8-K
TE Connectivity plc (TEL)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): January 24, 2024
TE CONNECTIVITY LTD.
(Exact name of registrant as specified in its charter)
| | | |
|---|---|---|
| Switzerland | | 98-0518048 |
| (Jurisdiction of Incorporation) | | (IRS Employer Identification Number) |
001-33260
(Commission File Number)
Mühlenstrasse 26 , CH-8200 **** Schaffhausen
Switzerland
(Address of Principal Executive Offices, including Zip Code)
+41 **** (0)52 **** 633 66 61
(Registrant’s telephone number, including Area Code)
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 (see General Instruction A.2. below):
☐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 class | | Trading symbol | | Name of each exchange on which registered |
| Common Shares, Par Value CHF 0.57 | | TEL | | New 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 January 24, 2024, TE Connectivity Ltd. (the “Company”) issued a press release reporting the Company’s first quarter results for fiscal 2024. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated by reference in this Item 2.02.
Item 7.01. Regulation FD Disclosure
The Company will hold a conference call and webcast on January 24, 2024 (see information in the press release attached hereto as Exhibit 99.1 under “Conference Call and Webcast”). A copy of the slide materials to be discussed at the conference call and webcast is being furnished pursuant to Regulation FD as Exhibit 99.2 and is incorporated herein by reference, and the slide materials also can be accessed at the “Investors” section of the Company’s website (www.te.com).
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | **** | Description |
|---|---|---|
| 99.1 | Press release issued January 24, 2024 | |
| 99.2 | Presentation - TE Connectivity Q1 2024 Earnings Call (January 24, 2024) | |
| | | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
| Date: January 24, 2024 | TE CONNECTIVITY LTD.<br><br><br><br> |
|---|---|
| By: /s/ Heath A. Mitts | |
| Name: Heath A. Mitts<br> | |
| Title: Executive Vice President and Chief Financial Officer |
Exhibit 99.1
NEWS RELEASE
te.com
TE Connectivity announces first quarter results for fiscal year 2024
EPS above guidance driven by significant margin expansion; first quarter record cash flow
SCHAFFHAUSEN, Switzerland – Jan. 24, 2024 – TE Connectivity Ltd. (NYSE: TEL) today reported results for the fiscal first quarter ended Dec. 29, 2023.
First Quarter Highlights
| ● | Net sales were $3.83 billion, in line with guidance, essentially flat on a reported basis year over year and down 1% organically. |
|---|---|
| ● | GAAP diluted earnings per share (EPS) from continuing operations were $5.76, including a one-time tax-related benefit, and adjusted EPS were $1.84, up 20% year over year. |
| --- | --- |
| ● | Orders were $3.8 billion, up 4% year over year, with year-over-year growth in all segments. |
| --- | --- |
| ● | Operating margins were 18.2% and adjusted operating margins were 19.1%, up 290 basis points year over year. |
| --- | --- |
| ● | Cash flow from operating activities was $719 million and free cash flow was $570 million, both first quarter records. |
| --- | --- |
| ● | Deployed approximately $1 billion of capital in the quarter, including approximately $600 million returned to shareholders and approximately $350 million used for the acquisition of Schaffner. |
| --- | --- |
| ● | Company named to the Dow Jones Sustainability Index for the 12^th^ consecutive year. |
| --- | --- |
“I’m pleased with our strong performance in our first quarter, as our teams delivered earnings above guidance driven by significant margin expansion, along with record free cash flow, in what remains a dynamic market environment,” said TE Connectivity CEO Terrence Curtin. “Our industry-leading innovations and global position in automotive connectivity, including a strong presence in Asia, once again allowed us to outperform the market and deliver year-over-year growth in our Transportation segment. In our Industrial segment, we continued to benefit from growth in renewable energy, commercial air and medical applications. Our Communications segment delivered margins in the high teens, and we anticipate revenue growth in artificial intelligence applications as we move through the year. We expect to deliver strong margin performance at the company level throughout fiscal year 2024 as we continue to execute on operational levers, while benefiting from the diversity and positioning of our portfolio around key long-term growth trends.”
Second Quarter FY24 Outlook
For the second quarter of fiscal 2024, the company expects net sales of approximately $3.95 billion. GAAP EPS from continuing operations are expected to be approximately $1.75, up 31% year over year, with adjusted EPS of approximately $1.82, up 10% year over year.
Information about TE Connectivity's use of non-GAAP financial measures is provided below. For reconciliations of these non-GAAP financial measures, see the attached tables.
Conference Call and Webcast
The company will hold a conference call for investors today beginning at 8:30 a.m. ET. The conference call may be accessed in the following ways:
| ● | At TE Connectivity's website: investors.te.com |
|---|---|
| ● | By telephone: For both "listen-only" participants and those participants who wish to take part in the question-and-answer portion of the call, the dial-in number in the United States is (888) 330-3417 and for international callers, the dial-in number is (646) 960-0804. |
| --- | --- |
| ● | A replay of the conference call will be available on TE Connectivity’s investor website at investors.te.com at 11:30 a.m. ET on Jan. 24, 2024. |
| --- | --- |
About TE Connectivity
TE Connectivity Ltd. (NYSE: TEL) is a global industrial technology leader creating a safer, sustainable, productive, and connected future. Our broad range of connectivity and sensor solutions enable the distribution of power, signal and data to advance next-generation transportation, renewable energy, automated factories, data centers, medical technology and more. With more than 85,000 employees, including 8,000 engineers, working alongside customers in approximately 140 countries, TE ensures that EVERY CONNECTION COUNTS. Learn more at www.te.com and on LinkedIn, Facebook, WeChat, Instagram and X (formerly Twitter).
Non-GAAP Financial Measures
We present non-GAAP performance and liquidity measures as we believe it is appropriate for investors to consider adjusted financial measures in addition to results in accordance with accounting principles generally accepted in the U.S. (“GAAP”). These non-GAAP financial measures provide supplemental information and should not be considered replacements for results in accordance with GAAP. Management uses non-GAAP financial measures
internally for planning and forecasting purposes and in its decision-making processes related to the operations of our company. We believe these measures provide meaningful information to us and investors because they enhance the understanding of our operating performance, ability to generate cash, and the trends of our business. Additionally, we believe that investors benefit from having access to the same financial measures that management uses in evaluating our operations. The primary limitation of these measures is that they exclude the financial impact of items that would otherwise either increase or decrease our reported results. This limitation is best addressed by using these non-GAAP financial measures in combination with the most directly comparable GAAP financial measures in order to better understand the amounts, character, and impact of any increase or decrease in reported amounts. These non-GAAP financial measures may not be comparable to similarly-titled measures reported by other companies.
The following provides additional information regarding our non-GAAP financial measures:
•Organic Net Sales Growth (Decline) – represents net sales growth (decline) (the most comparable GAAP financial measure) excluding the impact of foreign currency exchange rates, and acquisitions and divestitures that occurred in the preceding twelve months, if any. Organic Net Sales Growth (Decline) is a useful measure of our performance because it excludes items that are not completely under management’s control, such as the impact of changes in foreign currency exchange rates, and items that do not reflect the underlying growth of the company, such as acquisition and divestiture activity. This measure is a significant component in our incentive compensation plans.
•Adjusted Operating Income and Adjusted Operating Margin – represent operating income and operating margin, respectively, (the most comparable GAAP financial measures) before special items including restructuring and other charges, acquisition-related charges, impairment of goodwill, and other income or charges, if any. We utilize these adjusted measures in combination with operating income and operating margin to assess segment level operating performance and to provide insight to management in evaluating segment operating plan execution and market conditions. Adjusted Operating Income is a significant component in our incentive compensation plans.
•Adjusted Other Income (Expense), Net – represents net other income (expense) (the most comparable GAAP financial measure) before special items.
•Adjusted Income Tax (Expense) Benefit and Adjusted Effective Tax Rate – represent income tax (expense) benefit and effective tax rate, respectively, (the most comparable GAAP financial measures) after adjusting for the tax effect of special items including restructuring and other charges, acquisition-related charges, impairment of goodwill, other income or charges, and certain significant tax items, if any.
•Adjusted Income from Continuing Operations – represents income from continuing operations (the most comparable GAAP financial measure) before special items including restructuring and other charges, acquisition-related charges, impairment of goodwill, other income or charges, and certain significant tax items, if any, and, if applicable, the related tax effects.
