10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 _________________________________________________

FORM 10-Q

_________________________________________________ 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 2, 2017

Commission File No. 001-12561

_________________________________________________ 

BELDEN INC.

(Exact name of registrant as specified in its charter)

_________________________________________________

Delaware	36-3601505
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

1 North Brentwood Boulevard

15th Floor

St. Louis, Missouri 63105

(Address of principal executive offices)

(314) 854-8000

Registrant’s telephone number, including area code

_________________________________________________ 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Act 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 þ  No ¨.

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate website, if any, every interactive data file required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes  þ  No ¨.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, 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 þ   Accelerated filer ¨       Non-accelerated filer ¨  (Do not check if a smaller reporting company) 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  þ

As of August 3, 2017, the Registrant had 42,299,344 outstanding shares of common stock.

PART I FINANCIAL INFORMATION

Item 1. Financial Statements

BELDEN INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

	July 2, 2017			December 31, 2016
	(Unaudited)
	(In thousands)
ASSETS
Current assets:
Cash and cash equivalents	$	670,360		$	848,116
Receivables, net	419,591			388,059
Inventories, net	252,534			190,408
Other current assets	43,623			29,176
Assets held for sale	30,743			23,193
Total current assets	1,416,851			1,478,952
Property, plant and equipment, less accumulated depreciation	319,371			309,291
Goodwill	1,453,993			1,385,995
Intangible assets, less accumulated amortization	600,417			560,082
Deferred income taxes	35,735			33,706
Other long-lived assets	36,303			38,777
	$	3,862,670		$	3,806,803
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	280,796		$	258,203
Accrued liabilities	255,092			310,340
Liabilities held for sale	1,803			1,736
Total current liabilities	537,691			570,279
Long-term debt	1,679,382			1,620,161
Postretirement benefits	109,599			104,050
Deferred income taxes	18,341			14,276
Other long-term liabilities	38,554			36,720
Stockholders’ equity:
Preferred stock	1			1
Common stock	503			503
Additional paid-in capital	1,119,763			1,116,090
Retained earnings	823,761			783,812
Accumulated other comprehensive loss	(65,188		)	(39,067		)
Treasury stock	(400,501		)	(401,026		)
Total Belden stockholders’ equity	1,478,339			1,460,313
Noncontrolling interest	764			1,004
Total stockholders’ equity	1,479,103			1,461,317
	$	3,862,670		$	3,806,803

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

- 1-

BELDEN INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Unaudited)

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands, except per share data)
Revenues	$	610,633		$	601,631		$	1,162,014		$	1,143,128
Cost of sales	(368,124		)	(353,418		)	(697,391		)	(669,880		)
Gross profit	242,509			248,213			464,623			473,248
Selling, general and administrative expenses	(117,771		)	(123,057		)	(230,357		)	(245,463		)
Research and development	(35,144		)	(36,652		)	(69,666		)	(72,785		)
Amortization of intangibles	(27,113		)	(26,263		)	(50,782		)	(51,795		)
Operating income	62,481			62,241			113,818			103,205
Interest expense, net	(23,533		)	(24,049		)	(47,039		)	(48,445		)
Loss on debt extinguishment	(847		)	—			(847		)	—
Income before taxes	38,101			38,192			65,932			54,760
Income tax benefit (expense)	(2,210		)	3,741			(4,460		)	3,531
Net income	35,891			41,933			61,472			58,291
Less: Net loss attributable to noncontrolling interest	(86		)	(99		)	(192		)	(198		)
Net income attributable to Belden	35,977			42,032			61,664			58,489
Less: Preferred stock dividends	8,733			—			17,466			—
Net income attributable to Belden common stockholders	$	27,244		$	42,032		$	44,198		$	58,489
Weighted average number of common shares and equivalents:
Basic	42,283			42,085			42,249			42,046
Diluted	42,832			42,533			42,753			42,459
Basic income per share attributable to Belden common stockholders	$	0.64		$	1.00		$	1.05		$	1.39
Diluted income per share attributable to Belden common stockholders	$	0.64		$	0.99		$	1.03		$	1.38
Comprehensive income attributable to Belden	$	19,267		$	43,668		$	35,543		$	58,407
Common stock dividends declared per share	$	0.05		$	0.05		$	0.10		$	0.10

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

- 2-

BELDEN INC.

