arw-20200730
0000007536FALSE00000075362020-07-302020-07-30

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549


FORM 8-K


CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 30, 2020

ARROW ELECTRONICS INC
(Exact Name of Registrant as Specified in Charter)

New York1-448211-1806155
(State or Other Jurisdiction(Commission(IRS Employer
of Incorporation)File Number)Identification No.)

9201 East Dry Creek Road,Centennial,CO80112
(Address of principal executive offices)(Zip Code)

Registrant's telephone number, including area code: (303) 824-4000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of the exchange on which registered
Common Stock, $1 par valueARWNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
          
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 



  ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On July 30, 2020, the Registrant issued a press release announcing its second quarter 2020 earnings.  A copy of the press release is attached hereto as an Exhibit (99.1).

On July 30, 2020, the Registrant also issued a press release containing a second quarter 2020 CFO commentary related to its second quarter 2020 earnings.  A copy of that press release is attached hereto as an Exhibit (99.2).

The information in this Current Report on Form 8-K and the Exhibit attached hereto is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)           EXHIBITS

99.1 Earnings press release dated July 30, 2020.

99.2 CFO commentary press release dated July 30, 2020.



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

  ARROW ELECTRONICS, INC.
 
   
Date:July 30, 2020By:/s/ Lily Hughes
  Name:Lily Hughes
  Title:Senior Vice President, Chief Legal Officer and Corporate Secretary
 

EXHIBIT INDEX

ExhibitDescription
   
99.1
   
99.2


ARROW ELECTRONICS, INC.
9201 E. DRY CREEK ROAD
CENTENNIAL, CO 80112
303-824-4000
NEWS

Exhibit 99.1
Arrow Electronics Reports Second-Quarter 2020 Results
-- Cash Provided by Operating Activities of $418 Million --
-- Announces Additional $600 Million Share Repurchase Program --
CENTENNIAL, Colo.--(BUSINESS WIRE)-July 30, 2020--Arrow Electronics, Inc. (NYSE:ARW) today reported second-quarter 2020 sales of $6.61 billion, a decrease of 10 percent from sales of $7.34 billion in the second quarter of 2019. Second-quarter sales, as adjusted, decreased 8 percent year over year. Second-quarter net income of $133 million, or $1.68 per share on a diluted basis, compared with a net loss of $(549) million, or $(6.48) per share on a diluted basis, in the second quarter of 2019. Excluding certain items1, net income, as adjusted, was $126 million, or $1.59 per share on a diluted basis, in the second quarter of 2020, compared with net income, as adjusted, of $137 million, or $1.60 per share on a diluted basis, in the second quarter of 2019.
“Arrow has again proven to be a source of reliability and stability for suppliers and customers amidst supply chain disruptions and an uncertain economic backdrop. Our efforts to expand our engineering and design expertise both prior to and during the COVID-19 pandemic are helping customers quickly get back to business,” said Michael J. Long, chairman, president, and chief executive officer. “In turn, our vital position in the technology ecosystem, and our ever-expanding capabilities drove results above our expectations.”
Global components second-quarter sales of $4.72 billion decreased 10 percent year over year. Sales, as adjusted, decreased 8 percent year over year. Asia-Pacific components sales increased 7 percent year over year. Europe components sales decreased 21 percent year over year. Sales in the region, as adjusted, decreased 18 percent year over year. Americas components sales decreased 21 percent year over year. Sales in the region, as adjusted, decreased 18 percent year over year. Global components second-quarter operating income was $182 million. Second-quarter operating income, as adjusted, was $177 million.
“Arrow is harnessing data from billions of transactions with thousands of customers to sell and deliver the products and solutions that our customers want when they need them,” continued Mr. Long. “Sales were above the high end of our expectation driven by Asia that has seen a remarkable rebound in manufacturing activity due to earlier pandemic onset and recovery.”
Global enterprise computing solutions second-quarter sales of $1.89 billion decreased 9 percent year over year. Sales, as adjusted, decreased 8 percent year over year. Europe enterprise computing solutions sales decreased 6 percent year over year. Sales in the region, as adjusted, decreased 4 percent year over year. Americas enterprise computing solutions sales decreased 11 percent year over year. Global enterprise computing solutions second-quarter operating income was $73 million. Second-quarter operating income, as adjusted, was $80 million.
“In terms of product segments, demand remains strong for the software, cloud, and security solutions needed to enable business continuity and remote working,” said Mr. Long. “We continue to evolve our portfolio to areas with greater long-term growth potential.”

“With financial returns improving and the effective management of our balance sheet and cash flow, we enhanced our commitment to returning excess cash to shareholders through a new $600 million repurchase authorization,” said Chris Stansbury, senior vice president and chief financial officer. “Our liquidity position remains the best in our company’s history and improved further, with more than $3.2 billion of undrawn committed borrowing capacity in addition to cash on hand.”










1 A reconciliation of non-GAAP adjusted financial measures, including sales, gross profit, operating income, net income attributable to shareholders, and net income per share, as adjusted, to GAAP financial measures is presented in the reconciliation tables included herein.
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THIRD-QUARTER 2020 OUTLOOK
•Consolidated sales of $6.325 billion to $6.925 billion, with global components sales of $4.675 billion to $4.975 billion, and global enterprise computing solutions sales of $1.65 billion to $1.95 billion
•Earnings per share on a diluted basis of $1.34 to $1.50, and earnings per share on a diluted basis, excluding certain items1 of $1.54 to $1.70 per share
•Average tax rate of approximately 24 percent compared to the long-term range of 23 to 25 percent
•Average diluted shares outstanding of 78.5 million
•Interest expense of approximately $33 million

