UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________________________________________________________ 

FORM 10-Q

_________________________________________________________________________________ 

(Mark One)

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

For the quarterly period ended March 31, 2021

OR

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

For the transition period from              to             

Commission File Number 001-34652

_________________________________________________________________________________ 

SENSATA TECHNOLOGIES HOLDING PLC

(Exact name of registrant as specified in its charter)

_________________________________________________________________________________ 

England and Wales	98-1386780
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

529 Pleasant Street

Attleboro, Massachusetts, 02703, United States

(Address of principal executive offices, including zip code)

+1 (508) 236 3800

(Registrant's telephone number, including area code)

Not applicable

(Former name, former address and former fiscal year, if changed since last report)

_____________________________________ 

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

Title of each class	Trading Symbol(s)	Name of exchange on which registered
Ordinary Shares - nominal value €0.01 per share	ST	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 15, 2021, 158,109,854 ordinary shares were outstanding.

TABLE OF CONTENTS

PART I
	Item 1.	Financial Statements (unaudited):
		Condensed Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020	3
		Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2021 and 2020	4
		Condensed Consolidated Statements of Comprehensive Income/(Loss) for the Three Months Ended March 31, 2021 and 2020	5
		Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2021 and 2020	6
		Condensed Consolidated Statements of Changes in Shareholders' Equity for the Three Months Ended March 31, 2021 and 2020	7
		Notes to Condensed Consolidated Financial Statements	8
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	20
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
	Item 4.	Controls and Procedures	32
PART II
	Item 1.	Legal Proceedings	33
	Item 1A.	Risk Factors	33
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	33
	Item 3.	Defaults Upon Senior Securities	33
	Item 6.	Exhibits	34
		Signatures	35

2

PART I—FINANCIAL INFORMATION

Item 1.Financial Statements.

SENSATA TECHNOLOGIES HOLDING PLC

Condensed Consolidated Balance Sheets

(In thousands, except per share amounts)

(unaudited)

	March 31, 2021		December 31, 2020
Assets
Current assets:
Cash and cash equivalents	$	1,893,926	$	1,861,980
Accounts receivable, net of allowances of $18,891 and $19,033 as of March 31, 2021 and December 31, 2020, respectively	641,161		576,647
Inventories	468,446		451,005
Prepaid expenses and other current assets	102,592		90,340
Total current assets	3,106,125		2,979,972
Property, plant and equipment, net	796,419		803,825
Goodwill	3,124,939		3,111,349
Other intangible assets, net of accumulated amortization of $2,176,498 and $2,145,634 as of March 31, 2021 and December 31, 2020, respectively	676,072		691,549
Deferred income tax assets	80,023		84,785
Other assets	161,614		172,722
Total assets	$	7,945,192	$	7,844,202
Liabilities and shareholders’ equity
Current liabilities:
Current portion of long-term debt, finance lease and other financing obligations	$	9,678	$	757,205
Accounts payable	431,084		393,907
Income taxes payable	21,498		19,215
Accrued expenses and other current liabilities	311,261		324,830
Total current liabilities	773,521		1,495,157
Deferred income tax liabilities	262,673		259,857
Pension and other post-retirement benefit obligations	43,074		48,002
Finance lease and other financing obligations, less current portion	27,605		27,931
Long-term debt, net	3,961,397		3,213,747
Other long-term liabilities	86,279		94,022
Total liabilities	5,154,549		5,138,716
Commitments and contingencies (Note 12)
Shareholders’ equity:
Ordinary shares, €0.01 nominal value per share, 177,069 shares authorized, and 173,533 and 173,266 shares issued as of March 31, 2021 and December 31, 2020, respectively	2,223		2,220
Treasury shares, at cost, 15,631 shares as of March 31, 2021 and December 31, 2020	(784,596)		(784,596)
Additional paid-in capital	1,775,320		1,759,668
Retained earnings	1,831,241		1,777,729
Accumulated other comprehensive loss	(33,545)		(49,535)
Total shareholders’ equity	2,790,643		2,705,486
Total liabilities and shareholders’ equity	$	7,945,192	$	7,844,202

The accompanying notes are an integral part of these condensed consolidated financial statements.

