates | $ 25,085 | $ 29,430 |
Accrued returns | 12,001 | 10,292 |
Price adjustments recognized against gross accounts receivable | $ 27,234 | $ 29,908 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) - USD ($) $ in Thousands | Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Dec. 31, 2019 | Sep. 29, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Revenue from Contract with Customer [Abstract] | ||||||||
Contract with customer, deferred revenues | $ 70,201 | $ 68,607 | $ 69,485 | $ 70,070 | $ 60,182 | $ 63,308 | $ 66,223 | $ 72,358 |
Contract with customer, deferred revenues, current | 46,100 | |||||||
Contract with customer, deferred revenues, noncurrent | 24,100 | |||||||
Deferred sales commission | $ 4,600 | $ 3,000 |
Revenues - Deferred Revenue (De
Revenues - Deferred Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Sep. 29, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | |
Change in Contract with Customer, Liability [Abstract] | ||||||
Beginning balance | $ 68,607 | $ 69,485 | $ 70,070 | $ 63,308 | $ 66,223 | $ 72,358 |
New deferrals | 22,243 | 21,322 | 23,830 | 21,937 | 21,892 | 26,033 |
Revenue recognized | (20,649) | (22,200) | (24,415) | (25,063) | (24,807) | (32,168) |
Balance at March 29, 2020 | $ 70,201 | $ 68,607 | $ 69,485 | $ 60,182 | $ 63,308 | $ 66,223 |
Revenues - Sales Commissions (D
Revenues - Sales Commissions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Revenue from Contract with Customer [Abstract] | ||||
Sales commissions | $ 4,240 | $ 4,535 | $ 12,270 | $ 14,079 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) | Dec. 06, 2019 | Oct. 25, 2019 | Apr. 15, 2019 | Apr. 05, 2019 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||||||||
Purchase price, net of cash acquired | $ (590,000) | $ 50,951,000 | ||||||
Opterna International Corp. | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price, net of cash acquired | $ 51,700,000 | |||||||
Percentage of outstanding shares acquired | 100.00% | |||||||
Acquisition price paid | $ 45,900,000 | |||||||
Maximum earnout consideration | 25,000,000 | |||||||
Estimated earnout consideration | 5,800,000 | |||||||
Noncontrolling interest, purchase price | $ 800,000 | |||||||
Payments to acquire interest in subsidiaries | $ 400,000 | |||||||
Receivables | 5,308,000 | |||||||
Property, plant, and equipment | 1,328,000 | |||||||
Tax basis in acquired goodwill | $ 0 | |||||||
Net income attributable to Belden common stockholders | $ 39,721,000 | $ 91,459,000 | ||||||
Opterna International Corp. | Forecast | ||||||||
Business Acquisition [Line Items] | ||||||||
Payments to acquire interest in subsidiaries | $ 400,000 | |||||||
Special Product Compay | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price, net of cash acquired | $ 22,500,000 | |||||||
Suttle, Inc. Asset Acquisition | ||||||||
Business Acquisition [Line Items] | ||||||||
Asset acquisition, consideration transferred | $ 5,000,000 |
Acquisitions - Schedule of Reco
Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Sep. 27, 2020 | Dec. 31, 2019 | Apr. 15, 2019 |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Goodwill | $ 1,247,432 | $ 1,243,669 | |
Opterna International Corp. | |||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] | |||
Receivables | $ 5,308 | ||
Inventory | 7,359 | ||
Prepaid and other current assets | 566 | ||
Property, plant, and equipment | 1,328 | ||
Intangible assets | 28,000 | ||
Goodwill | 35,057 | ||
Deferred income taxes | 80 | ||
Operating lease right-to-use assets | 2,204 | ||
Other long-lived assets | 2,070 | ||
Total assets acquired | 81,972 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] | |||
Accounts payable | 4,847 | ||
Accrued liabilities | 4,301 | ||
Long-term deferred tax liability | 6,813 | ||
Long-term operating lease liability | 1,923 | ||
Other long-term liabilities | 7,152 | ||
Total liabilities assumed | 25,036 | ||
Net assets | 56,936 | ||
Noncontrolling interests | 5,195 | ||
Net assets attributable to Belden | $ 51,741 |
Acquisitions - Schedule of Acqu
Acquisitions - Schedule of Acquired Intangible Assets (Details) - USD ($) $ in Thousands | Apr. 15, 2019 | Sep. 27, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | |||
Goodwill | $ 1,247,432 | $ 1,243,669 | |
Opterna International Corp. | |||
Business Acquisition [Line Items] | |||
Total intangible assets subject to amortization | $ 28,000 | ||
Goodwill | 35,057 | ||
Total intangible assets | $ 63,057 | ||
Amortization Period | 12 years 10 months 24 days | ||
Opterna International Corp. | Goodwill | |||
Business Acquisition [Line Items] | |||
Goodwill | $ 35,057 | ||
Opterna International Corp. | Developed technologies | |||
Business Acquisition [Line Items] | |||
Total intangible assets subject to amortization | $ 3,400 | ||
Amortization Period | 5 years | ||
Opterna International Corp. | Customer relationships | |||
Business Acquisition [Line Items] | |||