•Adjusted Earnings Per Share – represents diluted earnings per share from continuing operations (the most comparable GAAP financial measure) before special items including restructuring and other charges, acquisition-related charges, impairment of goodwill, other income or charges, and certain significant tax items, if any, and, if applicable, the related tax effects. This measure is a significant component in our incentive compensation plans.
•Free Cash Flow (FCF) – is a useful measure of our ability to generate cash. The difference between net cash provided by operating activities (the most comparable GAAP financial measure) and Free Cash Flow consists mainly of significant cash outflows and inflows that we believe are useful to identify. We believe Free Cash Flow provides useful information to investors as it provides insight into the primary cash flow metric used by management to monitor and evaluate cash flows generated from our operations. Free Cash Flow is defined as net cash provided by operating activities excluding voluntary pension contributions and the cash impact of special items, if any, minus net capital expenditures. Voluntary pension contributions are excluded from the GAAP financial measure because this activity is driven by economic financing decisions rather than operating activity. Certain special items, including cash paid (collected) pursuant to collateral requirements related to cross-currency swap contracts, are also excluded by management in evaluating Free Cash Flow. Net capital expenditures consist of capital expenditures less proceeds from the sale of property, plant, and equipment. These items are subtracted because they represent long-term commitments. In the calculation of Free Cash Flow, we subtract certain cash items that are ultimately within management’s and the Board of Directors’ discretion to direct and may imply that there is less or more cash available for our programs than the most comparable GAAP financial measure indicates. It should not be inferred that the entire Free Cash Flow amount is available for future discretionary expenditures, as our definition of Free Cash Flow does not consider certain non-discretionary expenditures, such as debt payments. In addition, we may have other discretionary expenditures, such as discretionary dividends, share repurchases, and business acquisitions, that are not considered in the calculation of Free Cash Flow.
Forward-Looking Statements
This release contains certain "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to risks, uncertainty and changes in circumstances, which may cause actual results, performance, financial condition or achievements to differ materially from anticipated results, performance, financial condition or achievements. All statements contained herein that are not clearly historical in nature are forward-looking and the words "anticipate," "believe," "expect," "estimate," "plan," and similar expressions are generally intended to identify forward-looking statements. We have no intention and are under no obligation to update or alter (and expressly disclaim any such intention or obligation to do so) our forward-looking statements whether as a result of new information, future events or otherwise, except to the extent required by law. The forward-looking statements in this release include statements addressing our future financial condition and operating results. Examples of factors that could cause actual results to differ materially from those described in the forward-looking statements include, among others, the extent, severity and duration of business interruptions, such as the coronavirus disease 2019 (“COVID-19”) negatively affecting our business operations; business, economic, competitive and regulatory risks, such as conditions affecting demand for products in the automotive and other industries we serve; competition and pricing pressure; fluctuations in foreign currency exchange rates and commodity prices; natural disasters and political, economic and military instability in countries in which we operate, including continuing military conflict in certain parts of the world; developments in the credit markets; future goodwill impairment; compliance with current and future environmental and other laws and regulations; and the possible effects on us of changes in tax laws, tax treaties and other legislation, including the effects of Swiss tax reform. In addition, the extent to which COVID-19 will impact our business and our financial results will depend on future developments, which are highly uncertain and cannot be predicted. More detailed information about these and other factors is set forth in TE Connectivity Ltd.'s Annual Report on Form 10-K for the fiscal year ended Sept 29, 2023, as well as in our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports filed by us with the U.S. Securities and Exchange Commission.
| <br><br><br><br><br><br><br><br> | <br><br><br><br><br><br><br><br> | |
|---|---|---|
| Contacts: | Media Relations :<br><br>Rachel Quimby<br><br>TE Connectivity<br><br>610-893-9593<br><br>Rachel.Quimby@te.com | Investor Relations :<br><br>Sujal Shah<br><br>TE Connectivity<br><br>610-893-9790<br><br>Sujal.Shah@te.com |
#
TE CONNECTIVITY LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
| | | | | | |
|---|---|---|---|---|---|
| | For the Quarters Ended | ||||
| | December 29, | | December 30, | ||
| | 2023 | 2022 | |||
| | (in millions, except per share data) | ||||
| Net sales | $ | 3,831 | | $ | 3,841 |
| Cost of sales | | 2,507 | | | 2,654 |
| Gross margin | | 1,324 | | | 1,187 |
| Selling, general, and administrative expenses | | 424 | | | 392 |
| Research, development, and engineering expenses | | 173 | | | 173 |
| Acquisition and integration costs | | 8 | | | 9 |
| Restructuring and other charges, net | | 21 | | | 111 |
| Operating income | | 698 | | | 502 |
| Interest income | | 22 | | | 9 |
| Interest expense | | (18) | | | (21) |
| Other expense, net | | (3) | | | (5) |
| Income from continuing operations before income taxes | | 699 | | | 485 |
| Income tax (expense) benefit | | 1,105 | | | (87) |
| Income from continuing operations | | 1,804 | | | 398 |
| Loss from discontinued operations, net of income taxes | | (1) | | | (1) |
| Net income | $ | 1,803 | | $ | 397 |
| | | | | | |
| Basic earnings per share: | | | | | |
| Income from continuing operations | $ | 5.80 | | $ | 1.26 |
| Loss from discontinued operations | | — | | | — |
| Net income | | 5.80 | | | 1.25 |
| | | | | | |
| Diluted earnings per share: | | | | | |
| Income from continuing operations | $ | 5.76 | | $ | 1.25 |
| Loss from discontinued operations | | — | | | — |
| Net income | | 5.76 | | | 1.24 |
| | | | | | |
| Weighted-average number of shares outstanding: | | | | | |
| Basic | | 311 | | | 317 |
| Diluted | | 313 | | | 319 |
TE CONNECTIVITY LTD.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
| | | | | | |
|---|---|---|---|---|---|
| | December 29, | | September 29, | ||
| | 2023 | | 2023 | ||
| | (in millions, except share data) | ||||
| Assets | | | | | |
| Current assets: | | | | | |
| Cash and cash equivalents | $ | 1,170 | | $ | 1,661 |
| Accounts receivable, net of allowance for doubtful accounts of $37 and $30, respectively | | 2,828 | | | 2,967 |
| Inventories | | 2,783 | | | 2,552 |
| Prepaid expenses and other current assets | | 660 | | | 712 |
| Total current assets | | 7,441 | | | 7,892 |
| Property, plant, and equipment, net | | 3,854 | | | 3,754 |
| Goodwill | | 5,836 | | | 5,463 |
| Intangible assets, net | | 1,278 | | | 1,175 |
| Deferred income taxes | | 3,852 | | | 2,600 |
| Other assets | | 810 | | | 828 |
| Total assets | $ | 23,071 | | $ | 21,712 |
| Liabilities, redeemable noncontrolling interests, and equity | | | | | |
| Current liabilities: | | | | | |
| Short-term debt | $ | 613 | | $ | 682 |
| Accounts payable | | 1,690 | | | 1,563 |
| Accrued and other current liabilities | | 1,708 | | | 2,218 |
| Total current liabilities | | 4,011 | | | 4,463 |