3

SENSATA TECHNOLOGIES HOLDING PLC

Condensed Consolidated Statements of Operations

(In thousands, except per share amounts)

(unaudited)

	For the three months ended
	March 31, 2021		March 31, 2020
Net revenue	$	942,528	$	774,269
Operating costs and expenses:
Cost of revenue	635,349		566,406
Research and development	35,956		34,453
Selling, general and administrative	77,123		77,221
Amortization of intangible assets	32,064		33,092
Restructuring and other charges, net	4,582		4,498
Total operating costs and expenses	785,074		715,670
Operating income	157,454		58,599
Interest expense, net	(44,043)		(39,403)
Other, net	(39,397)		(12,281)
Income before taxes	74,014		6,915
Provision for/(benefit from) income taxes	20,281		(1,516)
Net income	$	53,733	$	8,431
Basic net income per share	$	0.34	$	0.05
Diluted net income per share	$	0.34	$	0.05

The accompanying notes are an integral part of these condensed consolidated financial statements.

4

SENSATA TECHNOLOGIES HOLDING PLC

Condensed Consolidated Statements of Comprehensive Income/(Loss)

(In thousands)

(unaudited)

	For the three months ended
	March 31, 2021		March 31, 2020
Net income	$	53,733	$	8,431
Other comprehensive income/(loss):
Cash flow hedges	14,278		(19,334)
Defined benefit and retiree healthcare plans	1,712		3,342
Other comprehensive income/(loss)	15,990		(15,992)
Comprehensive income/(loss)	$	69,723	$	(7,561)

The accompanying notes are an integral part of these condensed consolidated financial statements.

5

SENSATA TECHNOLOGIES HOLDING PLC

Condensed Consolidated Statements of Cash Flows

(In thousands)

(unaudited)

	For the three months ended
	March 31, 2021		March 31, 2020
Cash flows from operating activities:
Net income	$	53,733	$	8,431
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	31,197		34,679
Amortization of debt issuance costs	1,711		1,631
Share-based compensation	5,099		6,084
Loss on debt financing	30,066		—
Amortization of intangible assets	32,064		33,092
Deferred income taxes	130		(4,100)
Loss on litigation judgment	—		29,200
Unrealized loss on derivative instruments and other	8,797		11,040
Changes in operating assets and liabilities, net of the effects of acquisitions:
Accounts receivable, net	(62,198)		21,458
Inventories	(16,857)		(7,596)
Prepaid expenses and other current assets	(4,971)		5,625
Accounts payable and accrued expenses	26,409		(19,962)
Income taxes payable	2,283		(15,844)
Other	(2,952)		(5,194)
Net cash provided by operating activities	104,511		98,544
Cash flows from investing activities:
Acquisitions, net of cash received	(20,406)		—
Additions to property, plant and equipment and capitalized software	(27,172)		(29,547)
Investment in debt and equity securities	(1,799)		(5,217)
Other	340		1,928
Net cash used in investing activities	(49,037)		(32,836)
Cash flows from financing activities:
Proceeds from exercise of stock options and issuance of ordinary shares	10,556		709
Payment of employee restricted stock tax withholdings	(221)		(15)
Proceeds from borrowings on debt	750,000		—
Payments on debt	(752,753)		(2,375)
Payments to repurchase ordinary shares	—		(35,175)
Payments of debt financing costs	(31,110)		—
Net cash used in financing activities	(23,528)		(36,856)
Net change in cash and cash equivalents	31,946		28,852
Cash and cash equivalents, beginning of period	1,861,980		774,119
Cash and cash equivalents, end of period	$	1,893,926	$	802,971

The accompanying notes are an integral part of these condensed consolidated financial statements.