Total intangible assets subject to amortization | $ 22,800 | ||
Amortization Period | 15 years | ||
Opterna International Corp. | Sales backlog | |||
Business Acquisition [Line Items] | |||
Total intangible assets subject to amortization | $ 1,300 | ||
Amortization Period | 6 months | ||
Opterna International Corp. | Trademarks | |||
Business Acquisition [Line Items] | |||
Total intangible assets subject to amortization | $ 500 | ||
Amortization Period | 2 years |
Acquisitions - Schedule of Pro
Acquisitions - Schedule of Pro Forma Information (Details) - Opterna International Corp. - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 29, 2019 | Sep. 29, 2019 | |
Business Acquisition [Line Items] | ||
Revenues | $ 533,098 | $ 1,590,206 |
Net income from continuing operations attributable to Belden common stockholders | $ 39,721 | $ 91,459 |
Diluted income from continuing operations per share attributable to Belden common stockholders | $ 0.89 | $ 2.21 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) | Jul. 02, 2020 | Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from disposal of business, net of cash sold | $ 50,051,000 | $ 0 | ||||
Discontinued Operations, Disposed of by Sale [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Tax effect of discontinued operation | $ 2,000,000 | |||||
Grass Valley | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Accrued interest | $ 3,600,000 | |||||
Revenues | 1,000,000 | |||||
Equity interest in divested business | $ 3,000,000 | |||||
Equity interest in divested business, percentage | 9.00% | |||||
Grass Valley | Discontinued Operations, Held-for-sale | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Asset impairment charges | 0 | $ 342,146,000 | 113,007,000 | 342,146,000 | ||
Capital expenditure, discontinued operations | 300,000 | 8,300,000 | 16,700,000 | 22,800,000 | ||
Share-based compensation, discontinued operations | 0 | 200,000 | 900,000 | 800,000 | ||
Accumulated other comprehensive income (loss), net of tax, discontinued operations | $ 42,300,000 | |||||
Revenues | $ 1,334,000 | $ 87,221,000 | $ 109,195,000 | $ 263,434,000 | ||
Grass Valley | Discontinued Operations, Disposed of by Sale [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Deferred compensation - earnout payments | $ 178,000,000 | |||||
Proceeds from divestiture of businesses | 120,000,000 | |||||
Proceeds from disposal of business, net of cash sold | 59,500,000 | |||||
Deferred consideration - seller's note | 175,000,000 | |||||
Paid-in-Kind interest | 88,000,000 | |||||
Fair value of note | $ 34,900,000 | |||||
Payment In Kind, Annual Interest Rate | 0.085 |
Discontinued Operations - Opera
Discontinued Operations - Operating Results of the Disposal Group (Details) - Grass Valley - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Revenues | $ 1,000 | |||
Discontinued Operations, Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Revenues | 1,334 | $ 87,221 | $ 109,195 | $ 263,434 |
Cost of sales | (1,008) | (50,622) | (70,199) | (153,012) |
Gross profit | 326 | 36,599 | 38,996 | 110,422 |
Selling, general and administrative expenses | (574) | (21,924) | (37,435) | (66,785) |
Research and development expenses | (610) | (7,360) | (15,083) | (28,526) |
Amortization of intangibles | 0 | (3,218) | 0 | (11,695) |
Asset impairment of discontinued operations | 0 | (342,146) | (113,007) | (342,146) |
Interest expense, net | (12) | (198) | (432) | (611) |
Non-operating pension benefit (cost) | 27 | (55) | (169) | (166) |
Loss before taxes | $ (843) | $ (338,302) | $ (127,130) | $ (339,507) |
Discontinued Operations - Asset
Discontinued Operations - Assets and Liabilities of the Disposal Group (Details) - Grass Valley - Discontinued Operations, Held-for-sale $ in Thousands | Dec. 31, 2019USD ($) |
Assets | |
Cash and cash equivalents | $ 18,405 |
Receivables, net | 117,386 |
Inventories, net | 55,002 |
Other current assets | 35,187 |
Plant, property, and equipment, less accumulated depreciation | 61,233 |
Operating lease right-of-use assets | 16,902 |
Goodwill | 26,707 |
Intangible assets, less accumulated depreciation | 143,459 |
Deferred income taxes | 59,560 |
Other long-lived assets | 21,652 |
Impairment of disposal group | (180,358) |
Disposal Group, Including Discontinued Operation, Assets, Total | 375,135 |
Liabilities | |
Accounts payable | 52,425 |
Accrued liabilities | 83,349 |
Postretirement benefits | 6,224 |
Deferred income taxes | 2,740 |
Long-term operating lease liabilities | 20,459 |
Other long-term liabilities | 5,082 |
Disposal Group, Including Discontinued Operation, Liabilities, Total | $ 170,279 |
Reportable Segments - Additiona
Reportable Segments - Additional Information (Details) - 9 months ended Sep. 27, 2020 | segment | Segment |
Segment Reporting [Abstract] | ||
Number of global business platforms | 2 | 2 |
Reportable Segments - Operating