CONDENSED CONSOLIDATED CASH FLOW STATEMENTS

(Unaudited)

	Six Months Ended
	July 2, 2017			July 3, 2016
	(In thousands)
Cash flows from operating activities:
Net income	$	61,472		$	58,291
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	73,693			75,445
Share-based compensation	8,924			8,587
Loss on debt extinguishment	847			—
Changes in operating assets and liabilities, net of the effects of currency exchange rate changes and acquired businesses:
Receivables	(17,982		)	(3,750		)
Inventories	(42,052		)	368
Accounts payable	14,748			(20,730		)
Accrued liabilities	(55,094		)	(39,356		)
Accrued taxes	(12,523		)	(17,875		)
Other assets	(6,573		)	2,457
Other liabilities	9,321			(2,867		)
Net cash provided by operating activities	34,781			60,570
Cash flows from investing activities:
Cash used to acquire businesses, net of cash acquired	(166,945		)	(17,848		)
Capital expenditures	(22,197		)	(25,124		)
Proceeds from disposal of tangible assets	—			41
Net cash used for investing activities	(189,142		)	(42,931		)
Cash flows from financing activities:
Cash dividends paid	(21,688		)	(4,204		)
Payments under borrowing arrangements	(5,221		)	(51,250		)
Withholding tax payments for share-based payment awards, net of proceeds from the exercise of stock options	(4,726		)	(3,598		)
Debt issuance costs paid	(2,044		)	—
Net cash used for financing activities	(33,679		)	(59,052		)
Effect of foreign currency exchange rate changes on cash and cash equivalents	10,284			434
Decrease in cash and cash equivalents	(177,756		)	(40,979		)
Cash and cash equivalents, beginning of period	848,116			216,751
Cash and cash equivalents, end of period	$	670,360		$	175,772

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

- 3-

BELDEN INC.

CONDENSED CONSOLIDATED STOCKHOLDERS’ EQUITY STATEMENT

SIX MONTHS ENDED JULY 2, 2017

(Unaudited)

		Belden Inc. Stockholders
	Mandatory Convertible							Additional											Accumulated Other			Non-controlling
	Preferred Stock				Common Stock			Paid-In			Retained			Treasury Stock					Comprehensive
	Shares		Amount		Shares	Amount		Capital			Earnings			Shares		Amount			Income (Loss)			Interest			Total
		(In thousands)
Balance at December 31, 2016	52		$	1	50,335	$	503	$	1,116,090		$	783,812		(8,155	)	$	(401,026	)	$	(39,067	)	$	1,004		$	1,461,317
Net income (loss)	—		—		—	—		—			61,664			—		—			—			(192		)	61,472
Foreign currency translation, net of $0.4 million tax	—		—		—	—		—			—			—		—			(26,895		)	(48		)	(26,943		)
Adjustments to pension and postretirement liability, net of $0.5 million tax	—		—		—	—		—			—			—		—			774			—			774
Other comprehensive loss, net of tax																									(26,169		)
Exercise of stock options, net of tax withholding forfeitures	—		—		—	—		(1,034		)	—			22		(8		)	—			—			(1,042		)
Conversion of restricted stock units into common stock, net of tax withholding forfeitures	—		—		—	—		(4,217		)	—			95		533			—			—			(3,684		)
Share-based compensation	—		—		—	—		8,924			—			—		—			—			—			8,924
Preferred stock dividends	—		—		—	—		—			(17,466		)	—		—			—			—			(17,466		)
Common stock dividends ($0.10 per share)	—		—		—	—		—			(4,249		)	—		—			—			—			(4,249		)
Balance at July 2, 2017	52		$	1	50,335	$	503	$	1,119,763		$	823,761		(8,038	)	$	(400,501	)	$	(65,188	)	$	764		$	1,479,103

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

- 4-

BELDEN INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1:  Summary of Significant Accounting Policies

Basis of Presentation

The accompanying Condensed Consolidated Financial Statements include Belden Inc. and all of its subsidiaries (the Company, us, we, or our). We eliminate all significant affiliate accounts and transactions in consolidation.

The accompanying Condensed Consolidated Financial Statements presented as of any date other than December 31, 2016:

• Are prepared from the books and records without audit, and

• Are prepared in accordance with the instructions for Form 10-Q and do not include all of the information required by accounting principles generally accepted in the United States for complete statements, but

• Include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial statements.

These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Supplementary Data contained in our 2016 Annual Report on Form 10-K.