Third-Quarter 2020 Outlook
Reported GAAP measureIntangible amortization expenseRestructuring & integration chargesNon-GAAP measure
Net income per diluted share$1.34 - $1.50$0.10$0.10$1.54 - $1.70
Please refer to the CFO commentary, which can be found at investor.arrow.com, as a supplement to the company’s earnings release.
Arrow Electronics guides innovation forward for over 175,000 leading technology manufacturers and service providers. With 2019 sales of $29 billion, Arrow develops technology solutions that improve business and daily life. Learn more at fiveyearsout.com.
Information Relating to Forward-Looking Statements
This press release includes forward-looking statements that are subject to numerous assumptions, risks, and uncertainties, which could cause actual results or facts to differ materially from such statements for a variety of reasons, including, but not limited to: potential adverse effects of the ongoing global coronavirus pandemic, including actions taken to contain or treat the coronavirus, industry conditions, changes in product supply, pricing and customer demand, competition, other vagaries in the global components and global ECS markets, changes in relationships with key suppliers, increased profit margin pressure, changes in legal and regulatory matters, non-compliance with certain regulations, such as export, anti-trust, and anti-corruption laws, foreign tax and other loss contingencies, and the company's ability to generate cash flow. For a further discussion of these and other factors that could cause the company’s future results to differ materially from any forward-looking statements, see the section entitled “Risk Factors” in the company's Annual Report on Form 10-K for the year ended December 31, 2019 and the risk factor update in Form 10-Q for the quarter ended June 27, 2020. Forward-looking statements are those statements which are not statements of historical fact. These forward-looking statements can be identified by forward-looking words such as “expects,” “anticipates,” “intends,” “plans,” “may,” “will,” “believes,” “seeks,” “estimates,” and similar expressions. Shareholders and other readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. The company undertakes no obligation to update publicly or revise any of the forward-looking statements.
Certain Non-GAAP Financial Information
In addition to disclosing financial results that are determined in accordance with accounting principles generally accepted in the United States (“GAAP”), the company also provides certain non-GAAP financial information relating to sales, operating income, net income attributable to shareholders, and net income per basic and diluted share.
The company provides sales, gross profit, and operating expenses as adjusted for the impact of changes in foreign currencies (referred to as "changes in foreign currencies") by re-translating prior period results at current period foreign exchange rates, the impact of dispositions by adjusting the company’s operating results for businesses disposed, as if the dispositions had occurred at the beginning of the earliest period presented (referred to as "dispositions"), the impact of the company’s personal computer and mobility asset disposition business (referred to as "wind down"), the impact of inventory write-downs related to the digital business (referred to as “digital inventory write-downs and recoveries”), and the impact of the notes receivable reserves and inventory write-downs related to the AFS business (referred to as “AFS notes receivable reserves and recoveries” and “AFS inventory write-downs and recoveries,” respectively). Operating income is adjusted to exclude identifiable intangible asset amortization, restructuring, integration, and other charges, loss on disposition of businesses, net, AFS notes receivable reserves and credits and inventory write-downs and recoveries, digital inventory write-downs and recoveries, the impact of non-cash charges related to goodwill, trade names, and long-lived assets, and the impact of wind down. Net income attributable to shareholders, and net income per basic and diluted share are adjusted to exclude identifiable intangible asset amortization, restructuring, integration, and other charges, loss on disposition of businesses, net, AFS notes receivable reserves and credits and inventory write-downs and recoveries, digital inventory write-downs and recoveries, net gains and losses on investments, the impact of non-cash charges related to goodwill, trade
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names, and long-lived assets, certain tax adjustments, and the impact of wind down. A reconciliation of the company’s non-GAAP financial information to GAAP is set forth in the tables below.
The company believes that such non-GAAP financial information is useful to investors to assist in assessing and understanding the company’s operating performance and underlying trends in the company’s business because management considers these items referred to above to be outside the company’s core operating results. This non-GAAP financial information is among the primary indicators management uses as a basis for evaluating the company’s financial and operating performance. In addition, the company’s Board of Directors may use this non-GAAP financial information in evaluating management performance and setting management compensation.
The presentation of this additional non-GAAP financial information is not meant to be considered in isolation or as a substitute for, or alternative to, sales, operating income, net income and net income per basic and diluted share determined in accordance with GAAP. Analysis of results and outlook on a non-GAAP basis should be used as a complement to, and in conjunction with, data presented in accordance with GAAP.
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ARROW ELECTRONICS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands except per share data)
(Unaudited)
Quarter EndedSix Months Ended
June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Sales$6,606,494  $7,344,548  $12,987,911  $14,500,539  
Cost of sales5,856,031  6,529,639  11,509,057  12,823,942  
Gross profit750,463  814,909  1,478,854  1,676,597  
Operating expenses:
Selling, general, and administrative expenses
501,470  599,212  1,035,309  1,155,288  
Depreciation and amortization
46,812  46,982  93,922  94,508  
Loss on disposition of businesses, net
—  —  —  866  
Impairments
4,918  697,993  4,918  697,993  
Restructuring, integration, and other charges
650  19,912  9,788  31,572  
553,850  1,364,099  1,143,937  1,980,227  
Operating income (loss)196,613  (549,190) 334,917  (303,630) 
Equity in earnings (losses) of affiliated companies(283) 382  247  (1,085) 
Gain (loss) on investments, net10,901  1,390  (5,909) 6,738  
Employee benefit plan expense(1,173) (1,139) (2,282) (2,278) 
Interest and other financing expense, net(31,867) (51,563) (75,135) (103,544) 
Income (loss) before income taxes174,191  (600,120) 251,838  (403,799) 
Provision (benefit) for income taxes40,854  (52,369) 68,746  1,538  
Consolidated net income (loss)133,337  (547,751) 183,092  (405,337) 
Noncontrolling interests533  1,215  785  2,894  
Net income (loss) attributable to shareholders$132,804  $(548,966) $182,307  $(408,231) 
Net income (loss) per share:
Basic
$1.69  $(6.48) $2.29  $(4.80) 
Diluted
$1.68  $(6.48) $2.28  $(4.80) 
Weighted-average shares outstanding:
Basic
78,677  84,652  79,527  85,022  
Diluted
79,226  84,652  80,113  85,022  
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ARROW ELECTRONICS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands except par value)
(Unaudited)
June 27, 2020December 31, 2019
ASSETS
Current assets:
Cash and cash equivalents$205,828  $300,103  
Accounts receivable, net7,954,038  8,482,687  
Inventories3,420,912  3,477,120  
Other current assets213,190  266,249  
Total current assets11,793,968  12,526,159  
Property, plant, and equipment, at cost:  
Land7,743  7,793  
Buildings and improvements188,563  173,370  
Machinery and equipment1,501,919  1,481,525  
 1,698,225  1,662,688  
Less: Accumulated depreciation and amortization(900,035) (859,578) 
Property, plant, and equipment, net798,190  803,110  
Investments in affiliated companies80,756  86,942  
Intangible assets, net249,528  271,903  
Goodwill2,052,128  2,061,322  
Other assets629,891  651,360  
Total assets$15,604,461  $16,400,796  
LIABILITIES AND EQUITY  
Current liabilities:  
Accounts payable$6,967,180  $7,046,221  
Accrued expenses920,929  880,507  
Short-term borrowings, including current portion of long-term debt244,323  331,431  
Total current liabilities8,132,432  8,258,159  
Long-term debt2,098,369  2,640,129  
Other liabilities623,712  636,115  
Commitments and contingencies
Equity:  
Shareholders’ equity:  
Common stock, par value $1:
  