Reportable Segments - Operating Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||||
Segment revenues | $ 475,839 | $ 533,098 | $ 1,364,176 | $ 1,581,590 | |
Depreciation expense | 10,500 | 10,000 | 31,100 | 30,000 | |
Amortization of intangibles | 16,104 | 19,026 | 48,306 | 56,258 | |
Severance, restructuring, and acquisition integration costs | 1,357 | 3,047 | 9,448 | 5,566 | |
Segment assets | 3,036,082 | 3,036,082 | $ 3,406,759 | ||
Enterprise Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | 229,097 | 247,236 | 644,684 | 699,644 | |
Severance, restructuring, and acquisition integration costs | 1,337 | 3,047 | 6,310 | 5,566 | |
Industrial Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | 246,742 | 285,862 | 719,492 | 881,946 | |
Severance, restructuring, and acquisition integration costs | 20 | 0 | 3,138 | 0 | |
Reportable Segment | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | 475,839 | 533,098 | 1,364,176 | 1,581,590 | |
Segment EBITDA | 64,641 | 90,717 | 173,560 | 258,331 | |
Depreciation expense | 10,455 | 9,979 | 31,069 | 29,990 | |
Amortization of intangibles | 16,104 | 19,026 | 48,306 | 56,258 | |
Amortization of software development intangible assets | 529 | 85 | 1,245 | 207 | |
Severance, restructuring, and acquisition integration costs | 1,357 | 3,047 | 9,448 | 5,566 | |
Purchase Accounting Effects, Acquisitions | 0 | (186) | 125 | 532 | |
Segment assets | 1,005,252 | 1,018,726 | 1,005,252 | 1,018,726 | |
Reportable Segment | Enterprise Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | 229,097 | 247,236 | 644,684 | 699,644 | |
Segment EBITDA | 26,250 | 35,868 | 73,193 | 93,074 | |
Depreciation expense | 5,005 | 4,919 | 15,208 | 14,576 | |
Amortization of intangibles | 5,408 | 6,269 | 16,266 | 16,694 | |
Amortization of software development intangible assets | 73 | 49 | 184 | 120 | |
Severance, restructuring, and acquisition integration costs | 1,337 | 3,047 | 6,310 | 5,566 | |
Purchase Accounting Effects, Acquisitions | (186) | 125 | 532 | ||
Segment assets | 519,142 | 517,448 | 519,142 | 517,448 | |
Reportable Segment | Industrial Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | 246,742 | 285,862 | 719,492 | 881,946 | |
Segment EBITDA | 38,391 | 54,849 | 100,367 | 165,257 | |
Depreciation expense | 5,450 | 5,060 | 15,861 | 15,414 | |
Amortization of intangibles | 10,696 | 12,757 | 32,040 | 39,564 | |
Amortization of software development intangible assets | 456 | 36 | 1,061 | 87 | |
Severance, restructuring, and acquisition integration costs | 20 | 0 | 3,138 | 0 | |
Purchase Accounting Effects, Acquisitions | 0 | 0 | 0 | ||
Segment assets | 486,110 | 501,278 | 486,110 | 501,278 | |
Affiliate revenues | Reportable Segment | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | 241 | 755 | 970 | 3,209 | |
Affiliate revenues | Reportable Segment | Enterprise Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | 231 | 753 | 940 | 3,190 | |
Affiliate revenues | Reportable Segment | Industrial Solutions | |||||
Segment Reporting Information [Line Items] | |||||
Segment revenues | $ 10 | $ 2 | $ 30 | $ 19 |
Reportable Segments - Reconcili
Reportable Segments - Reconciliation of Total Reportable Segments' Revenues and EBITDA to Consolidated Revenues and Consolidated Income Before Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Segment revenues | $ 475,839 | $ 533,098 | $ 1,364,176 | $ 1,581,590 |
Amortization of Intangible Assets | (16,104) | (19,026) | (48,306) | (56,258) |
Depreciation expense | (10,500) | (10,000) | (31,100) | (30,000) |
Severance, restructuring, and acquisition integration costs | (1,357) | (3,047) | (9,448) | (5,566) |
Operating income | 36,127 | 57,542 | 82,965 | 163,807 |
Interest expense, net | (15,607) | (14,002) | (43,188) | (41,951) |
Total non-operating pension benefit | 680 | 544 | 2,079 | 1,684 |
Consolidated income from continuing operations before taxes | 21,200 | 44,084 | 41,856 | 123,540 |
Reportable Segment | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Segment revenues | 475,839 | 533,098 | 1,364,176 | 1,581,590 |
Total Segment EBITDA | 64,641 | 90,717 | 173,560 | 258,331 |
Amortization of Intangible Assets | (16,104) | (19,026) | (48,306) | (56,258) |
Depreciation expense | (10,455) | (9,979) | (31,069) | (29,990) |
Severance, restructuring, and acquisition integration costs | (1,357) | (3,047) | (9,448) | (5,566) |
Amortization of software development intangible assets | (529) | (85) | (1,245) | (207) |
Purchase accounting effects related to acquisitions | 0 | 186 | (125) | (532) |
Intersegment Eliminations [Member] | ||||
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items] | ||||
Segment Elimination | $ (69) | $ (1,224) | $ (402) | $ (1,971) |
Income (loss) per Share - Basis
Income (loss) per Share - Basis for Income Per Share Computations (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Numerator: | ||||