Business Description

We are a signal transmission solutions provider built around four global business platforms – Broadcast Solutions, Enterprise Solutions, Industrial Solutions, and Network Solutions. Our comprehensive portfolio of signal transmission solutions provides industry leading secure and reliable transmission of data, sound, and video for mission critical applications.

Reporting Periods

Our fiscal year and fiscal fourth quarter both end on December 31. Our fiscal first quarter ends on the Sunday falling closest to 91 days after December 31, which was April 2, 2017, the 92nd day of our fiscal year 2017. Our fiscal second and third quarters each have 91 days. The six months ended July 2, 2017 and July 3, 2016 included 183 and 185 days, respectively.

Reclassifications

We have made certain reclassifications to the 2016 Condensed Consolidated Financial Statements with no impact to reported net income in order to conform to the 2017 presentation.

Operating Segments

To leverage the Company's strengths in networking, IoT, and cybersecurity technologies, effective January 1, 2017, we formed a new segment called Network Solutions, which represents the combination of the prior Industrial IT Solutions and Network Security Solutions segments.  The formation is a natural evolution in our organic and inorganic strategies for a range of industrial and non-industrial applications.  We have revised the prior period segment information to conform to the change in the composition of these reportable segments.  In connection with this change, we re-evaluated the useful life of the Tripwire trademark and concluded that an indefinite life is no longer appropriate. We have estimated a useful life of 10 years and will re-evaluate this estimate if and when our expected use of the Tripwire trademark changes. We began amortizing the Tripwire trademark in the first quarter of 2017, which resulted in amortization expense of $0.8 million and $1.6 million for the three and six months ended July 2, 2017, respectively.

Fair Value Measurement

Accounting guidance for fair value measurements specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources or reflect our own assumptions of market participant valuation. The hierarchy is broken down into three levels based on the reliability of the inputs as follows:

- 5-

• Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;

• Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets, or financial instruments for which significant inputs are observable, either directly or indirectly; and

• Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. 

As of and during the three and six months ended July 2, 2017 and July 3, 2016, we utilized Level 1 inputs to determine the fair value of cash equivalents, and we utilized Level 2 and Level 3 inputs to determine the fair value of net assets acquired in business combinations (see Note 2). We did not have any transfers between Level 1 and Level 2 fair value measurements during the six months ended July 2, 2017 and July 3, 2016.

Cash and Cash Equivalents

We classify cash on hand and deposits in banks, including commercial paper, money market accounts, and other investments with an original maturity of three months or less, that we hold from time to time, as cash and cash equivalents. We periodically have cash equivalents consisting of short-term money market funds and other investments. The primary objective of our investment activities is to preserve our capital for the purpose of funding operations. We do not enter into investments for trading or speculative purposes. As of July 2, 2017, we did not have any significant cash equivalents.

Contingent Liabilities

We have established liabilities for environmental and legal contingencies that are probable of occurrence and reasonably estimable, the amounts of which are currently not material. We accrue environmental remediation costs based on estimates of known environmental remediation exposures developed in consultation with our environmental consultants and legal counsel. We are, from time to time, subject to routine litigation incidental to our business. These lawsuits primarily involve claims for damages arising out of the use of our products, allegations of patent or trademark infringement, and litigation and administrative proceedings involving employment matters and commercial disputes. Based on facts currently available, we believe the disposition of the claims that are pending or asserted will not have a materially adverse effect on our financial position, results of operations, or cash flow.

As of July 2, 2017, we were party to standby letters of credit, surety bonds, and bank guaranties totaling $8.1 million, $2.4 million, and $1.8 million, respectively.

Contingent Gain

On July 5, 2011, our wholly-owned subsidiary, PPC Broadband, Inc. (PPC), filed an action for patent infringement against Corning Optical Communications RF LLC (Corning). The complaint alleged that Corning infringed two of PPC’s patents.  In July 2015, a jury found that Corning willfully infringed both patents.  In November 2016, following a series of post-trial motions, the trial judge issued rulings for a total judgment in our favor of approximately $61.3 million. In December 2016, Corning appealed the case to the U.S. Court of Appeals for the Federal Circuit, and that appeal remains pending. We have not recorded any amounts in our consolidated financial statements related to this matter due to the pendency of the appeal.