6

SENSATA TECHNOLOGIES HOLDING PLC

Condensed Consolidated Statements of Changes in Shareholders' Equity

(In thousands)

(unaudited) 

	Ordinary Shares			Treasury Shares			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
	Number	Amount		Number	Amount
Balance as of December 31, 2020	173,266	$	2,220	(15,631)	$	(784,596)	$	1,759,668	$	1,777,729	$	(49,535)	$	2,705,486
Surrender of shares for tax withholding	—	—		(4)	(221)		—		—		—		(221)
Stock options exercised	259	3		—	—		10,553		—		—		10,556
Vesting of restricted securities	12	—		—	—		—		—		—		—
Retirement of ordinary shares	(4)	—		4	221		—		(221)		—		—
Share-based compensation	—	—		—	—		5,099		—		—		5,099
Net income	—	—		—	—		—		53,733		—		53,733
Other comprehensive income	—	—		—	—		—		—		15,990		15,990
Balance as of March 31, 2021	173,533	$	2,223	(15,631)	$	(784,596)	$	1,775,320	$	1,831,241	$	(33,545)	$	2,790,643

	Ordinary Shares			Treasury Shares			Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Loss		Total Shareholders’ Equity
	Number	Amount		Number	Amount
Balance as of December 31, 2019	172,561	$	2,212	(14,733)	$	(749,421)	$	1,725,091	$	1,616,357	$	(20,484)	$	2,573,755
Surrender of shares for tax withholding	—	—		—	(15)		—		—		—		(15)
Stock options exercised	34	—		—	—		709		—		—		709
Vesting of restricted securities	1	—		—	—		—		—		—		—
Repurchase of ordinary shares	—	—		(898)	(35,175)		—		—		—		(35,175)
Retirement of ordinary shares	—	—		—	15		—		(15)		—		—
Share-based compensation	—	—		—	—		6,084		—		—		6,084
Net income	—	—		—	—		—		8,431		—		8,431
Other comprehensive loss	—	—		—	—		—		—		(15,992)		(15,992)
Balance as of March 31, 2020	172,596	$	2,212	(15,631)	$	(784,596)	$	1,731,884	$	1,624,773	$	(36,476)	$	2,537,797

The accompanying notes are an integral part of these condensed consolidated financial statements.

7

SENSATA TECHNOLOGIES HOLDING PLC

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Basis of Presentation

The accompanying unaudited condensed consolidated financial statements reflect the financial position, results of operations, comprehensive income/(loss), cash flows, and changes in shareholders' equity of Sensata Technologies Holding plc, a public limited company incorporated under the laws of England and Wales, and its wholly-owned subsidiaries, collectively referred to as the "Company," "Sensata," "we," "our," or "us."

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States ("U.S.") generally accepted accounting principles ("GAAP") for interim financial information and the instructions to Form 10-Q. Accordingly, these interim financial statements do not include all of the information and note disclosures required by U.S. GAAP for complete financial statements. The accompanying financial information reflects all normal recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the interim period results. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020 (the "2020 Annual Report").

All U.S. dollar ("USD") and share amounts presented, except per share amounts, are stated in thousands, unless otherwise indicated.

Certain reclassifications have been made to prior periods to conform to current period presentation.

2. New Accounting Standards

There are no recently issued accounting standards that have been adopted in the current period or will be adopted in future periods that have had or are expected to have a material impact on our consolidated financial position or results of operations.