Income from continuing operations | $ 20,569 | $ 38,031 | $ 38,633 | $ 107,361 |
Net Income (Loss) Attributable to Noncontrolling Interest | (85) | 6 | (79) | (60) |
Preferred Stock Dividends, Income Statement Impact | 0 | (971) | 0 | (18,437) |
Income from continuing operations attributable to Belden common stockholders | 20,484 | 37,066 | 38,554 | 88,864 |
Add: Loss from discontinued operations, net of tax | (6,231) | (335,046) | (103,395) | (336,908) |
Add: Gain on disposal of discontinued operations, net of tax | 2,743 | 0 | 2,743 | 0 |
Net income (loss) attributable to Belden common stockholders | $ 16,996 | $ (297,980) | $ (62,098) | $ (248,044) |
Denominator: | ||||
Weighted average shares outstanding, basic (in shares) | 44,567 | 44,444 | 44,834 | 41,090 |
Effect of dilutive common stock equivalents (in shares) | 142 | 166 | 134 | 209 |
Weighted average shares outstanding, diluted (in shares) | 44,709 | 44,610 | 44,968 | 41,299 |
Income (loss) per Share - Addit
Income (loss) per Share - Additional Information (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from diluted weighted average shares outstanding (in shares) | 1,600 | 1,400 | 1,500 | 1,200 |
Anti-dilutive shares excluded from diluted weighted average shares outstanding due to performance conditions not being met (in shares) | 400 | 300 | 400 | 300 |
Convertible Preferred Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive shares excluded from diluted weighted average shares outstanding (in shares) | 1,100 | 4,900 |
Credit Losses (Details)
Credit Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Sep. 27, 2020 | Jan. 01, 2020 | Dec. 31, 2019 | Sep. 29, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | |
Credit Loss [Line Items] | ||||||||||
Cumulative effect of change in accounting principle | $ (798,587) | $ (829,882) | $ (953,035) | $ (798,587) | $ (965,819) | $ (1,144,810) | $ (1,433,533) | $ (1,431,329) | $ (1,387,588) | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||||||
Accounts receivable, allowance for credit loss, beginning balance | 5,692 | 3,186 | 2,569 | 2,569 | ||||||
Current period provision | 2,621 | (172) | ||||||||
Writeoffs | (108) | (52) | ||||||||
Recoveries collected | (76) | (100) | (9) | |||||||
Fx impact | 29 | 37 | (213) | |||||||
Accounts receivable, allowance for credit loss, ending balance | 5,537 | 5,692 | 3,186 | $ 5,537 | ||||||
Accounting Standards Update [Extensible List] | us-gaap:AccountingStandardsUpdate201613Member | |||||||||
Revision of Prior Period, Accounting Standards Update, Adjustment | ||||||||||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||||||||||
Accounts receivable, allowance for credit loss, beginning balance | 1,011 | $ 1,011 | ||||||||
Retained Earnings | ||||||||||
Credit Loss [Line Items] | ||||||||||
Cumulative effect of change in accounting principle | $ (446,198) | $ (431,459) | $ (501,611) | $ (446,198) | $ (518,004) | $ (667,703) | $ (967,970) | $ (936,479) | $ (922,000) | |
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | ||||||||||
Credit Loss [Line Items] | ||||||||||
Cumulative effect of change in accounting principle | $ 2,900 | |||||||||
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | Continuing Operations | ||||||||||
Credit Loss [Line Items] | ||||||||||
Cumulative effect of change in accounting principle | 1,000 | |||||||||
Retained Earnings | Cumulative Effect, Period of Adoption, Adjustment | Discontinued Operations | ||||||||||
Credit Loss [Line Items] | ||||||||||
Cumulative effect of change in accounting principle | $ 1,900 |
Inventories - Major Classes of
Inventories - Major Classes of Inventories (Details) - USD ($) $ in Thousands | Sep. 27, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 112,957 | $ 98,530 |
Work-in-process | 34,348 | 34,717 |
Finished goods | 125,774 | 119,331 |
Gross inventories | 273,079 | 252,578 |
Excess and obsolete reserves | (28,264) | (21,245) |
Net inventories | $ 244,815 | $ 231,333 |
Leases Additional Information (
Leases Additional Information (Details) | 9 Months Ended |
Sep. 27, 2020 | |
Lessee, Lease, Description [Line Items] | |
Renewal term | 15 years |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Operating and finance lease, term of contract | 1 year |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Operating and finance lease, term of contract | 16 years |
Leases Components of Lease Expe
Leases Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Leases [Abstract] | ||||
Operating lease cost | $ 3,571 | $ 3,432 | $ 10,512 | $ 10,872 |
Amortization of right-of-use asset | 35 | 37 | 101 | 104 |
Interest on lease liabilities | 4 | 6 | 13 | 16 |
Total finance lease cost | $ 39 | $ 43 | $ 114 | $ 120 |
Leases Supplemental Cash Flow I
Leases Supplemental Cash Flow Information Related To Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Leases [Abstract] | ||||