Revenue Recognition

We recognize revenue when all of the following circumstances are satisfied: (1) persuasive evidence of an arrangement exists, (2) price is fixed or determinable, (3) collectability is reasonably assured, and (4) delivery has occurred. Delivery occurs in the period in which the customer takes title and assumes the risks and rewards of ownership of the products specified in the customer’s purchase order or sales agreement. At times, we enter into arrangements that involve the delivery of multiple elements. For these arrangements, when the elements can be separated, the revenue is allocated to each deliverable based on that element’s relative selling price and recognized based on the period of delivery for each element. Generally, we determine relative selling price using vendor specific objective evidence (VSOE) of fair value.

We record revenue net of estimated rebates, price allowances, invoicing adjustments, and product returns. We record revisions to these estimates in the period in which the facts that give rise to each revision become known. Taxes collected from customers and remitted to governmental authorities are not included in our revenues.

- 6-

We have certain products subject to the accounting guidance on software revenue recognition. For such products, software license revenue is recognized when persuasive evidence of an arrangement exists, delivery of the product has occurred, the fee is fixed or determinable, collection is probable and VSOE of the fair value of undelivered elements exists. As substantially all of the software licenses are sold in multiple-element arrangements that include either support and maintenance or both support and maintenance and professional services, we use the residual method to determine the amount of software license revenue to be recognized. Under the residual method, consideration is allocated to undelivered elements based upon VSOE of the fair value of those elements, with the residual of the arrangement fee allocated to and recognized as software license revenue. We have established VSOE of the fair value of support and maintenance, subscription-based software licenses, and professional services. Software license revenue is generally recognized upon delivery of the software if all revenue recognition criteria are met.

Revenue allocated to support services under our support and maintenance contracts is typically paid in advance and recognized ratably over the term of the service. Revenue allocated to subscription-based software and remote ongoing operational services is also paid in advance and recognized ratably over the term of the service. Revenue allocated to professional services, including remote implementation services, is recognized as the services are performed.

Subsequent Events

We have evaluated subsequent events after the balance sheet date through the financial statement issuance date for appropriate accounting and disclosure. See Note 16.

Pending Adoption of Recent Accounting Pronouncements

In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09), which will replace most existing revenue recognition guidance in U.S. GAAP. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. ASU 2014-09 requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. We plan to adopt ASU 2014-09 on January 1, 2018, using the modified retrospective method of adoption. Our overall, initial assessment indicates that the impact of adopting ASU 2014-09 on our consolidated financial statements will not be material. We do not expect significant changes in the timing or method of revenue recognition for any of our material revenue streams. We are currently completing detailed contract reviews to determine if any adjustments are necessary to our existing accounting policies and to support our overall, initial assessment. We believe the most significant impact of adopting ASU 2014-09 will be on our disclosures regarding revenue recognition. We will continue our evaluation of ASU 2014-09, including new or emerging interpretations of the standard, through the date of adoption.

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (ASU 2016-02), a leasing standard for both lessees and lessors. Under its core principle, a lessee will recognize lease assets and liabilities on the balance sheet for all arrangements with terms longer than 12 months. Lessor accounting remains largely consistent with existing U.S. generally accepted accounting principles. The new standard will be effective for us beginning January 1, 2019. Early adoption is permitted. The standard requires the use of a modified retrospective transition method. We are evaluating the effect that ASU 2016-02 will have on our consolidated financial statements and related disclosures.

 In October 2016, the FASB issued Accounting Standards Update No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory (ASU 2016-16), which requires recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the standard eliminates the exception to the recognition of current and deferred income taxes for an intra-entity asset transfer other than for inventory until the asset has been sold to an outside party. The new standard will be effective for us January 1, 2018. Early adoption is permitted. We are evaluating the effect that ASU 2016-16 will have on our consolidated financial statements and related disclosures.

In March 2017, the FASB issued Accounting Standards Update No. 2017-07, Compensation - Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASU 2017-07), which requires an entity to report the service cost component in the same line item or items as other compensation costs arising from the service rendered by their employees during the period. The other components of net benefit cost are required to be presented in the Statement of Operations separately from the service cost component after Operating Income. Additionally, only the service cost component will be eligible for capitalization, when applicable. The standard requires the amendments to be applied retrospectively for the presentation of the service cost component and the other cost components of net periodic pension cost and net periodic OPEB cost in the Statement of Operations and prospectively, on and after the effective date, for the capitalization of the service cost component of net periodic pension and OPEB costs. The new standard will be effective for us January 1, 2018. Early adoption is permitted. We are evaluating the effect that ASU 2017-07 will have on our consolidated financial statements and related disclosures.