3. Revenue Recognition

The following table presents net revenue disaggregated by segment and end market for the three months ended March 31, 2021 and 2020:

	For the three months ended March 31, 2021						For the three months ended March 31, 2020
	Performance Sensing		Sensing Solutions		Total		Performance Sensing		Sensing Solutions		Total
Automotive	$	536,713	$	11,500	$	548,213	$	437,703	$	8,236	$	445,939
HVOR (1)	177,799		—		177,799		130,986		—		130,986
Industrial	—		90,475		90,475		—		80,599		80,599
Appliance and HVAC (2)	—		59,916		59,916		—		45,396		45,396
Aerospace	—		32,677		32,677		—		42,124		42,124
Other	—		33,448		33,448		—		29,225		29,225
Total	$	714,512	$	228,016	$	942,528	$	568,689	$	205,580	$	774,269

________________________

(1)    Heavy vehicle and off-road

(2)    Heating, ventilation and air conditioning

4. Share-Based Payment Plans

The following table presents the components of non-cash compensation expense related to our equity awards for the three months ended March 31, 2021 and 2020:

	For the three months ended
	March 31, 2021		March 31, 2020
Stock options	$	460	$	2,489
Restricted securities	4,639		3,595
Share-based compensation expense	$	5,099	$	6,084

8

5. Restructuring and Other Charges, Net

On June 30, 2020, in response to the potential long-term impact of the global financial and health crisis caused by the coronavirus ("COVID-19") pandemic on our business, we committed to a plan to reorganize our business (the “Q2 2020 Global Restructure Program”), consisting of voluntary and involuntary reductions-in-force and certain site closures. The Q2 2020 Global Restructure Program was commenced in order to align our cost structure to the demand levels that we anticipate in the coming quarters. We have taken a large portion of the actions contemplated under the Q2 2020 Global Restructure Program, with the majority of the remaining actions expected to be completed on or before June 30, 2021.

Over the life of the Q2 2020 Global Restructure Program, the reductions-in-force, which are subject to the laws and regulations of the countries in which the actions are planned, are expected to impact approximately 880 positions, for which we expect to incur severance charges of between $31.0 million and $33.7 million. In addition, over the life of the Q2 2020 Global Restructure Program, we expect to incur between $6.0 million and $8.0 million related to site closures. We expect to settle these charges with cash on hand.

We expect these restructuring charges to impact our business segments and corporate functions as follows:

		Reductions-in-Force				Site Closures
(Dollars in millions)	Positions	Minimum		Maximum		Minimum		Maximum
Performance Sensing	180	$	10.7	$	11.6	$	3.0	$	4.0
Sensing Solutions	286	8.9		9.6		3.0		4.0
Corporate and other (1)	414	11.4		12.5		—		—
Total	880	$	31.0	$	33.7	$	6.0	$	8.0

___________________________________

(1)    The majority of these positions relate to engineering and manufacturing operations, which are allocated to corporate and other. However, these restructuring actions will benefit the results of Performance Sensing and Sensing Solutions as well.

Charges recognized in the three months ended March 31, 2021 resulting from the Q2 2020 Global Restructure Program are presented by impacted segment below. Approximately $0.8 million of these charges relate to site closures in Sensing Solutions. However, as noted in Note 17: Segment Reporting, restructuring and other charges, net are excluded from segment operating income.

	For the three months ended March 31, 2021
Performance Sensing	$	296
Sensing Solutions	1,528
Restructuring and other charges	$	1,824

The following table presents the components of restructuring and other charges, net for the three months ended March 31, 2021 and 2020:

	For the three months ended
	March 31, 2021		March 31, 2020
Q2 2020 Global Restructure Program charges	$	1,824	$	—
Other restructuring charges
Severance costs, net (1)	186		3,897
Facility and other exit costs	666		—
Other	1,906		601
Restructuring and other charges, net	$	4,582	$	4,498

___________________________________

(1)    Severance costs, net for the three months ended March 31, 2020 were primarily related to termination benefits arising from the shutdown and relocation of an operating site in Northern Ireland.

9

The following table presents a rollforward of the severance portion of our restructuring obligations for the three months ended March 31, 2021.