Authorized - 160,000 shares in both 2020 and 2019, respectively
  
Issued - 125,424 shares in both 2020 and 2019, respectively
125,424  125,424  
Capital in excess of par value
1,151,895  1,150,006  
Treasury stock (47,806 and 44,804 shares in 2020 and 2019, respectively), at cost
(2,542,629) (2,332,548) 
Retained earnings
6,277,620  6,131,248  
Accumulated other comprehensive loss
(317,489) (262,211) 
Total shareholders’ equity4,694,821  4,811,919  
Noncontrolling interests55,127  54,474  
Total equity4,749,948  4,866,393  
Total liabilities and equity$15,604,461  $16,400,796  
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ARROW ELECTRONICS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Quarter Ended
June 27, 2020June 29, 2019
Cash flows from operating activities:
Consolidated net income (loss)
$133,337  $(547,751) 
Adjustments to reconcile consolidated net income (loss) to net cash provided by operations:
Depreciation and amortization
46,812  46,982  
Amortization of stock-based compensation
8,397  8,539  
Equity in (earnings) losses of affiliated companies
283  (382) 
Deferred income taxes
13,732  (78,814) 
Impairments
4,918  697,993  
Gain on investments, net
(10,885) (1,390) 
Other
253  6,381  
Change in assets and liabilities, net of effects of acquired and disposed businesses:
Accounts receivable, net
(112,437) (54,436) 
Inventories
(80,465) 143,740  
Accounts payable
292,024  193,832  
Accrued expenses
102,369  (21,102) 
Other assets and liabilities
19,907  11,826  
Net cash provided by operating activities418,245  405,418  
Cash flows from investing activities:
Proceeds from disposition of businesses—  9,460  
Acquisition of property, plant, and equipment(31,571) (47,821) 
Net cash used for investing activities(31,571) (38,361) 
Cash flows from financing activities:
Change in short-term and other borrowings77,165  (66,112) 
Repayments of long-term bank borrowings, net(123,113) (216,046) 
Redemption of notes(209,366) —  
Proceeds from exercise of stock options1,750  2,691  
Repurchases of common stock(72,750) (146,999) 
Settlement of forward-starting interest rate swap(48,378) —  
Other(141) (147) 
Net cash used for financing activities(374,833) (426,613) 
Effect of exchange rate changes on cash(7,011) (22,354) 
Net increase (decrease) in cash and cash equivalents4,830  (81,910) 
Cash and cash equivalents at beginning of period200,998  351,899  
Cash and cash equivalents at end of period$205,828  $269,989  
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ARROW ELECTRONICS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
Six Months Ended
June 27, 2020June 29, 2019
Cash flows from operating activities:
Consolidated net income (loss)$183,092  $(405,337) 
Adjustments to reconcile consolidated net income (loss) to net cash provided by operations:
Depreciation and amortization93,922  94,508  
Amortization of stock-based compensation22,317  27,629  
Equity in (earnings) losses of affiliated companies(247) 1,085  
Deferred income taxes46,345  (71,846) 
Impairments4,918  697,993  
(Gain) loss on investments, net5,925  (6,738) 
Other48  11,956  
Change in assets and liabilities, net of effects of acquired and disposed businesses:
Accounts receivable, net446,168  895,553  
Inventories52,927  278,142  
Accounts payable(51,027) (1,346,176) 
Accrued expenses71,043  (71,394) 
Other assets and liabilities9,679  (28,956) 
Net cash provided by operating activities885,110  76,419  
Cash flows from investing activities:
Proceeds from disposition of businesses—  9,460  
Acquisition of property, plant, and equipment(59,542) (81,636) 
Other(5,466) 2,940  
Net cash used for investing activities(65,008) (69,236) 
Cash flows from financing activities:
Change in short-term and other borrowings(7,189) (173,356) 
Proceeds from (repayments of) long-term bank borrowings, net(411,690) 118,977  
Redemption of notes(209,366) —  
Proceeds from exercise of stock options3,730  9,622  
Repurchases of common stock(231,739) (200,924) 
Settlement of forward-starting interest rate swap(48,378) —  
Other(141) (147) 
Net cash used for financing activities(904,773) (245,828) 
Effect of exchange rate changes on cash(9,604) (693) 
Net decrease in cash and cash equivalents(94,275) (239,338) 
Cash and cash equivalents at beginning of period300,103  509,327  
Cash and cash equivalents at end of period$205,828  $269,989  
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ARROW ELECTRONICS, INC.
NON-GAAP SALES RECONCILIATION
(In thousands)
(Unaudited)
Quarter Ended
June 27, 2020June 29, 2019% Change
Consolidated sales, as reported$6,606,494  $7,344,548  (10.0)%
Impact of changes in foreign currencies—  (65,177) 
Impact of wind down—  (77,914) 
Consolidated sales, as adjusted$6,606,494  $7,201,457  (8.3)%
Global components sales, as reported$4,721,255  $5,270,935  (10.4)%
Impact of changes in foreign currencies—  (40,092) 
Impact of wind down—  (77,914) 
Global components sales, as adjusted$4,721,255  $5,152,929  (8.4)%
Americas Components sales, as reported$1,488,901  $1,876,799  (20.7)%
Impact of changes in foreign currencies—  (2,372) 
Impact of wind down—  (60,860) 
Americas Components sales, as adjusted$1,488,901  $1,813,567  (17.9)%
Europe components sales, as reported$1,118,417  $1,415,888  (21.0)%
Impact of changes in foreign currencies—  (29,548) 
Impact of wind down—  (17,054) 
Europe components sales, as adjusted$1,118,417  $1,369,286  (18.3)%
Asia components sales, as reported$2,113,937  $1,978,248  6.9 %
Impact of changes in foreign currencies—  (8,172) 
Asia components sales, as adjusted$2,113,937  $1,970,076  7.3 %
Global ECS sales, as reported$1,885,239  $2,073,613  (9.1)%
Impact of changes in foreign currencies—  (25,085) 
Global ECS sales, as adjusted$1,885,239  $2,048,528  (8.0)%
Europe ECS sales, as reported$661,983  $701,157  (5.6)%
Impact of changes in foreign currencies—  (14,983) 
Europe ECS sales, as adjusted$661,983  $686,174  (3.5)%
Americas ECS sales, as reported$1,223,256  $1,372,456  (10.9)%
Impact of changes in foreign currencies—  (10,102) 
Americas ECS sales, as adjusted$1,223,256  $1,362,354  (10.2)%
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ARROW ELECTRONICS, INC.
NON-GAAP SALES RECONCILIATION
(In thousands)
(Unaudited)
Six Months Ended
June 27, 2020June 29, 2019% Change
Consolidated sales, as reported$12,987,911  $14,500,539  (10.4)%
Impact of changes in foreign currencies—  (138,687) 
Impact of wind down and dispositions—  (172,109) 
Consolidated sales, as adjusted$12,987,911  $14,189,743  (8.5)%
Global components sales, as reported$9,271,856  $10,462,862  (11.4)%
Impact of changes in foreign currencies—  (88,771) 
Impact of wind down—  (160,968) 
Global components sales, as adjusted$9,271,856  $10,213,123  (9.2)%
Americas Components sales, as reported$3,041,699  $3,783,828  (19.6)%
Impact of changes in foreign currencies—  (3,760) 
Impact of wind down—  (123,726) 
Americas Components sales, as adjusted$3,041,699  $3,656,342  (16.8)%
Europe components sales, as reported$2,428,407  $2,919,254  (16.8)%
Impact of changes in foreign currencies—  (69,049) 
Impact of wind down—  (37,242) 
Europe components sales, as adjusted$2,428,407  $2,812,963  (13.7)%
Asia components sales, as reported$3,801,750  $3,759,780  1.1 %
Impact of changes in foreign currencies—  (15,962) 
Asia components sales, as adjusted$3,801,750  $3,743,818  1.5 %
Global ECS sales, as reported$3,716,055  $4,037,677  (8.0)%
Impact of changes in foreign currencies—  (49,916) 
Impact of dispositions—  (11,141) 
Global ECS sales, as adjusted$3,716,055  $3,976,620  (6.6)%
Europe ECS sales, as reported$1,364,111  $1,464,314  (6.8)%
Impact of changes in foreign currencies—  (33,663) 
Impact of dispositions—  (11,141) 
Europe ECS sales, as adjusted$1,364,111  $1,419,510  (3.9)%
Americas ECS sales, as reported$2,351,944  $2,573,363  (8.6)%
Impact of changes in foreign currencies—  (16,253) 
Americas ECS sales, as adjusted$2,351,944  $2,557,110  (8.0)%