- 7-

Note 2:  Acquisitions

Thinklogical Holdings, LLC

We acquired 100% of the outstanding ownership interest in Thinklogical Holdings, LLC (Thinklogical) on May 31, 2017 for cash of $171.3 million. Thinklogical designs, manufactures, and markets high-bandwidth fiber matrix switches, video, and keyboard/video/mouse extender solutions, camera extenders, and console management solutions. Thinklogical is headquartered in Connecticut. The results of Thinklogical have been included in our Consolidated Financial Statements from May 31, 2017, and are reported within the Broadcast Solutions segment. The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as of May 31, 2017 (in thousands):

Cash	$	5,327
Receivables	4,355
Inventory	17,291
Prepaid and other current assets	405
Property, plant, and equipment	4,289
Intangible assets	86,250
Goodwill	57,513
Total assets acquired	$	175,430
Accounts payable	$	1,231
Accrued liabilities	1,353
Deferred revenue	1,574
Total liabilities assumed	$	4,158
Net assets	$	171,272

A single estimate of fair value results from a complex series of judgments about future events and uncertainties and relies heavily on estimates and assumptions. The judgments we have used in estimating the fair values assigned to each class of acquired assets and assumed liabilities could materially affect the results of our operations.

The fair value of acquired receivables is $4.4 million, which is equivalent to its gross contractual amount.

For purposes of the above allocation, we based our estimate of the fair value for the acquired inventory, intangible assets, and deferred revenue on a preliminary valuation study performed by a third party valuation firm. We have estimated a fair value adjustment for inventories based on the estimated selling price of the work-in-process and finished goods acquired at the closing date less the sum of the costs to complete the work-in-process, the costs of disposal, and a reasonable profit allowance for our post acquisition selling efforts. We used various valuation methods including discounted cash flows to estimate the fair value of the identifiable intangible assets and deferred revenue (Level 3 valuation).

Goodwill and other intangible assets reflected above were determined to meet the criterion for recognition apart from tangible assets acquired and liabilities assumed. The goodwill is primarily attributable to expected synergies and the assembled workforce. The expected synergies for the Thinklogical acquisition primarily consist of utilizing Belden's fiber and connectivity with Thinklogical's connections between matrix switch, control systems, transmitters and source to expand our product portfolio across our segments to both existing and new customers. Our tax basis in the acquired goodwill is $57.5 million. The goodwill balance we recorded is deductible for tax purposes over a period of 15 years up to the amount of the tax basis. The intangible assets related to the acquisition consisted of the following:

- 8-

	Fair Value		Amortization Period
	(In thousands)		(In years)
Intangible assets subject to amortization:
Developed technologies	$	60,000	5.0
Customer relationships	20,000		15.0
Trademarks	3,750		10.0
Sales backlog	2,500		0.3
Total intangible assets subject to amortization	$	86,250
Intangible assets not subject to amortization:
Goodwill	$	57,513	n/a
Total intangible assets not subject to amortization	$	57,513
Total intangible assets	$	143,763
Weighted average amortization period			7.4

The amortizable intangible assets reflected in the table above were determined by us to have finite lives. The useful life for the customer relationship intangible asset was based on our forecasts of customer turnover. The useful life for the trademarks was based on the period of time we expect to continue to go to market using the trademarks. The useful life for the developed technology intangible asset was based on the estimated time that the technology provides us with a competitive advantage and thus approximates the period of consumption of the intangible asset. The useful life of the backlog intangible asset was based on our estimate of when the ordered items would ship.

Our consolidated revenues and consolidated income before taxes for the three and six months ended July 2, 2017 included $10.2 million of revenues and $1.1 million of income before taxes from Thinklogical.

The following table illustrates the unaudited pro forma effect on operating results as if the Thinklogical acquisition had been completed as of January 1, 2016.

	Three Months Ended				Six Months Ended
	July 2, 2017		July 3, 2016		July 2, 2017		July 3, 2016
	(In thousands, except per share data)
	(Unaudited)
Revenues	$	615,109	$	608,517	$	1,170,745	$	1,155,428
Net income attributable to Belden common stockholders	28,250		38,194		41,130		47,520
Diluted income per share attributable to Belden common stockholders	$	0.66	$	0.90	$	0.96	$	1.12

The above unaudited pro forma financial information is presented for informational purposes only and does not purport to represent what our results of operations would have been had we completed the acquisitions on the date assumed, nor is it necessarily indicative of the results that may be expected in future periods. Pro forma adjustments exclude cost savings from any synergies resulting from the acquisition.