Operating cash flows from operating leases | $ 3,891 | $ 3,528 | $ 11,352 | $ 10,770 |
Operating cash flows from finance leases | 4 | 6 | 13 | 20 |
Financing cash flows from finance leases | $ 43 | $ 64 | $ 130 | $ 210 |
Leases Supplemental Balance She
Leases Supplemental Balance Sheet Information Related To Leases (Details) - USD ($) $ in Thousands | Sep. 27, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Total operating lease right-of-use assets | $ 57,380 | $ 62,251 |
Accrued liabilities | 14,657 | 13,900 |
Long-term operating lease liabilities | 49,209 | 55,652 |
Total operating lease liabilities | 63,866 | 69,552 |
Other long-lived assets, at cost | 759 | 823 |
Accumulated depreciation | (449) | (391) |
Other long-lived assets, net | $ 310 | $ 432 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | us-gaap:AccruedLiabilitiesCurrent | |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | us-gaap:OtherAssetsNoncurrent |
Leases Supplemental Other Infor
Leases Supplemental Other Information Related To Leases (Details) | Sep. 27, 2020 | Dec. 31, 2019 |
Weighted Average Remaining Lease Term | ||
Operating leases | 5 years | 6 years |
Finance leases | 2 years | 3 years |
Weighted Average Discount Rate | ||
Operating leases | 6.60% | 6.90% |
Finance leases | 6.00% | 6.20% |
Leases Maturities of Lease Liab
Leases Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands | Sep. 27, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Lease liabilities, remainder of fiscal year | $ 5,080 | |
Lease liabilities, year one | 19,129 | $ 19,086 |
Lease liabilities, year two | 16,220 | 16,988 |
Lease liabilities, year three | 12,446 | 14,128 |
Lease liabilities, year four | 9,436 | 11,598 |
Lease liabilities, year five | 9,032 | |
Lease liabilities, Thereafter | 17,433 | 16,655 |
Lease liabilities, Total | $ 79,744 | $ 87,487 |
Long-Lived Assets - Additional
Long-Lived Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation expense | $ 10.5 | $ 10 | $ 31.1 | $ 30 |
Amortization of Intangible Assets Including Amortization of Software Development | $ 16.6 | $ 19.1 | $ 49.6 | $ 56.5 |
Excess of the FV over CV | ||||
Property, Plant and Equipment [Line Items] | ||||
Impairment Assumptions | 2.00% | |||
Discount Rates | ||||
Property, Plant and Equipment [Line Items] | ||||
Impairment Assumptions | 10.50% | |||
Compound Annual Revenue Growth Rates | ||||
Property, Plant and Equipment [Line Items] | ||||
Impairment Assumptions | 6.00% | |||
Long-term Revenue Growth Rates | ||||
Property, Plant and Equipment [Line Items] | ||||
Impairment Assumptions | 3.00% |
Severance, Restructuring and Ac
Severance, Restructuring and Acquisition Integration Activities - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | Dec. 31, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Severance, restructuring, and acquisition integration costs | $ 1,357 | $ 3,047 | $ 9,448 | $ 5,566 | |||
Restructuring and integration cost payable period | 60 days | ||||||
Cost of Sales | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Severance, restructuring, and acquisition integration costs | 85 | 792 | $ 222 | 1,092 | |||
Selling, General and Administrative Expenses | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Severance, restructuring, and acquisition integration costs | 1,272 | 2,255 | 9,226 | 4,474 | |||
Cost Reduction Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Severance, restructuring, and acquisition integration costs | 200 | 3,200 | |||||
Restructuring and Integration, Incremental costs | 9,600 | ||||||
New charges | 2,060 | $ 4,660 | $ 2,529 | ||||
Cost Reduction Plan | Forecast | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and Related Cost, Expected To Be Realized | $ 40,000 | ||||||
Cost Reduction Plan | Selling, General and Administrative Expenses | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and Related Cost, Expected Cost | 60,000 | 60,000 | |||||
PPC Broadband and Opterna Integration Program | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Severance, restructuring, and acquisition integration costs | $ 900 | $ 3,100 | 4,000 | $ 5,600 | |||
Restructuring and Integration, Incremental costs | $ 600 |
Severance, Restructuring and _2
Severance, Restructuring and Acquisition Integration Activities - Severance, Restructuring and Integration Costs by Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Severance | $ 641 | $ 269 | $ 2,294 | $ 269 |
Other Restructuring and Integration Costs | 716 | 2,778 | 7,154 | 5,297 |
Total Costs | 1,357 | 3,047 | 9,448 | 5,566 |
Enterprise Solutions | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance | 327 | 269 | 1,162 | 269 |
Other Restructuring and Integration Costs | 1,010 | 2,778 | 5,148 | 5,297 |
Total Costs | 1,337 | 3,047 | 6,310 | 5,566 |
Industrial Solutions | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance | 314 | 0 | 1,132 | 0 |
Other Restructuring and Integration Costs | (294) | 0 | 2,006 | 0 |