| Long-term debt | | 3,585 | | | 3,529 |
| Long-term pension and postretirement liabilities | | 744 | | | 728 |
| Deferred income taxes | | 188 | | | 185 |
| Income taxes | | 380 | | | 365 |
| Other liabilities | | 914 | | | 787 |
| Total liabilities | | 9,822 | | | 10,057 |
| Commitments and contingencies | | | | | |
| Redeemable noncontrolling interests | | 108 | | | 104 |
| Equity: | | | | | |
| TE Connectivity Ltd. shareholders' equity: | | | | | |
| Common shares, CHF 0.57 par value, 322,470,281 shares authorized and issued | | 142 | | | 142 |
| Accumulated earnings | | 14,678 | | | 12,947 |
| Treasury shares, at cost, 13,050,787 and 10,487,742 shares, respectively | | (1,695) | | | (1,380) |
| Accumulated other comprehensive income (loss) | | 11 | | | (158) |
| Total TE Connectivity Ltd. shareholders' equity | | 13,136 | | | 11,551 |
| Noncontrolling interests | | 5 | | | — |
| Total equity | | 13,141 | | | 11,551 |
| Total liabilities, redeemable noncontrolling interests, and equity | $ | 23,071 | | $ | 21,712 |
TE CONNECTIVITY LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
| | | | | | |
|---|---|---|---|---|---|
| | For the Quarters Ended | ||||
| | December 29, | | December 30, | ||
| | 2023 | | 2022 | ||
| | (in millions) | ||||
| Cash flows from operating activities: | | | | | |
| Net income | $ | 1,803 | | $ | 397 |
| Loss from discontinued operations, net of income taxes | | 1 | | | 1 |
| Income from continuing operations | | 1,804 | | | 398 |
| Adjustments to reconcile income from continuing operations to net cash provided by operating activities: | | | | | |
| Depreciation and amortization | | 194 | | | 187 |
| Deferred income taxes | | (1,217) | | | (35) |
| Non-cash lease cost | | 34 | | | 34 |
| Provision for losses on accounts receivable and inventories | | 42 | | | 51 |
| Share-based compensation expense | | 34 | | | 32 |
| Other | | 40 | | | 49 |
| Changes in assets and liabilities, net of the effects of acquisitions and divestitures: | | | | | |
| Accounts receivable, net | | 127 | | | (54) |
| Inventories | | (282) | | | (324) |
| Prepaid expenses and other current assets | | (48) | | | (86) |
| Accounts payable | | 128 | | | 149 |
| Accrued and other current liabilities | | (239) | | | (39) |
| Income taxes | | 12 | | | 25 |
| Other | | 90 | | | 194 |
| Net cash provided by operating activities | | 719 | | | 581 |
| Cash flows from investing activities: | | | | | |
| Capital expenditures | | (151) | | | (183) |
| Proceeds from sale of property, plant, and equipment | | 2 | | | 1 |
| Acquisition of businesses, net of cash acquired | | (349) | | | (109) |
| Proceeds from divestiture of business, net of cash retained by business sold | | 38 | | | — |
| Other | | (8) | | | 26 |
| Net cash used in investing activities | | (468) | | | (265) |
| Cash flows from financing activities: | | | | | |
| Net decrease in commercial paper | | (69) | | | (139) |
| Repayment of debt | | (1) | | | (4) |
| Proceeds from exercise of share options | | 11 | | | 11 |
| Repurchase of common shares | | (476) | | | (287) |
| Payment of common share dividends to shareholders | | (183) | | | (178) |
| Other | | (27) | | | (24) |
| Net cash used in financing activities | | (745) | | | (621) |
| Effect of currency translation on cash | | 3 | | | 10 |
| Net decrease in cash, cash equivalents, and restricted cash | | (491) | | | (295) |
| Cash, cash equivalents, and restricted cash at beginning of period | | 1,661 | | | 1,088 |
| Cash, cash equivalents, and restricted cash at end of period | $ | 1,170 | | $ | 793 |
| | | | | | |
| Supplemental cash flow information: | | | | | |
| Interest paid on debt, net | $ | 5 | | $ | 12 |
| Income taxes paid, net of refunds | | 100 | | | 98 |
TE CONNECTIVITY LTD.
RECONCILIATION OF FREE CASH FLOW (UNAUDITED)
| | | | | | |
|---|---|---|---|---|---|
| | For the Quarters Ended | ||||
| | December 29, | | December 30, | ||
| | 2023 | | 2022 | ||
| | (in millions) | ||||
| Net cash provided by operating activities | $ | 719 | | $ | 581 |
| Capital expenditures, net | | (149) | | | (182) |
| Free cash flow ^(1)^ | $ | 570 | | $ | 399 |
| | | | | | |
| ^(1)^Free cash flow is a non-GAAP financial measure. See description of non-GAAP financial measures. |
TE CONNECTIVITY LTD.
CONSOLIDATED SEGMENT DATA (UNAUDITED)
| | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|
| | For the Quarters Ended | | ||||||||
| | December 29, | | | December 30, | | |||||
| | 2023 | | | 2022 | | |||||
| | ( in millions) | |||||||||
| | Net Sales | **** | | | | Net Sales | **** | | | |
| Transportation Solutions | | | | | $ | 2,259 | | | | |
| Industrial Solutions | | | | | | | 1,060 | | | |
| Communications Solutions | | | | | | | 522 | | | |
| Total | | | | | $ | 3,841 | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | Operating | | Operating | | | Operating | | Operating | | |
| | Income | | Margin | | | Income | | Margin | | |
| Transportation Solutions | | 20.1 | % | | $ | 282 | | 12.5 | % | |
| Industrial Solutions | | | 13.8 | | | | 156 | | 14.7 | |
| Communications Solutions | | | 18.2 | | | | 64 | | 12.3 | |
| Total | | 18.2 | % | | $ | 502 | | 13.1 | % | |
| | | | | | | | | | | |
| | | | | | | | | | | |
| | Adjusted | | Adjusted | | | Adjusted | | Adjusted | | |
| | Operating | | Operating | | | Operating | | Operating | | |
| | Income (1) | | Margin ^(1)^ | | | Income ^(1)^ | | Margin ^(1)^ | | |
| Transportation Solutions | | 20.9 | % | | $ | 358 | | 15.8 | % | |
| Industrial Solutions | | | 15.1 | | | | 175 | | 16.5 | |
| Communications Solutions | | | 18.7 | | | | 89 | | 17.0 | |
| Total | | 19.1 | % | | $ | 622 | | 16.2 | % | |
| | | | | | | | | | | |
| ^(1)^Adjusted operating income and adjusted operating margin are non-GAAP financial measures. See description of non-GAAP financial measures. |
All values are in US Dollars.
TE CONNECTIVITY LTD.
RECONCILIATION OF NET SALES GROWTH (DECLINE) (UNAUDITED)
| | | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | Change in Net Sales for the Quarter Ended December 29, 2023 | |||||||||||||||
| | versus Net Sales for the Quarter Ended December 30, 2022 | |||||||||||||||
| | Net Sales | | | Organic Net Sales | | | | | Acquisition/ | |||||||
| | Growth (Decline) | | **** | Growth (Decline) ^(1)^ | | **** | Translation ^(2)^ | **** | (Divestitures) | |||||||
| | ( in millions) | |||||||||||||||
| Transportation Solutions ^(3)^: | | **** | | | | | | **** | | | | | | | | |
| Automotive | | 7.7 | % | | $ | 135 | | 8.1 | % | | $ | 17 | | $ | (25) | |
| Commercial transportation | | | 2.3 | | | | 2 | | 0.7 | | | | 6 | | | — |
| Sensors | | | (8.0) | | | | (24) | | (9.2) | | | | 3 | | | — |
| Total | | | 5.0 | | | | 113 | | 5.0 | | | | 26 | | | (25) |
| Industrial Solutions ^(3)^: | | | | | | | | | | | | | | | | |
| Industrial equipment | | | (24.0) | | | | (115) | | (26.3) | | | | 11 | | | — |
| Aerospace, defense, and marine | | | 9.8 | | | | 33 | | 12.5 | | | | 4 | | | (11) |
| Energy | | | 8.5 | | | | 3 | | 1.4 | | | | 3 | | | 10 |
| Medical | | | 15.6 | | | | 27 | | 15.6 | | | | — | | | — |
| Total | | | (3.3) | | | | (52) | | (4.9) | | | | 18 | | | (1) |
| Communications Solutions ^(3)^: | | | | | | | | | | | | | | | | |
| Data and devices | | | (15.2) | | | | (50) | | (15.2) | | | | — | | | — |
| Appliances | | | (20.2) | | | | (39) | | (20.2) | | | | — | | | — |
| Total | | | (17.0) | | | | (89) | | (17.0) | | | | — | | | — |
| Total | | (0.3) | % | | $ | (28) | | (0.7) | % | | $ | 44 | | $ | (26) | |
| | | | | | | | | | | | | | | | | |
| ^(1)^ Organic net sales growth (decline) is a non-GAAP financial measure. See description of non-GAAP financial measures. | ||||||||||||||||
| ^(2)^ Represents the change in net sales resulting from changes in foreign currency exchange rates. | ||||||||||||||||
| ^(3)^ Industry end market information is presented consistently with our internal management reporting and may be periodically revised as management deems necessary. | ||||||||||||||||
| | | | | | | | | | | | | | | | | |
All values are in US Dollars.