	Q2 2020 Global Restructure Program		Other		Total
Balance at December 31, 2020	$	10,842	$	4,037	$	14,879
Charges, net of reversals	1,073		186		1,259
Payments	(3,054)		(519)		(3,573)
Foreign currency remeasurement	(207)		(17)		(224)
Balance at March 31, 2021	$	8,654	$	3,687	$	12,341

The severance liability as of March 31, 2021 was entirely recorded in accrued expenses and other current liabilities on our condensed consolidated balance sheet.

6. Other, Net

The following table presents the components of other, net for the three months ended March 31, 2021 and 2020:

	For the three months ended
	March 31, 2021		March 31, 2020
Currency remeasurement (loss)/gain on net monetary assets	$	(1,477)	$	1,553
Loss on foreign currency forward contracts	(958)		(3,781)
Loss on commodity forward contracts	(1,153)		(5,575)
Loss on debt refinancing	(30,066)		—
Net periodic benefit cost, excluding service cost	(2,410)		(4,381)
Other	(3,333)		(97)
Other, net	$	(39,397)	$	(12,281)

7. Income Taxes

The following table presents the provision for/(benefit from) income taxes for the three months ended March 31, 2021 and 2020:

	For the three months ended
	March 31, 2021		March 31, 2020
Provision for/(benefit from) income taxes	$	20,281	$	(1,516)

The increase in total tax from the prior period was predominantly related to the overall increase in income before taxes as impacted by the mix of profits in the various jurisdictions in which we operate.

In response to the global financial and health crisis caused by COVID-19, the U.S. federal government enacted the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") on March 27, 2020. Federal limitations on interest deductions were reduced in connection with this legislation, and we recorded a deferred tax benefit of $7.5 million in the three months ended March 31, 2020, as we were able to utilize additional interest expense that was previously subject to a valuation allowance.

The provision for/(benefit from) income taxes consists of (1) current tax expense, which relates primarily to our profitable operations in non-U.S. tax jurisdictions and withholding taxes related to management fees, royalties, and the repatriation of foreign earnings; and (2) deferred tax expense (or benefit), which represents adjustments in book-to-tax basis differences primarily related to (a) the step-up in fair value of fixed and intangible assets acquired in connection with business combination transactions, (b) changes in net operating loss carryforwards, (c) changes in tax rates, and (d) changes in our assessment of the realizability of our deferred tax assets.

10

8. Net Income per Share

Basic and diluted net income per share are calculated by dividing net income by the number of basic and diluted weighted-average ordinary shares outstanding during the period. For the three months ended March 31, 2021 and 2020 the weighted-average ordinary shares outstanding used to calculate basic and diluted net income per share were as follows:

	For the three months ended
	March 31, 2021	March 31, 2020
Basic weighted-average ordinary shares outstanding	157,764	157,599
Dilutive effect of stock options	708	334
Dilutive effect of unvested restricted securities	758	452
Diluted weighted-average ordinary shares outstanding	159,230	158,385

Certain potential ordinary shares were excluded from our calculation of diluted weighted-average ordinary shares outstanding because either they would have had an anti–dilutive effect on net income per share or they related to equity awards that were contingently issuable for which the contingency had not been satisfied. These potential ordinary shares were as follows:

	For the three months ended
	March 31, 2021	March 31, 2020
Anti-dilutive shares excluded	6	1,385
Contingently issuable shares excluded	950	596

9. Inventories

The following table presents the components of inventories as of March 31, 2021 and December 31, 2020:

	March 31, 2021		December 31, 2020
Finished goods	$	152,729	$	170,488
Work-in-process	96,730		87,006
Raw materials	218,987		193,511
Inventories	$	468,446	$	451,005

10. Pension and Other Post-Retirement Benefits

The components of net periodic benefit cost/(credit) associated with our defined benefit and retiree healthcare plans for the three months ended March 31, 2021 and 2020 were as follows:

	U.S. Plans								Non-U.S. Plans
	Defined Benefit				Retiree Healthcare				Defined Benefit				Total
	2021		2020		2021		2020		2021		2020		2021		2020
Service cost	$	—	$	—	$	2	$	2	$	978	$	769	$	980	$	771
Interest cost	120		267		21		37		404		315		545		619
Expected return on plan assets	(226)		(433)		—		—		(178)		(174)		(404)		(607)
Amortization of net loss	401		295		—		10		459		236		860		541
Amortization of prior service (credit)/cost	—		—		(159)		(196)		3		2		(156)		(194)
Loss on settlement	1,565		4,022		—		—		—		—		1,565		4,022
Net periodic benefit cost/(credit)	$	1,860	$	4,151	$	(136)	$	(147)	$	1,666	$	1,148	$	3,390	$	5,152

Components of net periodic benefit cost/(credit) other than service cost are presented in other, net in the condensed consolidated statements of operations. Refer to Note 6: Other, Net.

11

11. Debt

Our long-term debt, finance lease, and other financing obligations as of March 31, 2021 and December 31, 2020 consisted of the following:

	Maturity Date	March 31, 2021		December 31, 2020
Term Loan	September 20, 2026	$	454,938	$	456,096
4.875% Senior Notes	October 15, 2023	500,000		500,000
5.625% Senior Notes	November 1, 2024	400,000		400,000
5.0% Senior Notes	October 1, 2025	700,000		700,000
6.25% Senior Notes	February 15, 2026	—		750,000
4.375% Senior Notes	February 15, 2030	450,000		450,000
3.75% Senior Notes	February 15, 2031	750,000		750,000
4.0% Senior Notes	April 15, 2029	750,000		—
Other		2,605		—
Less: discount		(8,416)		(9,605)
Less: deferred financing costs		(30,495)		(28,114)
Less: current portion		(7,235)		(754,630)
Long-term debt, net		$	3,961,397	$	3,213,747
Finance lease and other financing obligations		$	30,048	$	30,506
Less: current portion		(2,443)		(2,575)
Finance lease and other financing obligations, less current portion		$	27,605	$	27,931

Revolving Credit Facility

As of March 31, 2021, we had $416.1 million available under our $420.0 million revolving credit facility (the "Revolving Credit Facility"), net of $3.9 million of obligations in respect of outstanding letters of credit issued thereunder. Outstanding letters of credit are issued primarily for the benefit of certain operating activities. As of March 31, 2021, no amounts had been drawn against these outstanding letters of credit.

6.25% Senior Notes redemption

On February 3, 2021, we announced that we intended to redeem in full the $750.0 million aggregate principal amount outstanding on our 6.25% senior notes due 2026 (the "6.25% Senior Notes"). On February 15, 2021, the “make-whole” premium with respect to the 6.25% Senior Notes expired. Accordingly, we reflected the 6.25% Senior Notes as a current liability on our consolidated balance sheet as of December 31, 2020.

We redeemed the 6.25% Senior Notes on March 5, 2021 in accordance with the terms of the indenture under which the 6.25% Senior Notes were issued and the terms of the notice of redemption at a redemption price equal to 103.125% of the aggregate principal amount of the outstanding 6.25% Senior Notes, plus accrued and unpaid interest to (but not including) the redemption date. In addition to the $750.0 million aggregate principal amount outstanding, at redemption we paid the $23.4 million premium and $2.6 million accrued interest.

4.0% Senior Notes

On March 29, 2021, our indirect, wholly-owned subsidiary, Sensata Technologies B.V. ("STBV"), completed the issuance and sale of $750.0 million aggregate principal amount of 4.0% senior notes due 2029 (the "4.0% Senior Notes"). The 4.0% Senior Notes were issued under an indenture dated as of March 29, 2021 among STBV, as issuer, The Bank of New York Mellon, as trustee (the "Trustee"), and our guarantor subsidiaries (the "Guarantors") named therein (the "4.0% Senior Notes Indenture").