Total Costs | $ 20 | $ 0 | $ 3,138 | $ 0 |
Severance, Restructuring, and_3
Severance, Restructuring, and Acquisition Integration Activities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||||
Severance, restructuring, and acquisition integration costs | $ 1,357 | $ 3,047 | $ 9,448 | $ 5,566 |
Cost of sales | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance, restructuring, and acquisition integration costs | 85 | 792 | 222 | 1,092 |
Selling, general and administrative expenses | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Severance, restructuring, and acquisition integration costs | $ 1,272 | $ 2,255 | $ 9,226 | $ 4,474 |
Restructuring and Related Activ
Restructuring and Related Activities (Details) - Accrued Severance - Cost Reduction Plan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Sep. 27, 2020 | |
Restructuring Reserve [Roll Forward] | ||||
Restructuring Reserve, Beginning Balance | $ 11,698 | $ 13,385 | $ 19,575 | $ 19,575 |
New charges | 2,060 | 4,660 | 2,529 | |
Cash payments | (3,968) | (4,795) | (4,483) | |
Foreign currency translation | (156) | (132) | (89) | |
Other adjustments | (1,541) | (1,420) | (4,147) | |
Restructuring Reserve, Ending Balance | $ 8,093 | $ 11,698 | $ 13,385 | 8,093 |
Restructuring and Integration, Incremental costs | $ 9,600 |
Long-Term Debt and Other Borr_3
Long-Term Debt and Other Borrowing Arrangements - Carrying Values of Long-Term Debt and Other Borrowing Arrangements (Details) - USD ($) $ in Thousands | Sep. 27, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Total senior subordinated notes | $ 1,518,530 | $ 1,459,380 |
Less unamortized debt issuance costs | (17,814) | (19,896) |
Long-term debt | 1,500,716 | 1,439,484 |
Senior Subordinated Notes | ||
Debt Instrument [Line Items] | ||
Total senior subordinated notes | 1,518,500 | |
Revolving credit agreement due 2022 | ||
Debt Instrument [Line Items] | ||
Revolving credit agreement due 2022 | 0 | 0 |
3.875% Senior subordinated notes due 2028 | ||
Debt Instrument [Line Items] | ||
Total senior subordinated notes | $ 408,835 | 392,910 |
3.875% Senior subordinated notes due 2028 | Senior Subordinated Notes | ||
Debt Instrument [Line Items] | ||
Senior subordinated notes interest rate | 3.875% | |
3.375% Senior subordinated notes due 2027 | ||
Debt Instrument [Line Items] | ||
Total senior subordinated notes | $ 525,645 | 505,170 |
3.375% Senior subordinated notes due 2027 | Senior Subordinated Notes | ||
Debt Instrument [Line Items] | ||
Senior subordinated notes interest rate | 3.375% | |
4.125% Senior subordinated notes due 2026 | ||
Debt Instrument [Line Items] | ||
Total senior subordinated notes | $ 233,620 | 224,520 |
4.125% Senior subordinated notes due 2026 | Senior Subordinated Notes | ||
Debt Instrument [Line Items] | ||
Senior subordinated notes interest rate | 4.125% | |
2.875% Senior subordinated notes due 2025 | ||
Debt Instrument [Line Items] | ||
Total senior subordinated notes | $ 350,430 | $ 336,780 |
2.875% Senior subordinated notes due 2025 | Senior Subordinated Notes | ||
Debt Instrument [Line Items] | ||
Senior subordinated notes interest rate | 2.875% |
Long-Term Debt and Other Borr_4
Long-Term Debt and Other Borrowing Arrangements - Additional Information (Details) | May 16, 2017USD ($) | Sep. 27, 2020USD ($) | Jun. 28, 2020USD ($) | Sep. 27, 2020USD ($) | Sep. 29, 2019USD ($) | Sep. 27, 2020EUR (€) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | |||||||
Borrowings on revolver | $ 190,000,000 | $ 0 | |||||
Payments under borrowing arrangements | $ 90,000,000 | 190,000,000 | $ 0 | ||||
Senior subordinated notes | 1,518,530,000 | 1,518,530,000 | $ 1,459,380,000 | ||||
Senior Subordinated Notes | |||||||
Debt Instrument [Line Items] | |||||||
Senior subordinated notes | 1,518,500,000 | 1,518,500,000 | |||||
Fair value of senior subordinated notes | 1,500,200,000 | 1,500,200,000 | |||||
Revolving credit agreement due 2022 | |||||||
Debt Instrument [Line Items] | |||||||
Revolving credit agreement due 2022, maximum borrowing capacity | $ 400,000,000 | ||||||
Commitment fee percentage | 0.25% | ||||||
Fixed charge coverage, minimum threshold (as a percent) | 90.00% | ||||||
Payments under borrowing arrangements | 90,000,000 | $ 100,000,000 | |||||
Revolving credit agreement due 2022, borrowings outstanding | 0 | 0 | 0 | ||||
Revolving credit agreement due 2022, available borrowing capacity | 265,200,000 | 265,200,000 | |||||
Revolving credit agreement due 2022 | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate (as a percent) | 1.25% | ||||||
Revolving credit agreement due 2022 | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, basis spread on variable rate (as a percent) | 1.75% | ||||||
3.875% Senior subordinated notes due 2028 | |||||||
Debt Instrument [Line Items] | |||||||
Senior subordinated notes | $ 408,835,000 | $ 408,835,000 | 392,910,000 | ||||