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ARROW ELECTRONICS, INC.
NON-GAAP EARNINGS RECONCILIATION
(In thousands except per share data)
(Unaudited)
Three months ended June 27, 2020
Reported
GAAP
measure
Intangible
amortization
expense
Restructuring
& Integration
charges
AFS Write DownsDigital Write Downs
Impairments(1)
Impact of Wind Down
Other(2)
Non-GAAP
measure
Sales$6,606,494  $—  $—  $—  $—  $—  $—  $—  $6,606,494  
Gross Profit750,463  —  —  —  —  —  (10,696) —  739,767  
Operating income196,613  9,734  650  197  —  4,918  (11,824) —  200,288  
Income before income taxes174,191  9,734  650  197  —  4,918  (11,814) (10,901) 166,975  
Provision for income taxes40,854  2,501  313  47  —  1,800  (2,662) (2,631) 40,222  
Consolidated net income133,337  7,233  337  150  —  3,118  (9,152) (8,270) 126,753  
Noncontrolling interests533  137  —  —  —  —  —  —  670  
Net income attributable to shareholders$132,804  $7,096  $337  $150  $—  $3,118  $(9,152) $(8,270) 126,083  
Net income per diluted share(6)
$1.68  $0.09  $—  $—  $—  $0.04  $(0.12) $(0.10) $1.59  
Effective tax rate23.5 %24.1 %
Three months ended June 29, 2019
Reported
GAAP
measure
Intangible
amortization
expense(3)
Restructuring
& Integration
charges(3)
AFS Write DownsDigital Write Downs
Impairments(4)
Impact of Wind Down(3)
Other(2)
Non-GAAP
measure
Sales$7,344,548  $—  $—  $—  $—  $—  $(77,914) $—  $7,266,634  
Gross Profit814,909  —  —  1,868  20,114  —  4,305  —  841,196  
Operating income (loss)(549,190) 8,665  19,906  15,851  20,114  623,085  104,219  —  242,650  
Income (loss) before income taxes(600,120) 8,665  19,906  15,851  20,114  623,085  104,229  (1,390) 190,340  
Provision for income taxes(52,369) 2,463  4,865  3,910  4,962  64,246  24,730  (382) 52,425  
Consolidated net income (loss)(547,751) 6,202  15,041  11,941  15,152  558,839  79,499  (1,008) 137,915  
Noncontrolling interests1,215  140  —  —  —  —  —  —  1,355  
Net income (loss) attributable to shareholders$(548,966) $6,062  $15,041  $11,941  $15,152  $558,839  $79,499  $(1,008) $136,560  
Net income (loss) per diluted share(6)
$(6.48) $0.07  $0.18  $0.14  $0.18  $6.60  $0.94  $(0.01) $1.60  
Effective tax rate8.7 %27.5 %
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10