The 4.0% Senior Notes Indenture contains covenants that limit the ability of STBV and its subsidiaries to, among other things: incur liens; engage in sale and leaseback transactions; with respect to any subsidiary of STBV, incur indebtedness without such subsidiary’s guaranteeing the 4.0% Senior Notes; or consolidate, merge with, or sell, assign, convey, transfer, lease, or otherwise dispose of all or substantially all of their properties or assets to, another person. These covenants are subject to important exceptions and qualifications set forth in the 4.0% Senior Notes Indenture.

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The 4.0% Senior Notes bear interest at 4.0% per year and mature on April 15, 2029. Interest is payable semi-annually on April 15 and October 15 of each year, commencing on October 15, 2021. The 4.0% Senior Notes are guaranteed by each of STBV's wholly-owned subsidiaries that is a borrower or guarantor under the senior secured credit facilities (the "Senior Secured Credit Facilities") of STBV's wholly-owned subsidiary Sensata Technologies, Inc. ("STI") and the issuer or a guarantor under our existing senior notes as follows: STBV's 4.875% Senior Notes due 2023, 5.625% Senior Notes due 2024, and 5.0% Senior Notes due 2025; and STI's 4.375% Senior Notes due 2030 and 3.75% Senior Notes due 2031.

At any time, and from time to time, prior to April 15, 2024, STBV may redeem the 4.0% Senior Notes, in whole or in part, at a redemption price equal to 100% of the principal amount of the 4.0% Senior Notes being redeemed, plus a “make whole” premium, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. At any time on or after April 15, 2024, STBV may redeem the 4.0% Senior Notes, in whole or in part, at the following prices (expressed as a percentage of principal amount), plus accrued and unpaid interest, if any, up to but excluding the redemption date.

Period beginning April 15,	Price
2024	102.000	%
2025	101.000	%
2026 and thereafter	100.000	%

In addition, at any time prior to April 15, 2024, STBV may redeem up to 40% of the principal amount of the outstanding 4.0% Senior Notes (including additional 4.0% Senior Notes, if any, that may be issued after March 29, 2021) with the net cash proceeds of certain equity offerings at a redemption price (expressed as a percentage of principal amount) of 104.00%, plus accrued and unpaid interest, if any, up to but excluding the redemption date, provided that at least 60% of the aggregate principal amount of the 4.0% Senior Notes (including additional 4.0% Senior Notes, if any) remains outstanding immediately after each such redemption.

Upon the occurrence of certain changes in control, each holder of the 4.0% Senior Notes will have the right to require STBV to repurchase the 4.0% Senior Notes at 101% of their principal amount plus accrued and unpaid interest, if any, up to but excluding the date of repurchase.

Upon changes in certain tax laws or treaties, or any change in the official application, administration, or interpretation thereof, STBV may, at its option, redeem the 4.0% Senior Notes, in whole but not in part, at a redemption price equal to 100% of the principal amount thereof, plus accrued and unpaid interest, if any, up to but excluding the redemption date, premium, if any, and all Additional Amounts (as defined in the 4.0% Senior Notes Indenture), if any, then due and which will become due on the date of redemption.

On April 8, 2021, STBV completed the issuance and sale of an additional $250.0 million in aggregate principal amount of 4.0% Senior Notes (the “Additional Notes”). The Additional Notes were priced at 100.75% and were issued pursuant to the 4.0% Senior Notes Indenture, as supplemented by the First Supplemental Indenture, dated as of April 8, 2021, among STBV, the Guarantors, and the Trustee. The Additional Notes are consolidated and form a single class with the $750.0 million aggregate principal amount of 4.0% Senior Notes issued by STBV on March 29, 2021 (the “Initial Notes”). The Additional Notes have the same terms as the Initial Notes, other than with respect to the date of issuance and the issue price.