3.875% Senior subordinated notes due 2028 | Senior Subordinated Notes | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount outstanding of senior subordinated notes | € | € 350,000,000 | ||||||
Senior subordinated notes interest rate | 3.875% | 3.875% | 3.875% | ||||
3.375% Senior subordinated notes due 2027 | |||||||
Debt Instrument [Line Items] | |||||||
Senior subordinated notes | $ 525,645,000 | $ 525,645,000 | 505,170,000 | ||||
3.375% Senior subordinated notes due 2027 | Senior Subordinated Notes | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount outstanding of senior subordinated notes | € | € 450,000,000 | ||||||
Senior subordinated notes interest rate | 3.375% | 3.375% | 3.375% | ||||
4.125% Senior subordinated notes due 2026 | |||||||
Debt Instrument [Line Items] | |||||||
Senior subordinated notes | $ 233,620,000 | $ 233,620,000 | 224,520,000 | ||||
4.125% Senior subordinated notes due 2026 | Senior Subordinated Notes | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount outstanding of senior subordinated notes | € | € 200,000,000 | ||||||
Senior subordinated notes interest rate | 4.125% | 4.125% | 4.125% | ||||
2.875% Senior subordinated notes due 2025 | |||||||
Debt Instrument [Line Items] | |||||||
Senior subordinated notes | $ 350,430,000 | $ 350,430,000 | $ 336,780,000 | ||||
2.875% Senior subordinated notes due 2025 | Senior Subordinated Notes | |||||||
Debt Instrument [Line Items] | |||||||
Aggregate principal amount outstanding of senior subordinated notes | € | € 300,000,000 | ||||||
Senior subordinated notes interest rate | 2.875% | 2.875% | 2.875% |
Net Investment Hedge (Details)
Net Investment Hedge (Details) $ in Thousands, € in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 27, 2020USD ($) | Sep. 29, 2019USD ($) | Sep. 27, 2020USD ($) | Sep. 29, 2019USD ($) | Sep. 27, 2020EUR (€) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Cumulative translation adjustment | $ (52,910) | $ 33,732 | $ (75,791) | $ 45,619 | |
Senior Subordinated Debt, Dedesignated | 532,200 | ||||
Senior Subordinated Notes | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Senior Subordinated Debt, Hedged | € | € 767.8 | ||||
Cumulative translation adjustment | $ (13,100) | $ 62,100 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (benefit) expense | $ (631) | $ (6,053) | $ (3,223) | $ (16,179) |
Effective tax rate | (3.00%) | 13.70% | 7.70% | 13.10% |
Income Tax Credits and Adjustments | $ 900 | $ 2,100 | $ 5,700 |
Pension and Other Postretirem_3
Pension and Other Postretirement Obligations - Components of Net Periodic Benefit Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 27, 2020 | Sep. 29, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Pension Obligations | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 885 | $ 978 | $ 2,709 | $ 2,952 |
Interest cost | 2,493 | 2,901 | 7,240 | 8,779 |
Expected return on plan assets | (4,091) | (3,841) | (12,035) | (11,978) |
Amortization of prior service cost (credit) | 47 | (143) | 136 | (117) |
Actuarial losses (gains) | 688 | 292 | 2,038 | 894 |
Net periodic benefit cost | 22 | 187 | 88 | 530 |
Other Postretirement Obligations | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 8 | 10 | 24 | 29 |
Interest cost | 202 | 273 | 599 | 815 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service cost (credit) | 0 | 0 | 0 | 0 |
Actuarial losses (gains) | (19) | (25) | (57) | (76) |
Net periodic benefit cost | $ 191 | $ 258 | $ 566 | $ 768 |
Comprehensive Income and Accu_3
Comprehensive Income and Accumulated Other Comprehensive Income (Loss) - Total Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Sep. 29, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | |
Equity [Abstract] | ||||||||
Net loss | $ 17,081 | $ (67,881) | $ (11,219) | $ (297,015) | $ 42,290 | $ 25,178 | $ (62,019) | $ (229,547) |
Foreign currency translation adjustments, net of $0.0 million, $0.2 million, $1.0 million, and $0.6 million tax, respectively | (52,910) | 33,732 | (75,791) | 45,619 | ||||
Adjustments to pension and postretirement liability, net of $0.1 million, $0.0 million, $0.3 million, and $0.2 million tax, respectively | 1,136 | 120 | 1,891 | 591 | ||||
Total comprehensive loss | (34,693) | (263,163) | (135,919) | (183,337) | ||||
Less: Comprehensive income attributable to noncontrolling interests | 228 | 367 | 219 | 474 | ||||
Comprehensive loss attributable to Belden | (34,921) | (263,530) | (136,138) | (183,811) | ||||
Foreign currency translation, tax income (loss) | 0 | (200) | (1,000) | (600) | ||||
Adjustments to pension and postretirement liability, Tax | $ 100 | $ 0 | $ 300 | $ 200 |
Comprehensive Income and Accu_4
Comprehensive Income and Accumulated Other Comprehensive Income (Loss) - Components of Other Comprehensive Income (Loss), Net of Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 27, 2020 | Jun. 28, 2020 | Mar. 29, 2020 | Sep. 29, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 27, 2020 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||||||