ARROW ELECTRONICS, INC.
NON-GAAP EARNINGS RECONCILIATION
(In thousands except per share data)
(Unaudited)
Six months ended June 27, 2020
Reported GAAP measureIntangible amortization expenseRestructuring & Integration chargesAFS Write DownsDigital Write Downs
Impairments(1)
Impact of Wind DownNon-recurring tax items
Other(2)
Non-GAAP measure
Sales$12,987,911  $—  $—  $—  $—  $—  $—  $—  $—  $12,987,911  
Gross Profit1,478,854  —  —  —  —  —  (10,696) —  —  1,468,158  
Operating income334,917  19,689  9,788  (723) —  4,918  (11,824) —  —  356,765  
Income before income taxes251,838  19,689  9,788  (723) —  4,918  (11,814) —  5,909  279,605  
Provision for income taxes68,746  5,065  2,884  (175) —  1,800  (2,662) (3,615) 1,426  73,469  
Consolidated net income183,092  14,624  6,904  (548) —  3,118  (9,152) 3,615  4,483  206,136  
Noncontrolling interests785  274  —  —  —  —  —  —  —  1,059  
Net income attributable to shareholders$182,307  $14,350  $6,904  $(548) $—  $3,118  $(9,152) $3,615  $4,483  $205,077  
Net income per diluted share(6)
$2.28  $0.18  $0.09  $(0.01) $—  $0.04  $(0.11) $0.05  $0.06  $2.56  
Effective tax rate27.3 %26.3 %
Six months ended June 29, 2019
Reported GAAP measure
Intangible amortization expense(3)
Restructuring & Integration charges(3)
AFS Write DownsDigital Write Downs
Impairments(4)
Impact of Wind Down(3)
Non-recurring tax items
Other(5)
Non-GAAP measure
Sales$14,500,539  $—  $—  $—  $—  $—  $(160,968) $—  $—  $14,339,571  
Gross Profit1,676,597  —  —  1,868  20,114  —  (3,822) —  —  1,694,757  
Operating income (loss)(303,630) 17,807  30,992  15,851  20,114  623,085  114,415  —  866  519,500  
Income (loss) before income taxes(403,799) 17,807  30,992  15,851  20,114  623,085  114,572  —  (5,872) 412,750  
Provision for income taxes1,538  5,003  7,576  3,910  4,962  64,246  27,258  (3,502) (1,701) 109,290  
Consolidated net income (loss)(405,337) 12,804  23,416  11,941  15,152  558,839  87,314  3,502  (4,171) 303,460  
Noncontrolling interests2,894  282  —  —  —  —  —  —  —  3,176  
Net income (loss) attributable to shareholders$(408,231) $12,522  $23,416  $11,941  $15,152  $558,839  $87,314  $3,502  $(4,171) $300,284  
Net income (loss) per diluted share(6)
$(4.80) $0.15  $0.28  $0.14  $0.18  $6.57  $1.03  $0.04  $(0.05) $3.50  
Effective tax rate(0.4)%26.5 %
(1) Impairments includes $4,918 in impairment charges related to various other long-lived assets unrelated to the personal computer and mobility asset disposition business.
(2) Other includes (gain) loss on investments, net
(3) Amounts for restructuring, integration, and other charges, and identifiable intangible asset amortization related to the personal computer and mobility asset disposition
business are included in “impact of wind down” above.
(4) Impairments include goodwill impairments of $570,175, tradename impairments of $46,000, and $6,910 in impairment charges related to various other long-lived assets.
(5) Other includes loss on disposition of businesses, net and gain on investments, net.
(6) For the three months and six months ended June 29, 2019, the non-GAAP net income per diluted share calculation includes 649 thousand shares and 758 thousand shares, respectively, that were excluded from the GAAP net income per diluted share calculation. Additionally, in all periods presented the sum of the components for diluted EPS, as adjusted may not agree to totals, as presented, due to rounding.



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11






ARROW ELECTRONICS, INC.
SEGMENT INFORMATION
(In thousands)
(Unaudited)
Quarter EndedSix Months Ended
June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Sales:
Global components$4,721,255  $5,270,935  $9,271,856  $10,462,862  
Global ECS1,885,239  2,073,613  3,716,055  4,037,677  
Consolidated$6,606,494  $7,344,548  $12,987,911  $14,500,539  
Operating income (loss):
Global components$181,836  $(566,116) $346,603  $(331,584) 
Global ECS (a)72,921  98,388  115,354  185,106  
Corporate (b)(58,144) (81,462) (127,040) (157,152) 
Consolidated$196,613  $(549,190) $334,917  $(303,630) 

(a)Includes reserves and other adjustments of approximately $29.9 million primarily related to foreign tax and other loss contingencies for the first six months of 2020. These reserves are principally associated with transactional taxes on activity from several prior years, not significant to any one year.
(b)Includes restructuring, integration, and other charges of $0.7 million and $9.8 million for the second quarter and first six months of 2020, and $19.9 million and $31.6 million for the second quarter and first six months of 2019, respectively.

NON-GAAP SEGMENT RECONCILIATION
Quarter EndedSix Months Ended
June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Global components operating income (loss), as reported$181,836  $(566,116) $346,603  $(331,584) 
Intangible assets amortization expense (c)7,259  5,807  14,639  12,060  
Impairments —  623,085  —  623,085  
Impact of wind-down (c)(11,824) 104,213  (11,824) 113,835  
AFS notes receivable reserve197  15,851  (723) 15,851  
Digital inventory reserve—  20,114  —  20,114  
Global components operating income, as adjusted$177,468  $202,954  $348,695  $453,361  
Global ECS operating income, as reported$72,921  $98,388  $115,354  $185,106  
Intangible assets amortization expense2,475  2,858  5,050  5,747  
Impairments4,918  —  4,918  —  
Global ECS operating income, as adjusted$80,314  $101,246  $125,322  $190,853  

(c)Impact of wind down includes intangible asset amortization expense related to the personal computer and mobility asset disposition business. Impact of wind down excludes restructuring, integration, and other charges as they are reported on the corporate entity.




Contact:   Steven O’Brien,
          Vice President, Investor Relations
          303-824-4544




Media Contact:  John Hourigan,
          Vice President, Global Communications
          303-824-4586
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12


Second Quarter 2020 CFO Commentary As reflected in our earnings release, there are a number of items that impact the comparability of Second-quarter 2020 our results with those in the trailing quarter and prior quarter of last year. The discussion of our cash provided by results may exclude these items to give you a better sense of our operating results. As always, the operating information we provide to you operating activities of should be used as a complement to GAAP numbers. For a complete reconciliation between $418 million. our GAAP and non-GAAP results, please refer to our earnings release and the earnings reconciliation found at the end of this document. The following reported and adjusted information included in this CFO commentary is unaudited and should be read in conjunction with the company’s Form 10-Q for the quarterly period ended June 27, 2020, and the Annual Report on Form 10-K as filed with the Securities and Exchange Commission. investor.arrow.com 1


 
Second-Quarter 2020 CFO Commentary Second-Quarter Summary Sales were near the high end of our prior expectations for the quarter despite Second-quarter challenges to both supply and demand for electronic components and information technology solutions due to the COVID-19 global pandemic. earnings per share Earnings per share were above the high end of our prior expectations. Our commitment to design, engineering and supply-chain services is helping to maximize near-term opportunities while advancing the long-term strategy to be and earnings per the leading enabler of next-generation technology solutions. share, as adjusted, Demand conditions for the global components business remained depressed during the second quarter due to disruptions from the COVID-19 pandemic. Despite these disruptions, sales were above the high end of prior guidance exceeded the high principally driven by the Asia region where shutdown and stay-at-home orders were lifted earlier than in Western regions. ends of the prior For the enterprise computing solutions business, net sales were above the guidance ranges. midpoint of prior guidance. Similar to the first quarter, demand for security to enable remote workers was very strong. Demand was also strong for hyper- converged infrastructure included within the category of storage. Demand from larger, better capitalized, value added reseller customers showed greater resiliency than demand from smaller customers. Cash flow from operations was strong and totaled $418 million. Cash flow benefited from proactive efforts to manage working capital. Cash flow was used to reduce debt by approximately $257 million while excess cash flow was returned to shareholders through the repurchase of 1.1 million shares for $75 million. investor.arrow.com 2