We intend to use the net proceeds from the issuance and sale of the 4.0% Senior Notes and the Additional Notes for general corporate purposes, which may include working capital, capital expenditures, the acquisition of other companies, businesses, or assets, strategic investments, the refinancing or repayment of debt, and share repurchases.

Accounting for Debt Financing Transactions

We account for our debt financing transactions as disclosed in Note 2: Significant Accounting Policies of the audited consolidated financial statements and notes thereto included in our 2020 Annual Report.

In connection with the redemption of the 6.25% Senior Notes, we recorded a loss of $30.1 million, which included $23.4 million in premiums paid, with the remaining loss representing write-off of debt discounts and deferred financing costs. In connection with the issuance of the 4.0% Senior Notes, we recognized $9.6 million of deferred financing costs, which are presented as a reduction of long-term debt on our condensed consolidated balance sheets.

Accrued Interest

Accrued interest associated with our outstanding debt is included as a component of accrued expenses and other current liabilities in the condensed consolidated balance sheets. As of March 31, 2021 and December 31, 2020, accrued interest totaled $44.8 million and $53.6 million, respectively.

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12. Commitments and Contingencies

We are regularly involved in a number of claims and litigation matters that arise in the ordinary course of business. Although it is not feasible to predict the outcome of these matters, based upon our experience and current information known to us, we do not expect the outcome of these matters, either individually or in the aggregate, to have a material adverse effect on our results of operations, financial position, and/or cash flows.

13. Shareholders' Equity

Treasury Shares

From time to time, our Board of Directors has authorized various share repurchase programs, which may be modified or terminated by our Board at any time. We currently have an authorized $500.0 million share repurchase program under which approximately $302.3 million remained available as of March 31, 2021. On April 2, 2020, we announced a temporary suspension of this share repurchase program, which will continue to remain on hold until market conditions show greater improvement and stability.

Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss for the three months ended March 31, 2021 were as follows:

	Cash Flow Hedges		Defined Benefit and Retiree Healthcare Plans		Accumulated Other Comprehensive Loss
Balance at December 31, 2020	$	(6,733)	$	(42,802)	$	(49,535)
Other comprehensive loss before reclassifications, net of tax	11,530		—		11,530
Reclassifications from accumulated other comprehensive loss, net of tax	2,748		1,712		4,460
Other comprehensive income	14,278		1,712		15,990
Balance at March 31, 2021	$	7,545	$	(41,090)	$	(33,545)

The amounts reclassified from accumulated other comprehensive loss for the three months ended March 31, 2021 and 2020 were as follows:

	For the three months ended March 31,				Affected Line in Condensed Consolidated Statements of Operations
Component	2021		2020
Derivative instruments designated and qualifying as cash flow hedges:
Foreign currency forward contracts	$	4,407	$	(6,623)	Net revenue (1)
Foreign currency forward contracts	(743)		(1,768)		Cost of revenue (1)
Total, before taxes	3,664		(8,391)		Income before taxes
Income tax effect	(916)		2,098		Provision for/(benefit from) income taxes
Total, net of taxes	$	2,748	$	(6,293)	Net income
Defined benefit and retiree healthcare plans	$	2,269	$	4,369	Other, net (2)
Income tax effect	(557)		(1,027)		Provision for/(benefit from) income taxes
Total, net of taxes	$	1,712	$	3,342	Net income

__________________________

(1)    Refer to Note 15: Derivative Instruments and Hedging Activities for additional information on amounts to be reclassified from accumulated other comprehensive loss in future periods.

(2)    Refer to Note 10: Pension and Other Post-Retirement Benefits for additional information on net periodic benefit cost/(credit).

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14. Fair Value Measures

Measured on a Recurring Basis

The fair values of our assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020 are shown in the below table. All fair value measures presented are categorized in Level 2 of the fair value hierarchy.

	March 31, 2021		December 31, 2020
Assets
Foreign currency forward contracts	$	17,568	$	16,163
Commodity forward contracts	6,596		8,902
Total	$	24,164	$	25,065