M2FX

We acquired 100% of the shares of M2FX Limited (M2FX) on January 7, 2016 for a purchase price of $19.0 million. M2FX is a manufacturer of fiber optic cable and fiber protective solutions for broadband access and telecommunications networks. M2FX is located in the United Kingdom. The results of M2FX have been included in our Consolidated Financial Statements from January 7, 2016, and are reported within the Broadcast Solutions segment. The M2FX acquisition was not material to our financial position or results of operations.

Note 3:  Assets Held for Sale

- 9-

We classify assets and liabilities as held for sale (disposal group) when management, having the authority to approve the action, commits to a plan to sell the disposal group, the sale is probable within one year, and the disposal group is available for immediate sale in its present condition. We also consider whether an active program to locate a buyer has been initiated, whether the disposal group is marketed actively for sale at a price that is reasonable in relation to its current fair value, and whether actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. When we classify a disposal group as held for sale, we test for impairment. An impairment charge is recognized when the carrying value of the disposal group exceeds the estimated fair value, less costs to sell. We also cease depreciation and amortization for assets classified as held for sale.

During the fourth quarter of 2016, we committed to a plan to sell our MCS business and Hirschmann JV and determined that we met all of the criteria to classify the assets and liabilities of these businesses as held for sale. The MCS business is part of the Industrial Solutions segment and the Hirschmann JV is an equity method investment that is not included in an operating segment. The MCS business operates in Germany and the United States, and the Hirschmann JV is an equity method investment located in China. During the fourth quarter of 2016, we reached an agreement in principal to sell this disposal group for a total sales price of $39 million. The carrying value of the disposal group exceeded the fair value less costs to sell, which we determined based on the expected sales price, by $23.9 million. Therefore, we recognized an impairment charge equal to this amount in the fourth quarter of 2016. During the first quarter of 2017, we signed a definitive sales agreement for a purchase price of $39 million, and we expect the sale to be completed in 2017. The following table provides the major classes of assets and liabilities classified as held for sale as of July 2, 2017 and December 31, 2016. In addition, the disposal group had $8.9 million and $15.7 million of accumulated other comprehensive losses at July 2, 2017 and December 31, 2016, respectively.

	July 2, 2017			December 31, 2016
	(In thousands)
Receivables, net	$	4,881		$	4,551
Inventories, net	3,902			2,848
Other current assets	1,190			1,131
Property, plant, and equipment	2,195			1,946
Intangible assets	4,534			4,405
Goodwill	5,477			5,477
Other long-lived assets	32,495			26,766
Total assets of disposal group	54,674			47,124
Impairment of assets held for sale	(23,931		)	(23,931		)
Total assets held for sale	$	30,743		$	23,193
Accrued liabilities	$	1,409		$	1,288
Postretirement benefits	394			448
Total liabilities held for sale	$	1,803		$	1,736

Note 4:  Operating Segments

We are organized around four global business platforms:  Broadcast Solutions, Enterprise Solutions, Industrial Solutions, and Network Solutions. Each of the global business platforms represents a reportable segment.

To leverage the Company's strengths in networking, IoT, and cybersecurity technologies, effective January 1, 2017, we formed a new segment called Network Solutions, which represents the combination of the prior Industrial IT Solutions and Network Security Solutions segments.  The formation of this new segment is a natural evolution in our organic and inorganic strategies for a range of industrial and non-industrial applications.  We have revised the prior period segment information to conform to the change in the composition of these reportable segments. This change had no impact to our reporting units for purposes of goodwill impairment testing.

- 10-

Beginning in 2017, sales of certain audio-visual cable that had previously been reported in our Broadcast Solutions segment are now reported in our Enterprise Solutions segment.  As the annual revenues associated with this product line are not material, we have not revised the prior period segment information. 

The key measures of segment profit or loss reviewed by our chief operating decision maker are Segment Revenues and Segment EBITDA. Segment Revenues represent non-affiliate revenues and include revenues that would have otherwise been recorded by acquired businesses as independent entities but were not recognized in our Consolidated Statements of Operations due to the effects of purchase accounting and the associated write-down of acquired deferred revenue to fair value. Segment EBITDA excludes certain items, including depreciation expense; amortization of intangibles; asset impairment; severance, restructuring, and acquisition integration costs; purchase accounting effects related to acquisitions, such as the adjustment of acquired inventory and deferred revenue to fair value; and other costs. We allocate corporate expenses to the segments for purposes of measuring Segment EBITDA. Corporate expenses are allocated on the basis of each segment’s relative EBITDA prior to the allocation.