 
Second-Quarter 2020 CFO Commentary Consolidated Overview Second Quarter 2020 Y/Y Change Adjusted for P&L Highlights* Q2 2020 Y/Y Change Wind Down & Currency Q/Q Change Sales $6,606 (10)% (8)% 4% Gross Profit Margin 11.4% 30 bps flat flat Non-GAAP Gross Profit Margin 11.2% (40) bps (40) bps (20) bps Operating Income $197 NM NM 42% Operating Margin 3.0% 1050 bps 900 bps 80 bps Non-GAAP Operating Income $200 (17)% (17)% 28% Non-GAAP Operating Margin 3.0% (30) bps (40) bps 50 bps Net Income $133 NM NM 168% Diluted EPS $1.68 NM NM 175% Non-GAAP Net Income $126 (8)% (7)% 60% Non-GAAP Diluted EPS $1.59 (1)% flat 63% $ in millions, except per share data; may reflect rounding. • Consolidated sales were $6.61 billion • Operating income margin and non-GAAP operating income margins were 3.0% – Changes in foreign currencies negatively impacted sales growth by approximately $65 million or 1 – Operating expenses as a percentage of sales were percentage point year over year 8.3%, down 50 basis points year over year • Consolidated gross profit margin was 11.4% and non- – Non-GAAP operating expenses as a percentage of GAAP gross profit margin was 11.2% sales were 8.2%, flat year over year – Down 40 basis points year over year due a higher mix • Interest and other expense, net was $32 million of Asia components sales, and a higher sales mix of lower value products in the Europe region for global – Below our prior expectation of $40 million due to components, and a higher mix of sales to larger lower borrowings and lower interest rates on customers in enterprise computing solutions floating rate debt investor.arrow.com 3


 
Second-Quarter 2020 CFO Commentary • Effective tax rate for the quarter was 23.5%, and non- GAAP effective tax rate was 24.1% – Within our target long-term range of 23% to 25% • Diluted shares outstanding were 79 million – Slightly below our prior expectation of 81 million • Diluted earnings per share were $1.68 – Above our prior expectation of $.98 - $1.14 – Includes unanticipated benefits from the wind down of the PC and mobility asset disposition business of $.12 per share and a gain on investments of $.10 • Non-GAAP diluted earnings per share were $1.59 – Above our prior expectation of $1.38 - $1.54 – Changes in foreign currencies negatively impacted earnings per share by approximately $.01 compared to the second quarter of 2019 A reconciliation of non-GAAP adjusted financial measures, including sales, as adjusted, operating income, as adjusted, net income attributable to shareholders, as adjusted, and net income per share, as adjusted, to GAAP financial measures is presented in the reconciliation tables included herein. investor.arrow.com 4


 
Second-Quarter 2020 CFO Commentary Components Global GAAP As Adjusted $200 $217 $203 $182 $172 $150 $172 $165 $171 $177 $0 $(200) $(400) $(566) $(600) Q2-'19 Q3-'19 Q4-'19 Q1-'20 Q2-'20 Operating Income ($ in millions) • Sales decreased 8% year over year adjusted for the Global components wind down of the PC and mobility asset disposition business and for changes in foreign currencies second-quarter sales - Sales decreased 10% year over year as reported decreased 8% year • Lead times were stable year over year • Backlog increased year over year over year as adjusted. • Book-to-bill was 1.07, up from 0.95 in the second quarter of 2019 • Cancellation rates were within normal ranges • Operating margin of 3.9% • Non-GAAP operating margin of 3.8% decreased 10 basis points year over year – Margin decreased in Europe offset by increases in Asia and the Americas • Return on working capital increased year over year investor.arrow.com 5


 
Second-Quarter 2020 CFO Commentary Components Americas GAAP As Adjusted $2,000 $1,877 $1,816 $1,800 $1,739 $1,692 $1,645 $1,626 $1,600 $1,553 $1,553 $1,489 $1,489 $1,400 $1,200 $1,000 Q2-'19 Q3-'19 Q4-'19 Q1-'20 Q2-'20 Sales ($ in millions) Americas components – Sales decreased 18% year over year adjusted for the wind down of the PC and mobility asset sales decreased 18% disposition business and for changes in foreign currencies year over year as – Sales decreased 21% year over year as reported – Medical devices sales increased year over year adjusted. – Key verticals such as aerospace, industrial and transportation decreased year over year investor.arrow.com 6


 
Second-Quarter 2020 CFO Commentary Components Europe GAAP As adjusted $1,500 $1,416 $1,399 $1,400 $1,304 $1,310 $1,310 $1,300 $1,291 $1,200 $1,189 $1,189 $1,118 $1,118 $1,100 $1,000 $900 Q2-'19 Q3-'19 Q4-'19 Q1-'20 Q1-'20 Sales ($ in millions) • Sales decreased 18% year over year adjusted for Europe components the wind down of the PC and mobility asset disposition business and for changes in foreign currencies sales decreased 18% – Sales decreased 21% year over year as reported year over year as – All key verticals decreased year over year adjusted. investor.arrow.com 7


 
Second-Quarter 2020 CFO Commentary Components Asia $2,200 $2,114 $2,100 $2,006 $2,000 $1,978 $1,905 $1,900 $1,800 $1,688 $1,700 $1,600 $1,500 Q2-'19 Q3-'19 Q4-'19 Q1-'20 Q2-'20 Sales ($ in millions) • Sales increased 7% year over year Asia components sales – Power management increased year over year increased 7% year over – Wireless was flat year over year year. investor.arrow.com 8


 
Second-Quarter 2020 CFO Commentary Enterprise Computing Solutions Global GAAP As adjusted $156 $160 $149 $140 $120 $98 $101 $100 $92 $95 $80 $80 $73 $60 $42 $45 $40 $20 Q2-'19 Q3-'19 Q4-'19 Q1-'20 Q2-'20 Operating Income ($ in millions) • Sales decreased 8% year over year adjusted for Enterprise computing changes in foreign currencies – Sales decreased 9% year over year as reported solutions sales • Billings were approximately flat year over year adjusted for changes in foreign currencies decreased 8% year • Operating income decreased 26% and non-GAAP operating income decreased 21% year over year over year adjusted for • Operating margin of 3.9% decreased 80 basis points year over year changes in foreign • Non-GAAP operating margin of 4.3% decreased 60 basis points year over year currencies. • Return on working capital remains favorable investor.arrow.com 9