TE CONNECTIVITY LTD.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP FINANCIAL MEASURES
For the Quarter Ended December 29, 2023
(UNAUDITED)
| | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | Adjustments | | | | | |||||||
| | | | Acquisition- | | Restructuring | | | | | | ||||
| | | | Related | | and Other | | | | Adjusted | | ||||
| | | | Charges ^(1)^ | **** | Charges, Net^(1)^ | **** | Tax Items^(2)^ | **** | (Non-GAAP) ^(3)^ | | ||||
| | | |||||||||||||
| Operating income: | | | | | | | | | | | | | | |
| Transportation Solutions | | | $ | — | | $ | 14 | | $ | 3 | | $ | 495 | |
| Industrial Solutions | | | | 7 | | | 6 | | | 1 | | | 155 | |
| Communications Solutions | | | | 1 | | | 1 | | | — | | | 81 | |
| Total | | | $ | 8 | | $ | 21 | | $ | 4 | | $ | 731 | |
| | | | | | | | | | | | | | | |
| Operating margin | % | | | | | | | | | | | | 19.1 | % |
| | | | | | | | | | | | | | | |
| Other expense, net | | | $ | — | | $ | — | | $ | — | | $ | (3) | |
| | | | | | | | | | | | | | | |
| Income tax (expense) benefit | | | $ | (1) | | $ | (5) | | $ | (1,254) | | $ | (155) | |
| | | | | | | | | | | | | | | |
| Effective tax rate | % | | | | | | | | | | | | 21.2 | % |
| | | | | | | | | | | | | | | |
| Income from continuing operations | | | $ | 7 | | $ | 16 | | $ | (1,250) | | $ | 577 | |
| | | | | | | | | | | | | | | |
| Diluted earnings per share from continuing operations | | | $ | 0.02 | | $ | 0.05 | | $ | (3.99) | | $ | 1.84 | |
| | | | | | | | | | | | | | | |
| (1) The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the tax laws in effect for each such jurisdiction. | | |||||||||||||
| (2) Includes an 874 million net income tax benefit associated with a ten-year tax credit obtained by a Swiss subsidiary and a 262 million income tax benefit related to the revaluation of deferred tax assets as a result of a corporate tax rate increase in Switzerland. Also includes a 118 million income tax benefit associated with the tax impacts of a legal entity restructuring with related costs of 4 million recorded in selling, general, and administrative expenses for other non-income taxes. | | |||||||||||||
| (3) See description of non-GAAP financial measures. | |
All values are in US Dollars.
TE CONNECTIVITY LTD.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP FINANCIAL MEASURES
For the Quarter Ended December 30, 2022
(UNAUDITED)
| | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | Adjustments | | | | | ||||
| | | | | Acquisition- | | Restructuring | | | | |||
| | | | | Related | | and Other | | Adjusted | | |||
| | U.S. GAAP | | | Charges ^(1)^ | **** | Charges, Net^(1)^ | **** | (Non-GAAP) ^(2)^ | | |||
| | ( in millions, except per share data) | | ||||||||||
| Operating income: | | | | | | | | | | | | |
| Transportation Solutions | | | $ | 2 | | $ | 74 | | $ | 358 | | |
| Industrial Solutions | | | | | 6 | | | 13 | | | 175 | |
| Communications Solutions | | | | | 1 | | | 24 | | | 89 | |
| Total | | | $ | 9 | | $ | 111 | | $ | 622 | | |
| | | | | | | | | | | | | |
| Operating margin | | % | | | | | | | | | 16.2 | % |
| | | | | | | | | | | | | |
| Other expense, net | | | $ | — | | $ | — | | $ | (5) | | |
| | | | | | | | | | | | | |
| Income tax expense | | | $ | (2) | | $ | (29) | | $ | (118) | | |
| | | | | | | | | | | | | |
| Effective tax rate | | % | | | | | | | | | 19.5 | % |
| | | | | | | | | | | | | |
| Income from continuing operations | | | $ | 7 | | $ | 82 | | $ | 487 | | |
| | | | | | | | | | | | | |
| Diluted earnings per share from continuing operations | | | $ | 0.02 | | $ | 0.26 | | $ | 1.53 | | |
| | | | | | | | | | | | | |
| ^(1)^ The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the tax laws in effect for each such jurisdiction. | | |||||||||||
| ^(2)^ See description of non-GAAP financial measures. | |
All values are in US Dollars.
TE CONNECTIVITY LTD.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP FINANCIAL MEASURES
For the Quarter Ended March 31, 2023
(UNAUDITED)
| | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | Adjustments | | | | | ||||
| | | | | Acquisition- | | Restructuring | | | | |||
| | | | | Related | | and Other | | Adjusted | | |||
| | U.S. GAAP | | | Charges ^(1)^ | **** | Charges, Net^(1)^ | **** | (Non-GAAP) ^(2)^ | | |||
| | ( in millions, except per share data) | | ||||||||||
| Operating income: | | | | | | | | | | | | |
| Transportation Solutions | | | $ | — | | $ | 78 | | $ | 411 | | |
| Industrial Solutions | | | | | 7 | | | 33 | | | 174 | |
| Communications Solutions | | | | | 1 | | | 8 | | | 79 | |
| Total | | | $ | 8 | | $ | 119 | | $ | 664 | | |
| | | | | | | | | | | | | |
| Operating margin | | % | | | | | | | | | 16.0 | % |
| | | | | | | | | | | | | |
| Other expense, net | | | $ | — | | $ | — | | $ | (4) | | |
| | | | | | | | | | | | | |
| Income tax expense | | | $ | (1) | | $ | (26) | | $ | (127) | | |
| | | | | | | | | | | | | |
| Effective tax rate | | % | | | | | | | | | 19.5 | % |
| | | | | | | | | | | | | |
| Income from continuing operations | | | $ | 7 | | $ | 93 | | $ | 525 | | |
| | | | | | | | | | | | | |
| Diluted earnings per share from continuing operations | | | $ | 0.02 | | $ | 0.29 | | $ | 1.65 | | |
| | | | | | | | | | | | | |
| ^(1)^ The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the tax laws in effect for each such jurisdiction. | | |||||||||||
| ^(2)^ See description of non-GAAP financial measures. | |
All values are in US Dollars.
TE CONNECTIVITY LTD.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES TO GAAP FINANCIAL MEASURES
For the Year Ended September 29, 2023
(UNAUDITED)
| | | | | | | | | | | | | | | | |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| | | | | Adjustments | | | | | |||||||
| | | | | Acquisition- | | Restructuring | | | | | | ||||
| | | | | Related | | and Other | | | | Adjusted | | ||||
| | U.S. GAAP | | | Charges ^(1)^ | **** | Charges, Net^(1)^ | **** | Tax Items^(2)^ | **** | (Non-GAAP) ^(3)^ | | ||||
| | ( in millions, except per share data) | | |||||||||||||
| Operating income: | | | | | | | | | | | | | | | |
| Transportation Solutions | | | $ | 3 | | $ | 211 | | $ | — | | $ | 1,665 | | |
| Industrial Solutions | | | | | 27 | | | 84 | | | — | | | 713 | |
| Communications Solutions | | | | | 3 | | | 45 | | | — | | | 299 | |
| Total | | | $ | 33 | | $ | 340 | | $ | — | | $ | 2,677 | | |
| | | | | | | | | | | | | | | | |
| Operating margin | | % | | | | | | | | | | | | 16.7 | % |
| | | | | | | | | | | | | | | | |
| Other expense, net | | | $ | — | | $ | — | | $ | — | | $ | (16) | | |
| | | | | | | | | | | | | | | | |
| Income tax expense | | | $ | (6) | | $ | (85) | | $ | (49) | | $ | (504) | | |
| | | | | | | | | | | | | | | | |
| Effective tax rate | | % | | | | | | | | | | | | 19.1 | % |
| | | | | | | | | | | | | | | | |
| Income from continuing operations | | | $ | 27 | | $ | 255 | | $ | (49) | | $ | 2,137 | | |
| | | | | | | | | | | | | | | | |
| Diluted earnings per share from continuing operations | | | $ | 0.09 | | $ | 0.80 | | $ | (0.15) | | $ | 6.74 | | |
| | | | | | | | | | | | | | | | |
| ^(1)^ The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the tax laws in effect for each such jurisdiction. | | ||||||||||||||
| ^(2)^ Represents income tax benefits associated with a decrease in the valuation allowance for certain tax loss and credit carryforwards. | | ||||||||||||||
| ^(3)^ See description of non-GAAP financial measures. | |
All values are in US Dollars.
TE CONNECTIVITY LTD.