Our measure of segment assets does not include cash, goodwill, intangible assets, deferred tax assets, or corporate assets. All goodwill is allocated to reporting units of our segments for purposes of impairment testing.

- 11-

	Broadcast Solutions		Enterprise Solutions		Industrial Solutions		Network Solutions		Total Segments
	(In thousands)
As of and for the three months ended July 2, 2017
Segment revenues	$	188,071	$	160,733	$	159,255	$	102,574	$	610,633
Affiliate revenues	94		1,545		275		32		1,946
Segment EBITDA	29,610		26,801		31,036		22,780		110,227
Depreciation expense	4,058		2,695		3,168		1,607		11,528
Amortization expense	13,453		429		640		12,591		27,113
Severance, restructuring, and acquisition integration costs	970		8,141		346		103		9,560
Purchase accounting effects of acquisitions	1,167		—		—		—		1,167
Segment assets	359,160		275,770		282,068		105,070		1,022,068
As of and for the three months ended July 3, 2016
Segment revenues	$	193,521	$	160,401	$	147,808	$	101,651	$	603,381
Affiliate revenues	173		1,328		214		4		1,719
Segment EBITDA	29,505		29,575		27,064		22,191		108,335
Depreciation expense	4,061		3,429		2,709		1,788		11,987
Amortization expense	13,420		432		601		11,810		26,263
Severance, restructuring, and acquisition integration costs	1,319		1,207		2,371		972		5,869
Deferred gross profit adjustments	494		—		—		1,256		1,750
Segment assets	329,250		253,424		255,250		107,176		945,100
As of and for the six months ended July 2, 2017
Segment revenues	$	356,667	$	306,415	$	305,436	$	193,496	$	1,162,014
Affiliate revenues	195		4,103		662		92		5,052
Segment EBITDA	55,010		50,901		56,769		40,657		203,337
Depreciation expense	8,007		5,294		6,374		3,236		22,911
Amortization expense	23,468		853		1,282		25,179		50,782
Severance, restructuring, and acquisition integration costs	1,378		13,014		1,467		301		16,160
Purchase accounting effects of acquisitions	1,167		—		—		—		1,167
Segment assets	359,160		275,770		282,068		105,070		1,022,068
As of and for the six months ended July 3, 2016
Segment revenues	$	364,793	$	296,293	$	288,899	$	197,196	$	1,147,181
Affiliate revenues	597		3,027		396		32		4,052
Segment EBITDA	52,772		53,311		50,051		42,267		198,401
Depreciation expense	8,023		6,818		5,427		3,382		23,650
Amortization expense	26,351		861		1,192		23,391		51,795
Severance, restructuring, and acquisition integration costs	5,697		1,707		3,236		3,637		14,277
Purchase accounting effects of acquisitions	195		—		—		—		195
Deferred gross profit adjustments	1,108		—		—		2,945		4,053
Segment assets	329,250		253,424		255,250		107,176		945,100

The following table is a reconciliation of the total of the reportable segments’ Revenues and EBITDA to consolidated revenues and consolidated income before taxes, respectively.

- 12-

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands)
Total Segment Revenues	$	610,633		$	603,381		$	1,162,014		$	1,147,181
Deferred revenue adjustments (1)	—			(1,750		)	—			(4,053		)
Consolidated Revenues	$	610,633		$	601,631		$	1,162,014		$	1,143,128
Total Segment EBITDA	$	110,227		$	108,335		$	203,337		$	198,401
Amortization of intangibles	(27,113		)	(26,263		)	(50,782		)	(51,795		)
Depreciation expense	(11,528		)	(11,987		)	(22,911		)	(23,650		)
Severance, restructuring, and acquisition integration costs (2)	(9,560		)	(5,869		)	(16,160		)	(14,277		)
Purchase accounting effects related to acquisitions (3)	(1,167		)	—			(1,167		)	(195		)
Deferred gross profit adjustments (1)	—			(1,750		)	—			(4,053		)
Income from equity method investment	2,277			661			3,284			491
Eliminations	(655		)	(886		)	(1,783		)	(1,717		)
Consolidated operating income	62,481			62,241			113,818			103,205
Interest expense, net	(23,533		)	(24,049		)	(47,039		)	(48,445		)
Loss on debt extinguishment	(847		)	—			(847		)	—
Consolidated income before taxes	$	38,101		$	38,192		$	65,932		$	54,760

(1) For the three and six months ended July 3, 2016 , our segment results include revenues that would have been recorded by acquired businesses had they remained as independent entities. Our consolidated results do not include these revenues due to the purchase accounting effect of recording deferred revenue at fair value.