 
Second-Quarter 2020 CFO Commentary Enterprise Computing Solutions Americas $1,800 $1,640 $1,600 $1,419 $1,372 $1,400 $1,223 $1,200 $1,129 $1,000 $800 $600 Q2-'19 Q3-'19 Q4-'19 Q1-'20 Q2-'20 Sales ($ in millions) • Sales decreased 10% year over year as adjusted ECS Americas sales – Sales decreased 11% year over year as reported – Growth in security, services, and storage year decreased 10% year over year over year adjusted for – Industry-standard and proprietary servers decreased year over year changes in foreign currencies. investor.arrow.com 10


 
Second-Quarter 2020 CFO Commentary Enterprise Computing Solutions Europe $1,000 $959 $900 $800 $701 $702 $700 $662 $610 $600 $500 $400 Q2-'19 Q3-'19 Q4-'19 Q1-'20 Q2-'20 Sales ($ in millions) • Sales decreased 4% year over year adjusted for changes in foreign currencies. ECS Europe sales – Sales decreased 6% year over year as reported decreased 4% year – Growth in services year over year adjusted for changes in foreign currencies over year adjusted for – Proprietary and industry-standard servers, storage and networking decreased year over changes in foreign year currencies. investor.arrow.com 11


 
Second-Quarter 2020 CFO Commentary Cash Flow from Operations Cash flow from operating activities was $418 million in the quarter and was $1.67 billion over the last 12 months. Working Capital Working capital to sales was 16.7%, down 140 basis points year over year. Return on working capital was 17.8% compared to negative return in the second quarter of 2019. Non-GAAP return on working capital was 18.2% in the quarter, flat year over year. Return on Invested Capital Cash flow from operating Return on invested capital was 8.3% compared to activities of $1.67 billion negative return in the second quarter of 2019. Non-GAAP return on invested capital was 8.5%, up 30 basis points over the last 12 months. year over year. Share Buyback Repurchased approximately 1.1 million shares of stock for $75 million. Total cash returned to shareholders over the last 12 months was approximately $425 million. Debt and Liquidity Net-debt-to-last-12-months EBITDA ratio is approximately 2.1x. Total liquidity of $3.4 billion when including cash of $206 million. investor.arrow.com 12


 
Second-Quarter 2020 CFO Commentary Arrow Electronics Outlook Guidance We are expecting the average USD-to-Euro exchange rate for the third quarter of 2020 to be $1.12 to €1 compared with $1.11 to €1 in the third quarter of 2019. Due to uncertainty from the COVID-19 pandemic, third- quarter sales and earnings per share ranges are wider than normal. Third-Quarter 2020 Guidance Consolidated Sales $6.325 billion to $6.925 billion Global Components $4.675 billion to $4.975 billion . Global ECS $1.65 billion to $1.95 billion Diluted Earnings Per Share1 $1.34 to $1.50 Non-GAAP Diluted Earnings Per Share1 $1.54 to $1.70 Interest and other expense, net $33 million Diluted shares outstanding 78.5 million 1 Assumes an average tax rate at the midpoint of the 23% to 25% target range. Third-Quarter 2020 Guidance Reconciliation Reported GAAP Intangible Restructuring & measure amortization expense integration charges Non-GAAP measure Net income per diluted share $1.34 - $1.50 $0.10 $0.10 $1.54 - $1.70 Quarter Closing Dates Beginning and ending dates may impact comparisons to prior periods 2019 and 2020 Quarter Closing Dates First Second Third Fourth 2019 Mar. 30 Jun. 29 Sep. 28 Dec. 31 2020 Mar. 28 Jun. 27 Sep. 26 Dec. 31 investor.arrow.com 13


 
Second-Quarter 2020 CFO Commentary Risk Factors Information Relating to Forward-Looking The discussion of the company’s business and operations should be Statements read together with the risk factors This press release includes forward-looking statements that are subject to numerous assumptions, risks, and contained in Item 1A of its 2019 uncertainties, which could cause actual results or facts to differ materially from such statements for a variety of Annual Report on Form 10-K and the reasons, including, but not limited to: potential adverse effects of the ongoing global COVID-19 coronavirus risk factor update in Form 10-Q for pandemic, including actions taken to contain or treat COVID-19, industry conditions, changes in product supply, pricing and customer demand, competition, other vagaries the quarter ended June 27, 2020, filed in the global components and global ECS markets, changes in relationships with key suppliers, increased profit margin with the Securities and Exchange pressure, changes in legal and regulatory matters, non- compliance with certain regulations, such as export, anti- Commission, which describe various trust, and anti-corruption laws, foreign tax and other loss contingencies, and the company's ability to generate cash risks and uncertainties to which the flow. For a further discussion of these and other factors that could cause the company’s future results to differ materially from any forward-looking statements, see the section company is or may become subject. entitled “Risk Factors” in the company's Annual Report on Form 10-K for the year ended December 31, 2019 and the If any of the described events occur, risk factor update in Form 10-Q for the quarter ended June 27, 2020. Forward-looking statements are those statements the company’s business, results of which are not statements of historical fact. These forward- looking statements can be identified by forward-looking operations, financial condition, words such as “expects,” “anticipates,” “intends,” “plans,” “may,” “will,” “believes,” “seeks,” “estimates,” and similar expressions. Shareholders and other readers are cautioned liquidity, or access to the capital not to place undue reliance on these forward-looking statements, which speak only as of the date on which they markets could be materially adversely are made. The company undertakes no obligation to update publicly or revise any of the forward-looking statements. affected. For a further discussion of factors to consider in connection with these forward-looking statements, investors should refer to Item 1A Risk Factors of the company’s Annual Report on Form 10-K for the year ended December 31, 2019 and Form 10-Q for the quarter ended June 27, 2020. investor.arrow.com 14