RECONCILIATION OF FORWARD-LOOKING NON-GAAP FINANCIAL MEASURES
TO FORWARD-LOOKING GAAP FINANCIAL MEASURES
As of January 24, 2024
(UNAUDITED)
| | | | |
|---|---|---|---|
| | Outlook for | | |
| | Quarter Ending | | |
| | March 29, | | |
| | 2024 | | |
| Diluted earnings per share from continuing operations | $ | 1.75 | |
| Restructuring and other charges, net | | 0.05 | |
| Acquisition-related charges | | 0.02 | |
| Adjusted diluted earnings per share from continuing operations ^(1)^ | $ | 1.82 | |
| | | | |
| | | | |
| Net sales growth (decline) | | (5.0) | % |
| Translation | | 0.3 | |
| (Acquisitions) divestitures, net | | 0.5 | |
| Organic net sales growth (decline) ^(1)^ | | (4.2) | % |
| | | | |
| ^(1)^ See description of non-GAAP financial measures. |
Exhibit 99.2
| EVERY CONNECTION COUNTS<br>TE Connectivity<br>First Quarter<br>2024 Earnings<br>January 24, 2024 |
|---|
| Forward-Looking Statements<br>This presentation contains certain "forward-looking statements" within the<br>meaning of the U.S. Private Securities Litigation Reform Act of 1995. These<br>statements are based on management's current expectations and are subject to<br>risks, uncertainty and changes in circumstances, which may cause actual<br>results, performance, financial condition or achievements to differ materially<br>from anticipated results, performance, financial condition or achievements. All<br>statements contained herein that are not clearly historical in nature are forward-looking and the words "anticipate," "believe," "expect," "estimate," "plan," and<br>similar expressions are generally intended to identify forward-looking<br>statements. We have no intention and are under no obligation to update or alter<br>(and expressly disclaim any such intention or obligation to do so) our forward-looking statements whether as a result of new information, future events or<br>otherwise, except to the extent required by law. The forward-looking statements<br>in this presentation include statements addressing our future financial condition<br>and operating results. Examples of factors that could cause actual results to<br>differ materially from those described in the forward-looking statements include,<br>among others, the extent, severity and duration of business interruptions, such<br>as the coronavirus disease 2019 (“COVID-19”) negatively affecting our business<br>operations; business, economic, competitive and regulatory risks, such as<br>conditions affecting demand for products in the automotive and other industries<br>we serve; competition and pricing pressure; fluctuations in foreign currency<br>exchange rates and commodity prices; natural disasters and political, economic<br>and military instability in countries in which we operate, including continuing<br>military conflict in certain parts of the world; developments in the credit markets;<br>future goodwill impairment; compliance with current and future environmental<br>and other laws and regulations; and the possible effects on us of changes in tax<br>laws, tax treaties and other legislation, including the effects of Swiss tax reform.<br>In addition, the extent to which COVID-19 will impact our business and our<br>financial results will depend on future developments, which are highly uncertain<br>and cannot be predicted. More detailed information about these and other<br>factors is set forth in TE Connectivity Ltd.'s Annual Report on Form 10-K for the<br>fiscal year ended Sept. 29, 2023 as well as in our Quarterly Reports on Form<br>10-Q, Current Reports on Form 8-K and other reports filed by us with the U.S.<br>Securities and Exchange Commission.<br>Non-GAAP Financial Measures<br>Where we have used non-GAAP financial measures, reconciliations to the most<br>comparable GAAP measure are provided, along with a disclosure on the<br>usefulness of the non-GAAP financial measure, in this presentation.<br>Forward-Looking Statements<br>and Non-GAAP Financial Measures<br>2 |
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| 20% Adjusted EPS growth in Q1 on flat Sales Y/Y; Adjusted Operating Margins of 19%<br>▪ Sales of $3.83B, ~flat reported, down 1% organically Y/Y<br>▪ Transportation up 5% organically Y/Y, driven by Automotive<br>▪ Industrial down 5% organically Y/Y, with growth in AD&M, Energy, and Medical offset by ongoing weakness in Industrial Equipment markets<br>▪ Communications down 17% organically Y/Y, with continued weakness in end markets<br>▪ Orders of $3.8B, up 4% Y/Y, with growth in all segments<br>▪ Adjusted Operating Margins of 19.1%, up 290bps Y/Y, driven by strong operational performance<br>▪ Adjusted EPS of $1.84, up 20% Y/Y and above guidance<br>▪ Record Q1 Free Cash Flow of $570M; ~$600M returned to shareholders and ~$350M used for bolt-on Schaffner acquisition<br>▪ TE named to the Dow Jones Sustainability Index for the 12th consecutive year<br>Earnings Highlights<br>3 Organic Net Sales Growth (Decline), Adjusted Operating Margin, Adjusted EPS, and Free Cash Flow are non-GAAP financial measures; see Appendix for descriptions and reconciliations<br>Q2 Guidance<br>▪ Expect Q2 Sales of ~$3.95B<br>▪ Expect Sales to be up 3% reported sequentially with growth in the Industrial segment partially offset by slight decline in the Transportation segment<br>▪ Expect Adjusted EPS of ~$1.82, up 10% Y/Y |
| --- |
| Reported FY23<br>Q1<br>FY23<br>Q4<br>FY24<br>Q1<br>Q1 Growth<br>Y/Y Q/Q<br>Transportation 2,154 2,418 2,247 4% (7)%<br>Industrial 1,085 1,058 1,122 3% 6%<br>Communications 395 424 404 3% (4)%<br>Total TE 3,633 3,900 3,773 4% (3)%<br>Book to Bill 0.95 0.97 0.98<br>Segment Orders Summary<br>($ in millions)<br>4<br>▪ Transportation orders reflecting ongoing stable global<br>production and continued strong backlog position<br>▪ Industrial order patterns supporting continued growth<br>in AD&M, Medical and Energy<br>▪ Communications orders reflect ongoing pockets of<br>inventory destocking<br>▪ Backlog remains near record levels<br>Y/Y orders growth in all segments |
| --- |
| Transportation Solutions<br>Q1 SALES<br>Reported<br>Up 5%<br>Organic<br>Up 5%<br>Q1 ADJUSTED OPERATING MARGIN<br>Margin expansion driven<br>by strong operational<br>performance<br>Adjusted EBITDA Margin 20.8% 25.8%<br>5<br>$2,259 $2,373<br>Q1 2023 Q1 2024<br>Q1 BUSINESS PERFORMANCE<br>Y/Y Growth<br>Rates Reported Organic<br>Automotive $1,776 8% 8%<br>Commercial<br>Transportation 356 2% 1%<br>Sensors 241 (8)% (9)%<br>Transportation<br>Solutions $2,373 5% 5%<br>$ in Millions<br>15.8%<br>20.9%<br>Q1 2023 Q1 2024<br>▪ Automotive<br>Organic growth in Asia &<br>Europe. Strong performance<br>continues to be driven by<br>our leading global position in<br>EV along with<br>electronification trends<br>▪ Commercial<br>Transportation<br>Organic growth in Asia,<br>partially offset by declines in<br>North America<br>▪ Sensors<br>Organic decline driven by<br>product exits and weakness<br>in industrial applications,<br>partially offset by growth in<br>automotive applications<br>Organic Net Sales Growth (Decline), Adjusted Operating Margin, and Adjusted EBITDA Margin are non-GAAP financial measures; see Appendix for descriptions and reconciliations.<br>Expect ~20% target margins going<br>forward with slight Y/Y increase in auto<br>production |
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| Industrial Solutions<br>Q1 SALES<br>Reported<br>Down 3%<br>Organic<br>Down 5%<br>Q1 ADJUSTED OPERATING MARGIN<br>Margins reflect volume<br>decline in Industrial<br>Equipment business<br>Adjusted EBITDA Margin 20.8% 20.4%<br>6<br>Q1 BUSINESS PERFORMANCE<br>Y/Y Growth<br>Rates Reported Organic<br>Industrial<br>Equipment $330 (24)% (26)%<br>Aerospace,<br>Defense and<br>Marine<br>290 10% 13%<br>Energy 205 9% 1%<br>Medical 200 16% 16%<br>Industrial<br>Solutions $1,025 (3)% (5)%<br>$ in Millions<br>▪ Industrial Equipment<br>Decline driven by ongoing<br>destocking in our<br>customers’ supply chain<br>▪ AD&M<br>Organic growth driven by<br>Commercial Aerospace<br>▪ Energy<br>Organic growth driven by<br>continued momentum in<br>renewable applications<br>partially offset by slower<br>European utility demand<br>▪ Medical<br>Organic growth driven by<br>increases in interventional<br>procedures<br>$1,060 $1,025<br>Q1 2023 Q1 2024<br>16.5% 15.1%<br>Q1 2023 Q1 2024<br>Expect continued sequential growth in<br>AD&M, Energy, and Medical<br>Organic Net Sales Growth (Decline), Adjusted Operating Margin, and Adjusted EBITDA Margin are non-GAAP financial measures; see Appendix for descriptions and reconciliations. |