Beginning balance | $ 829,882 | $ 953,035 | $ 965,819 | $ 1,433,533 | $ 1,431,329 | $ 1,387,588 | $ 965,819 |
Other comprehensive loss attributable to Belden before reclassifications | (86,076) | ||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 12,036 | ||||||
Net current period other comprehensive gain (loss) attributable to Belden | (51,774) | (44,299) | 22,173 | 33,853 | (16,653) | 29,010 | |
Ending balance | 798,587 | $ 829,882 | 953,035 | $ 1,144,810 | $ 1,433,533 | $ 1,431,329 | 798,587 |
Accumulated Other Comprehensive Income (Loss) | |||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||||||
Beginning balance | (63,418) | (63,418) | |||||
Net current period other comprehensive gain (loss) attributable to Belden | (74,040) | ||||||
Ending balance | (137,458) | (137,458) | |||||
Accumulated Foreign Currency Adjustment Attributable to Noncontrolling Interest | |||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||||||
Beginning balance | (18,225) | (18,225) | |||||
Other comprehensive loss attributable to Belden before reclassifications | (86,076) | ||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 10,145 | ||||||
Net current period other comprehensive gain (loss) attributable to Belden | (75,931) | ||||||
Ending balance | (94,156) | (94,156) | |||||
Accumulated Defined Benefit Plans Adjustment Attributable to Noncontrolling Interest | |||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||||||
Beginning balance | $ (45,193) | (45,193) | |||||
Other comprehensive loss attributable to Belden before reclassifications | 0 | ||||||
Amounts reclassified from accumulated other comprehensive income (loss) | 1,891 | ||||||
Net current period other comprehensive gain (loss) attributable to Belden | 1,891 | ||||||
Ending balance | $ (43,302) | $ (43,302) |
Comprehensive Income and Accu_5
Comprehensive Income and Accumulated Other Comprehensive Income (Loss) - Summary of Effects of Reclassifications from Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 9 Months Ended |
Sep. 27, 2020USD ($) | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Total net of tax | $ (12,036) |
Reclassification out of Accumulated Other Comprehensive Income | Actuarial losses | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Total before tax | 1,408 |
Reclassification out of Accumulated Other Comprehensive Income | Accumulated losses of Grass Valley disposal group | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Total before tax | 771 |
Reclassification out of Accumulated Other Comprehensive Income | Prior service cost | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Total before tax | 62 |
Reclassification out of Accumulated Other Comprehensive Income | Pension and Other Postretirement Benefit Plans | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Total before tax | 2,241 |
Tax benefit | (350) |
Total net of tax | 1,891 |
Reclassification out of Accumulated Other Comprehensive Income | Accumulated foreign currency adjustment, associated with disposal group | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |
Total before tax | $ 10,100 |
Preferred Stock Preferred Stock
Preferred Stock Preferred Stock (Details) $ / shares in Units, $ in Thousands | Jul. 15, 2019shares | Sep. 27, 2020USD ($) | Sep. 29, 2019USD ($) | Sep. 27, 2020USD ($) | Sep. 29, 2019USD ($) | Dec. 31, 2016USD ($)$ / sharesshares |
Class of Stock [Line Items] | ||||||
Preferred stock dividends | $ | $ 0 | $ 971 | $ 0 | $ 18,437 | ||
Depository Shares | ||||||
Class of Stock [Line Items] | ||||||
Depository shares issued (in shares) | 5,200,000 | |||||
Interest in preferred stock per depository share | 0.01 | |||||
Six Point Seven Five Percentage Series B Mandatory Convertible Preferred Stock | ||||||
Class of Stock [Line Items] | ||||||
Percentage of issued shares | 6.75% | |||||
Proceeds from offering, net | $ | $ 501,000 | |||||
Offering price per share (in usd per share) | $ / shares | $ 100 | |||||
Preferred stock converted in to common stock (in shares) | 132.50 | |||||
Number of common stock issued upon conversion (in shares) | 6,900,000 |
Share Repurchase (Details)
Share Repurchase (Details) - USD ($) $ / shares in Units, shares in Millions | 3 Months Ended | 9 Months Ended | |||||
Jun. 28, 2020 | Mar. 29, 2020 | Sep. 29, 2019 | Jun. 30, 2019 | Sep. 27, 2020 | Sep. 29, 2019 | Nov. 29, 2018 | |
Equity [Abstract] | |||||||
Stock repurchase program, authorized amount | $ 300,000,000 | ||||||
Shares repurchase program (in shares) | 0.5 | 1 | 0.9 | ||||
Value of shares repurchased | $ 13,761,000 | $ 21,239,000 | $ 27,185,000 | $ 22,815,000 | $ 35,000,000 | $ 50,000,000 | |
Treasury stock acquired, average cost per share (in usd per share) | $ 55.17 | $ 35.83 | $ 56.19 |