 
Second-Quarter 2020 CFO Commentary Certain Non-GAAP Financial Information In addition to disclosing financial results that are referred to above to be outside the company’s core determined in accordance with accounting principles operating results. This non-GAAP financial information is generally accepted in the United States (“GAAP”), the among the primary indicators management uses as a company also provides certain non-GAAP financial basis for evaluating the company’s financial and information relating to sales, operating income, net operating performance. In addition, the company’s income attributable to shareholders, and net income per Board of Directors may use this non-GAAP financial basic and diluted share. information in evaluating management performance and setting management compensation. The company provides sales, gross profit, and operating expenses as adjusted for the impact of changes in The presentation of this additional non-GAAP financial foreign currencies (referred to as changes in foreign information is not meant to be considered in isolation or currencies) by re-translating prior period results at as a substitute for, or alternative to, operating income, current period foreign exchange rates, the impact of net income attributable to shareholders and net income dispositions by adjusting the company’s operating per basic and diluted share determined in accordance results for businesses disposed, as if the dispositions with GAAP. Analysis of results and outlook on a non- had occurred at the beginning of the earliest period GAAP basis should be used as a complement to, and in presented (referred to as dispositions), the impact of conjunction with, data presented in accordance with the company’s personal computer and mobility asset GAAP. disposition business (referred to as wind down), the impact of inventory write-downs related to the digital business (referred to as “digital inventory write-downs and recoveries”), and the impact of the notes receivable reserves and inventory write-downs related to the AFS business (referred to as “AFS notes receivable reserves and recoveries” and “AFS inventory write-downs and recoveries,” respectively). Operating income, net The company believes that income attributable to shareholders, and net income per basic and diluted share are adjusted to exclude such non-GAAP financial identifiable intangible asset amortization, restructuring, integration, and other charges, and loss on disposition information is useful to of businesses, net, AFS notes receivable reserves and credits and inventory write-downs and recoveries, digital investors to assist in inventory write-downs and recoveries, the impact of assessing and understanding non-cash charges related to goodwill, trade names, and long-lived assets, and the impact of wind down. Net the company’s operating income attributable to shareholders, and net income per basic and diluted share are also adjusted to exclude net performance. gains and losses on investments, and certain tax adjustments. A reconciliation of the company’s non- GAAP financial information to GAAP is set forth in the tables below. The company believes that such non-GAAP financial information is useful to investors to assist in assessing and understanding the company’s operating performance and underlying trends in the company’s business because management considers these items investor.arrow.com 15


 
Second-Quarter 2020 CFO Commentary Earnings Reconciliation ($ in thousands, except per share data) Three months ended June 27, 2020 Reported Intangible Restructuring GAAP amortization & Integration AFS Write Digital Write Tax Impact of Non-GAAP measure expense charges Downs Downs Impairments(1) adjustments Wind Down Other(2) measure Sales $ 6,606,494 $ — $ — $ — $ — $ — $ — $ — $ — $ 6,606,494 Gross Profit 750,463 — — — — — — (10,696) — 739,767 Operating income 196,613 9,734 650 197 — 4,918 — (11,824) — 200,288 Income before income taxes 174,191 9,734 650 197 — 4,918 — (11,814) (10,901) 166,975 Provision for income taxes 40,854 2,501 313 47 — 1,800 — (2,662) (2,631) 40,222 Consolidated net income 133,337 7,233 337 150 — 3,118 — (9,152) (8,270) 126,753 Noncontrolling interests 533 137 — — — — — — — 670 Net income attributable to $ 132,804 $ 7,096 $ 337 $ 150 $ — $ 3,118 $ — $ (9,152) $ (8,270) $ 126,083 shareholders Net income per diluted share(5) $ 1.68 $ 0.09 $ — $ — $ — $ 0.04 $ — $ (0.12) $ (0.10) $ 1.59 Effective tax rate 23.5 % 24.1 % Three months ended June 29, 2019 Reported Intangible Restructuring GAAP amortization & Integration AFS Write Digital Write Tax Impact of Non-GAAP measure expense(3) charges(3) Downs Downs Impairments(4) adjustments Wind Down(3) Other(2) measure Sales $ 7,344,548 $ — $ — $ — $ — $ — $ — $ (77,914) $ — $ 7,266,634 Gross Profit 814,909 — — 1,868 20,114 — — 4,305 — 841,196 Operating income (loss) (549,190) 8,665 19,906 15,851 20,114 623,085 — 104,219 — 242,650 Income (loss) before income taxes (600,120) 8,665 19,906 15,851 20,114 623,085 — 104,229 (1,390) 190,340 Provision for income taxes (52,369) 2,463 4,865 3,910 4,962 64,246 — 24,730 (382) 52,425 Consolidated net income (loss) (547,751) 6,202 15,041 11,941 15,152 558,839 — 79,499 (1,008) 137,915 Noncontrolling interests 1,215 140 — — — — — — — 1,355 Net income (loss) attributable to $ (548,966) $ 6,062 $ 15,041 $ 11,941 $ 15,152 $ 558,839 $ — $ 79,499 $ (1,008) $ 136,560 shareholders Net income (loss) per diluted $ (6.48) $ 0.07 $ 0.18 $ 0.14 $ 0.18 $ 6.60 $ — $ 0.94 $ (0.01) $ 1.60 share(5) Effective tax rate 8.7 % 27.5 % Three months ended March 28, 2020 Reported Intangible Restructuring GAAP amortization & Integration AFS Write Digital Write Tax Impact of Non-GAAP measure expense charges Downs Downs Impairments adjustments Wind Down Other(2) measure Sales $ 6,381,417 $ — $ — $ — $ — $ — $ — $ — $ — $ 6,381,417 Gross Profit 728,391 — — — — — — — — 728,391 Operating income 138,304 9,955 9,138 (920) — — — — — 156,477 Income before income taxes 77,467 9,955 9,138 (920) — — — — 16,810 112,630 Provision for income taxes 27,892 2,564 2,571 (222) — — (3,615) — 4,057 33,247 Consolidated net income 49,755 7,391 6,567 (698) — — 3,615 — 12,753 79,383 Noncontrolling interests 252 137 — — — — — — — 389 Net income attributable to $ 49,503 $ 7,254 $ 6,567 $ (698) $ — $ — $ 3,615 $ — $ 12,753 $ 78,994 shareholders Net income per diluted share(5) $ 0.61 $ 0.09 $ 0.08 $ (0.01) $ — $ — $ 0.04 $ — $ 0.16 $ 0.97 Effective tax rate 35.9 % 29.5 % (1) Impairments includes $4,918 in impairment charges related to various other long-lived assets unrelated to the personal computer and mobility asset disposition business. (2) Other includes (gain) loss on investments, net. (3) Amounts for restructuring, integration, and other charges, and identifiable asset amortization related to the personal computer and mobility assets disposition business are included in "impact of wind down" above. (4) Impairments include goodwill impairments of $570,175, tradename impairments of $46,000, and $6,910 in impairment charges related to various other long-lived assets. (5) For the three months ended June 29, 2019, the non-GAAP net income per diluted share calculation includes 649 thousand shares that were excluded from the GAAP net income per diluted share calculation. Additionally, in all periods presented the sum of the components for diluted EPS, as adjusted may not agree to totals, as presented, due to rounding. investor.arrow.com 16