| --- |
| Communications Solutions<br>Q1 SALES<br>Reported<br>Down 17%<br>Organic<br>Down 17%<br>Q1 ADJUSTED OPERATING MARGIN<br>Margin expansion driven<br>by strong operational<br>performance<br>Adjusted EBITDA Margin 23.0% 23.8%<br>17.0% 18.7%<br>Q1 2023 Q1 2024<br>7<br>$ in Millions<br>▪ Data & Devices<br>Decline driven by<br>ongoing destocking<br>across our customers’<br>supply chains; continue to<br>see strong momentum in<br>AI applications<br>▪ Appliances<br>Impacted by market<br>weakness in all regions<br>$522 $433<br>Q1 2023 Q1 2024<br>Q1 BUSINESS PERFORMANCE<br>Y/Y Growth Rates Reported Organic<br>Data & Devices $279 (15)% (15)%<br>Appliances 154 (20)% (20)%<br>Communications<br>Solutions $433 (17)% (17)%<br>AI programs will drive second half<br>revenue ramp; expect to maintain high<br>teens segment margins<br>Organic Net Sales Growth (Decline), Adjusted Operating Margin, and Adjusted EBITDA Margin are non-GAAP financial measures; see Appendix for descriptions and reconciliations. |
| --- |
| Q1 Financial Summary<br>8<br>($ in Millions, except per share amounts) Q1 FY23 Q1 FY24<br>Net Sales $ 3,841 $ 3,831<br>Operating Income $ 502 $ 698<br>Operating Margin 13.1% 18.2%<br>Acquisition-Related Charges 9 8<br>Restructuring & Other Charges, Net 111 25<br>Adjusted Operating Income $ 622 $ 731<br>Adjusted Operating Margin 16.2% 19.1%<br>Earnings Per Share* $ 1.25 $ 5.76<br>Acquisition-Related Charges 0.02 0.02<br>Restructuring & Other Charges, Net 0.26 0.05<br>Tax Items - (3.99)<br>Adjusted EPS $ 1.53 $ 1.84<br>*Represents Diluted Earnings Per Share from Continuing Operations<br>Adjusted Operating Income, Adjusted Operating Margin, and Adjusted Earnings Per Share are non-GAAP financial measures; see Appendix for descriptions and reconciliations. |
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| Q1 Financial Performance<br>9<br>16.2%<br>19.1%<br>Q1 2023 Q1 2024<br>SALES ADJUSTED OPERATING MARGIN<br>ADJUSTED EPS FREE CASH FLOW<br>Strong Margin expansion and Free Cash Flow performance<br>$ in Billions<br>$ in Millions<br>~$600M<br>returned to<br>shareholders<br>$399<br>$570<br>Q1 2023 Q1 2024<br>Up ~20%<br>Y/Y driven by<br>margin<br>expansion $1.53 $1.84<br>Q1 2023 Q1 2024<br>$3.8 $3.8<br>Q1 2023 Q1 2024<br>290bps of<br>margin<br>expansion<br>~Flat Sales<br>Y/Y<br>Adjusted Operating Margin, Adjusted Earnings Per Share, and Free Cash Flow are non-GAAP financial measures; see Appendix for descriptions and reconciliations.<br>~$350M<br>Schaffner<br>acquisition |
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| EVERY CONNECTION COUNTS<br>Additional Information |
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| Y/Y Q1 2024<br>11<br>Sales<br>(in millions)<br>Adjusted EPS<br>Q1 2023 Results $3,841 $1.53<br>Operational Performance (54) 0.34<br>FX Impact 44 0.01<br>Tax Rate Impact - (0.04)<br>Q1 2024 Results $3,831 $1.84<br>Adjusted Earnings Per Share is a non-GAAP financial measure; see Appendix for description and reconciliation. |
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| Y/Y Q2 2024<br>12<br>Sales<br>(in millions)<br>Adjusted EPS<br>Q2 2023 Results $4,160 $1.65<br>Operational Performance (197) 0.25<br>FX Impact (13) (0.05)<br>Tax Rate Impact - (0.03)<br>Q2 2024 Guidance $3,950 $1.82<br>Adjusted Earnings Per Share is a non-GAAP financial measure; see Appendix for description and reconciliation. |
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| Q1 Balance Sheet and Cash Flow Summary<br>13<br>($ in Millions) Q1 2023 Q1 2024<br>Beginning Cash Balance $1,088 $1,661<br>Free Cash Flow 399 570<br>Dividends (178) (183)<br>Share repurchases (287) (476)<br>Net decrease in debt (143) (70)<br>Acquisition of businesses, net of cash<br>acquired (109) (349)<br>Other 23 17<br>Ending Cash Balance $793 $1,170<br>Total Debt $4,218 $4,198<br>A/R $2,910 $2,828<br>Days Sales Outstanding* 68 67<br>Inventory $2,927 $2,783<br>Days on Hand* 96 96<br>Accounts Payable $1,751 $1,690<br>Days Outstanding* 59 61<br>Free Cash Flow and Working Capital Liquidity, Cash and Debt<br>($ in Millions) Q1 2023 Q1 2024<br>Cash from Operating Activities $581 $719<br>Capital expenditures, net (182) (149)<br>Free Cash Flow $399 $570<br>Free Cash Flow is a non-GAAP financial measure, see Appendix for description and reconciliation<br>* Calculated on a quarterly basis and adjusted to exclude the impact of acquisitions and divestitures |
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| EVERY CONNECTION COUNTS<br>Appendix |
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| We present non-GAAP performance and liquidity measures as<br>we believe it is appropriate for investors to consider adjusted<br>financial measures in addition to results in accordance with<br>accounting principles generally accepted<br>in the U.S. (“GAAP”). These non-GAAP financial measures<br>provide supplemental information and should not be considered<br>replacements for results in accordance with GAAP. Management<br>uses non-GAAP financial measures internally for planning and<br>forecasting purposes and in its decision-making processes<br>related to the operations of our company. We believe these<br>measures provide meaningful information to us and investors<br>because they enhance the understanding of our operating<br>performance, ability to generate cash, and the trends of our<br>business. Additionally, we believe that investors benefit from<br>having access to the same financial measures that management<br>uses in evaluating our operations. The primary limitation of these<br>measures is that they exclude the financial impact of items that<br>would otherwise either increase or decrease our reported<br>results. This limitation is best addressed by using these non-GAAP financial measures in combination with the most directly<br>comparable GAAP financial measures in order to better<br>understand the amounts, character, and impact of any increase<br>or decrease in reported amounts. These non-GAAP financial<br>measures may not be comparable to similarly-titled measures<br>reported by other companies.<br>The following provides additional information regarding our non-GAAP financial measures:<br>▪ Organic Net Sales Growth (Decline) – represents net sales<br>growth (decline) (the most comparable GAAP financial<br>measure) excluding the impact of foreign currency exchange<br>rates, and acquisitions and divestitures that occurred in the<br>preceding twelve months, if any. Organic Net Sales Growth<br>(Decline) is a useful measure of our performance because it<br>excludes items that are not completely under management’s<br>control, such as the impact of changes in foreign currency<br>exchange rates, and items that do not reflect the underlying<br>growth of the company, such as acquisition and divestiture<br>activity. This measure is a significant component in our<br>incentive compensation plans.<br>▪ Adjusted Operating Income and Adjusted Operating<br>Margin – represent operating income and operating margin,<br>respectively, (the most comparable GAAP financial<br>measures) before special items including restructuring and<br>other charges, acquisition-related charges, impairment of<br>goodwill, and other income or charges, if any. We utilize<br>these adjusted measures in combination with operating<br>income and operating margin to assess segment level<br>operating performance and to provide insight to management<br>in evaluating segment operating plan execution and market<br>conditions. Adjusted Operating Income is a significant<br>component in our incentive compensation plans.<br>▪ Adjusted Other Income (Expense), Net – represents net<br>other income (expense) (the most comparable GAAP<br>financial measure) before special items.<br>▪ Adjusted Income Tax (Expense) Benefit and Adjusted<br>Effective Tax Rate – represent income tax (expense) benefit<br>and effective tax rate, respectively, (the most comparable<br>GAAP financial measures) after adjusting for the tax effect of<br>special items including restructuring and other charges,<br>acquisition-related charges, impairment of goodwill, other<br>income or charges, and certain significant tax items, if any.<br>▪ Adjusted Income from Continuing Operations –<br>represents income from continuing operations (the most<br>comparable GAAP financial measure) before special items<br>including restructuring and other charges, acquisition-related<br>charges, impairment of goodwill, other income or charges,<br>and certain significant tax items, if any, and, if applicable, the<br>related tax effects.<br>▪ Adjusted Earnings Per Share – represents diluted earnings<br>per share from continuing operations (the most comparable<br>GAAP financial measure) before special items including<br>restructuring and other charges, acquisition-related charges,<br>impairment of goodwill, other income or charges, and certain<br>significant tax items, if any, and, if applicable, the related tax<br>effects. This measure is a significant component in our<br>incentive compensation plans.<br>Non-GAAP Financial Measures<br>15 |
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| ▪ Adjusted EBITDA and Adjusted EBITDA Margin –<br>represent net income and net income as a percentage of net<br>sales, respectively, (the most comparable GAAP financial<br>measures) before interest expense, interest income, income<br>taxes, depreciation, and amortization, as adjusted for net<br>other income (expense), income (loss) from discontinued<br>operations, and special items including restructuring and<br>other charges, acquisition-related charges, impairment of<br>goodwill, and other income or charges, if any.<br>▪ Free Cash Flow (FCF) – is a useful measure of our ability to<br>generate cash. The difference between net cash provided by<br>operating activities (the most comparable GAAP financial<br>measure) and Free Cash Flow consists mainly of significant<br>cash outflows and inflows that we believe are useful to<br>identify. We believe Free Cash Flow provides useful<br>information to investors as it provides insight into the primary<br>cash flow metric used by management to monitor and<br>evaluate cash flows generated from our operations. Free<br>Cash Flow is defined as net cash provided by operating<br>activities excluding voluntary pension contributions and the<br>cash impact of special items, if any, minus net capital<br>expenditures. Voluntary pension contributions are excluded<br>from the GAAP financial measure because this activity is<br>driven by economic financing decisions rather than operating<br>activity. Certain special items, including cash paid (collected)<br>pursuant to collateral requirements related to cross-currency<br>swap contracts, are also excluded by management in<br>evaluating Free Cash Flow. Net capital expenditures consist<br>of capital expenditures less proceeds from the sale of<br>property, plant, and equipment. These items are subtracted<br>because they represent long-term commitments. In the<br>calculation of Free Cash Flow, we subtract certain cash items<br>that are ultimately within management’s and the Board of<br>Directors’ discretion to direct and may imply that there is less<br>or more cash available for our programs than the most<br>comparable GAAP financial measure indicates. It should not<br>be inferred that the entire Free Cash Flow amount is available<br>for future discretionary expenditures, as our definition of Free<br>Cash Flow does not consider certain non-discretionary<br>expenditures, such as debt payments. In addition, we may<br>have other discretionary expenditures, such as discretionary<br>dividends, share repurchases, and business acquisitions, that<br>are not considered in the calculation of Free Cash Flow.<br>▪ Free Cash Flow Conversion – represents the ratio of Free<br>Cash Flow to Adjusted Income from Continuing Operations.<br>We use Free Cash Flow Conversion as an indicator of our<br>ability to convert earnings to cash.<br>Non-GAAP Financial Measures (cont.)<br>16 |
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| Segment Summary<br>17<br><br><br>Transportation Solutions $ 2,373 $ 2,259<br>Industrial Solutions 1,025 1,060<br>Communications Solutions 433 522<br>Total $ 3,831 $ 3,841<br>O perating O perating<br>Margin Margin<br>Transportation Solutions $ 478 20.1 % $ 282 12.5 %<br>Industrial Solutions 141 13.8 156 14.7<br>Communications Solutions 79 18.2 64 12.3<br>Total $ 698 18.2 % $ 502 13.1 %<br>Adjusted Adjusted<br>O perating O perating<br>Margin (1) Margin (1)<br>Transportation Solutions $ 495 20.9 % $ 358 15.8 %<br>Industrial Solutions 155 15.1 175 16.5<br>Communications Solutions 81 18.7 89 17.0<br>Total $ 731 19.1 % $ 622 16.2 %<br>For the Q uarters Ended<br>December 29, December 30,<br>O perating<br>Income<br>Adjusted<br>O perating<br>Income (1)<br>Income<br>O perating<br>(1) Adjusted operating income and adjusted operating margin are non-GAAP financial measures. See description of non-GAAP financial measures.<br>2023 2022<br>($ in millions)<br>Adjusted<br>O perating<br>Net Sales Net Sales<br>Income (1) |
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| Reconciliation of Net Sales Growth<br>18<br><br>Transportation Solutions (3):<br>Automotive $ 127 7.7 % $ 135 8.1 % $ 17 $ (25)<br>Commercial transportation 8 2.3 2 0.7 6 —<br>Sensors (21) (8.0) (24) (9.2) 3 —<br>Total 114 5.0 113 5.0 26 (25)<br>Industrial Solutions (3):<br>Industrial equipment (104) (24.0) (115) (26.3) 11 —<br>Aerospace, defense, and marine 26 9.8 33 12.5 4 (11)<br>Energy 16 8.5 3 1.4 3 10<br>Medical 27 15.6 27 15.6 — —<br>Total (35) (3.3) (52) (4.9) 18 (1)<br>Communications Solutions (3)<br>:<br>Data and devices (50) (15.2) (50) (15.2) — —<br>Appliances (39) (20.2) (39) (20.2) — —<br>Total (89) (17.0) (89) (17.0) — —<br>Total $ (10) (0.3) % $ (28) (0.7) % $ 44 $ (26)<br>(1) Organic net sales growth (decline) is a non-GAAP financial measure. See description of non-GAAP financial measures.<br>(2) Represents the change in net sales resulting from changes in foreign currency exchange rates.<br>(3) Industry end market information is presented consistently with our internal management reporting and may be periodically revised as management<br>deems necessary.<br>Net Sales<br>Growth (Decline)<br>O rganic Net Sales<br>Growth (Decline) (1)<br>Change in Net Sales for the Q uarter Ended December 29, 2023<br>versus Net Sales for the Q uarter Ended December 30, 2022<br>($ in millions)<br>Translation (2)<br>Acquisition/<br>(Divestitures) |
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| Reconciliation of Non-GAAP Financial Measures to GAAP<br>Financial Measures for the Quarter Ended December 29, 2023<br>19<br><br>Operating income:<br>Transportation Solutions $ 478 $ — $ 14 $ 3 $ 495<br>Industrial Solutions 141 7 6 1 155<br>Communications Solutions 79 1 1 — 81<br>Total $ 698 $ 8 $ 21 $ 4 $ 731<br>Operating margin 18.2 % 19.1 %<br>Other expense, net $ (3) $ — $ — $ — $ (3)<br>Income tax (expense) benefit $ 1,105 $ (1) $ (5) $ (1,254) $ (155)<br>Effective tax rate (158.1) % 21.2 %<br>Income from continuing operations $ 1,804 $ 7 $ 16 $ (1,250) $ 577<br>Diluted earnings per share from<br>continuing operations $ 5.76 $ 0.02 $ 0.05 $ (3.99) $ 1.84<br><br>(3) See description of non-GAAP financial measures.<br>(1) The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the tax<br>laws in effect for each such jurisdiction.<br>U.S. GAAP Charges (1) (Non-GAAP) (3) Charges, Net (1) Tax Items (2)<br>($ in millions, except per share data)<br>(2) Includes an $874 million net income tax benefit associated with a ten-year tax credit obtained by a Swiss subsidiary and a $262 million<br>income tax benefit related to the revaluation of deferred tax assets as a result of a corporate tax rate increase in Switzerland. Also includes a<br>$118 million income tax benefit associated with the tax impacts of a legal entity restructuring with related costs of $4 million recorded in<br>selling, general, and administrative expenses for other non-income taxes.<br>Adjustments<br>Related and O ther Adjusted<br>Acquisition- Restructuring |
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| Reconciliation of Non-GAAP Financial Measures to GAAP<br>Financial Measures for the Quarter Ended December 30, 2022<br>20<br><br>Operating income:<br>Transportation Solutions $ 282 $ 2 $ 74 $ 358<br>Industrial Solutions 156 6 13 175<br>Communications Solutions 64 1 24 89<br>Total $ 502 $ 9 $ 111 $ 622<br>Operating margin 13.1 % 16.2 %<br>Other expense, net $ (5) $ — $ — $ (5)<br>Income tax expense $ (87) $ (2) $ (29) $ (118)<br>Effective tax rate 17.9 % 19.5 %<br>Income from continuing operations $ 398 $ 7 $ 82 $ 487<br>Diluted earnings per share from continuing operations $ 1.25 $ 0.02 $ 0.26 $ 1.53<br><br>Acquisition- Restructuring<br>Adjustments<br>($ in millions, except per share data)<br>(1) The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the tax<br>laws in effect for each such jurisdiction.<br>(2) See description of non-GAAP financial measures.<br>Related and O ther Adjusted<br>U.S. GAAP Charges (1) Charges, Net (1) (Non-GAAP) (2) |
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| Reconciliation of Non-GAAP Financial Measures to GAAP Financial<br>Measures for the Quarter Ended March 31, 2023<br>21<br><br>Operating income:<br>Transportation Solutions $ 333 $ — $ 78 $ 411<br>Industrial Solutions 134 7 33 174<br>Communications Solutions 70 1 8 79<br>Total $ 537 $ 8 $ 119 $ 664<br>Operating margin 12.9 % 16.0 %<br>Other expense, net $ (4) $ — $ — $ (4)<br>Income tax expense $ (100) $ (1) $ (26) $ (127)<br>Effective tax rate 19.0 % 19.5 %<br>Income from continuing operations $ 425 $ 7 $ 93 $ 525<br>Diluted earnings per share from continuing operations $ 1.34 $ 0.02 $ 0.29 $ 1.65<br><br>Adjustments<br>Related and O ther Adjusted<br>Acquisition- Restructuring<br>($ in millions, except per share data)<br>(1) The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the<br>tax laws in effect for each such jurisdiction.<br>(2) See description of non-GAAP financial measures.<br>U.S. GAAP Charges (1) Charges, Net (1) (Non-GAAP) (2) |
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| Reconciliation of Non-GAAP Financial Measures to GAAP<br>Financial Measures for the Year Ended September 29, 2023<br>22<br><br>Operating income:<br>Transportation Solutions $ 1,451 $ 3 $ 211 $ — $ 1,665<br>Industrial Solutions 602 27 84 — 713<br>Communications Solutions 251 3 45 — 299<br>Total $ 2,304 $ 33 $ 340 $ — $ 2,677<br>Operating margin 14.4 % 16.7 %<br>Other expense, net $ (16) $ — $ — $ — $ (16)<br>Income tax expense $ (364) $ (6) $ (85) $ (49) $ (504)<br>Effective tax rate 16.0 % 19.1 %<br>Income from continuing operations $ 1,904 $ 27 $ 255 $ (49) $ 2,137<br>Diluted earnings per share from<br>continuing operations $ 6.01 $ 0.09 $ 0.80 $ (0.15) $ 6.74<br><br>($ in millions, except per share data)<br>(1) The tax effect of each non-GAAP adjustment is calculated based on the jurisdictions in which the expense (income) is incurred and the tax<br>laws in effect for each such jurisdiction.<br>(3) See description of non-GAAP financial measures.<br>Related and O ther Adjusted<br>U.S. GAAP Charges (1) Charges, Net (1) Tax Items (2) (Non-GAAP) (3)<br>(2) Represents income tax benefits associated with a decrease in the valuation allowance for certain tax loss and credit carryforwards.<br>Adjustments<br>Acquisition- Restructuring |
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| Reconciliation of Free Cash Flow<br>23<br>Net cash provided by operating activities $ 719 $ 581<br>Net cash used in investing activities (468) (265)<br>Net cash used in financing activities (745) (621)<br>Effect of currency translation on cash 3 10<br>Net decrease in cash, cash equivalents, and restricted cash $ (491) $ (295)<br>Net cash provided by operating activities $ 719 $ 581<br>Capital expenditures, net (149) (182)<br>Free cash flow (1) $ 570 $ 399<br>For the Q uarters Ended<br>December 29, December 30,<br>(1) Free cash flow is a non-GAAP financial measure. See description of non-GAAP financial measures.<br>2023 2022<br>(in millions) |
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| Reconciliation of Adjusted EBITDA<br>and Adjusted EBITDA Margin<br>24<br>Net income $ 1,803 $ 397<br>Loss from discontinued operations 1 1<br>Income tax expense (benefit) (1,105) 87<br>Other expense, net 3 5<br>Interest expense 18 21<br>Interest income (22) (9)<br>Operating income 698 502<br>Acquisition-related charges 8 9<br>Restructuring and other charges, net 21 111<br>Taxes (non-income tax) recorded in SG&A 4 —<br>Adjusted operating income (1)<br> 731 622<br>Depreciation and amortization 194 187<br>Adjusted EBITDA (1) $ 925 $ 809<br>Net sales $ 3,831 $ 3,841<br>Net income as a percentage of net sales 47.1% % 10.3 %<br>Adjusted EBITDA margin (1)<br> 24.1 % 21.1 %<br>Operating income $ 478 $ 141 $ 79 $ 698 $ 282 $ 156 $ 64 $ 502<br>Acquisition-related charges — 7 1 8 2 6 1 9<br>Restructuring and other charges, net 14 6 1 21 74 13 24 111<br>Taxes (non-income tax) recorded in SG&A 3 1 — 4 — — — —<br>Adjusted operating income (1)<br> 495 155 81 731 358 175 89 622<br>Depreciation and amortization 118 54 22 194 111 45 31 187<br>Adjusted EBITDA (1) $ 613 $ 209 $ 103 $ 925 $ 469 $ 220 $ 120 $ 809<br>Net sales $ 2,373 $ 1,025 $ 433 $ 3,831 $ 2,259 $ 1,060 $ 522 $ 3,841<br>Operating margin 20.1 % 13.8 % 18.2 % 18.2 % 12.5 % 14.7 % 12.3 % 13.1 %<br>Adjusted operating margin (1)<br> 20.9 % 15.1 % 18.7 % 19.1 % 15.8 % 16.5 % 17.0 % 16.2 %<br>Adjusted EBITDA margin (1)<br> 25.8 % 20.4 % 23.8 % 24.1 % 20.8 % 20.8 % 23.0 % 21.1 %<br>(1) See description of non-GAAP financial measures.<br>December 29, 2023 December 30, 2022<br>Transportation Industrial Communications<br>December 29,<br>2023<br>December 30,<br>2022<br>($ in millions)<br>For the Q uarters Ended<br>($ in millions)<br>Transportation Industrial Communications<br>Solutions Solutions Solutions Total Solutions Solutions Solutions Total<br>For the Q uarters Ended |
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| Reconciliation of Forward-Looking Non-GAAP Financial<br>Measures to Forward-Looking GAAP Financial Measures<br>25<br>Diluted earnings per share from continuing operations $ 1.75<br>Restructuring and other charges, net 0.05<br>Acquisition-related charges 0.02<br>Adjusted diluted earnings per share from continuing operations (2) $ 1.82<br>Net sales growth (decline) (5.0) %<br>Translation 0.3<br>(Acquisitions) divestitures, net 0.5<br>Organic net sales growth (decline) (2)<br> (4.2) %<br>Operating margin 17.5 %<br>Restructuring and other charges, net 0.5<br>Acquisition-related charges 0.2<br>Adjusted operating margin (2)<br> 18.2 %<br>Effective tax rate 21.1 % (23.3) %<br>Effective tax rate adjustments (3)<br> (0.1) 44.7<br>Adjusted effective tax rate (2)<br> 21.0 % 21.4 %<br>Q uarter Ending<br>O utlook for<br>2024 (1)<br>March 29, O utlook for<br>Fiscal 2024 (1)<br>(3) Includes adjustments for special tax items and the tax effect of acquisition-related charges and net restructuring and other charges, calculated based<br>on the jurisdictions in which the expense (income) is incurred and the tax laws in effect for each such jurisdiction.<br>(1) Outlook is as of January 24, 2024.<br>(2) See description of non-GAAP financial measures. |
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