(2)  See Note 8, Severance, Restructuring, and Acquisition Integration Activities, for details.

(3)  For the three and six months ended July 2, 2017 and July 3, 2016, we recognized cost of sales for the adjustment of acquired inventory to fair value related to the Thinklogical and M2FX acquisitions, respectively.

Note 5: Income per Share

The following table presents the basis for the income per share computations:

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In Thousands)
Numerator:
Net income	$	35,891		$	41,933		$	61,472		$	58,291
Less: Net loss attributable to noncontrolling interest	(86		)	(99		)	(192		)	(198		)
Less: Preferred stock dividends	8,733			—			17,466			—
Net income attributable to Belden common stockholders	$	27,244		$	42,032		$	44,198		$	58,489
Denominator:
Weighted average shares outstanding, basic	42,283			42,085			42,249			42,046
Effect of dilutive common stock equivalents	549			448			504			413
Weighted average shares outstanding, diluted	42,832			42,533			42,753			42,459

For both the three and six months ended July 2, 2017, diluted weighted average shares outstanding do not include outstanding equity awards of 0.4 million because to do so would have been anti-dilutive. In addition, for both the three and six months ended July 2, 2017, diluted weighted average shares outstanding do not include outstanding equity awards of 0.2 million because the related performance conditions have not been satisfied. Furthermore, for both the three and six months ended July 2, 2017, diluted weighted average shares outstanding do not include the impact of preferred shares that are convertible into 6.9 million common shares because deducting the preferred stock dividends from net income was more dilutive.

For the three and six months ended July 3, 2016, diluted weighted average shares outstanding do not include outstanding equity awards of 0.7 million and 0.8 million, respectively, because to do so would have been anti-dilutive. In addition, for both the three

- 13-

and six months ended July 3, 2016, diluted weighted average shares outstanding do not include outstanding equity awards of 0.1 million because the related performance conditions have not been satisfied.

For purposes of calculating basic earnings per share, unvested restricted stock units are not included in the calculation of basic weighted average shares outstanding until all necessary conditions have been satisfied and issuance of the shares underlying the restricted stock units is no longer contingent. Necessary conditions are not satisfied until the vesting date, at which time holders of our restricted stock units receive shares of our common stock.

For purposes of calculating diluted earnings per share, unvested restricted stock units are included to the extent that they are dilutive. In determining whether unvested restricted stock units are dilutive, each issuance of restricted stock units is considered separately.

Once a restricted stock unit has vested, it is included in the calculation of both basic and diluted weighted average shares outstanding.

Note 6:  Inventories

The major classes of inventories were as follows:

	July 2, 2017			December 31, 2016
	(In thousands)
Raw materials	$	115,637		$	90,019
Work-in-process	40,310			25,166
Finished goods	123,993			99,784
Gross inventories	279,940			214,969
Excess and obsolete reserves	(27,406		)	(24,561		)
Net inventories	$	252,534		$	190,408

Note 7:  Long-Lived Assets

Depreciation and Amortization Expense

We recognized depreciation expense of $11.5 million and $22.9 million in the three and six months ended July 2, 2017, respectively. We recognized depreciation expense of $12.0 million and $23.7 million in the three and six months ended July 3, 2016, respectively. 

In connection with the segment change discussed in Note 4, we re-evaluated the useful life of the Tripwire trademark and concluded that an indefinite life is no longer appropriate. We have estimated a useful life of 10 years and will re-evaluate this estimate if and when our expected use of the Tripwire trademark changes. We began amortizing the Tripwire trademark in the first quarter of 2017, which resulted in amortization expense of $0.8 million and $1.6 million for the three and six months ended July 2, 2017, respectively. As of July 2, 2017, the net book value of the Tripwire trademark was $29.4 million.

We recognized amortization expense related to our intangible assets of $27.1 million and $50.8 million in the three and six months ended July 2, 2017, respectively. We recognized amortization expense related to our intangible assets of $26.3 million and $51.8 million in the three and six months ended July 3, 2016, respectively.

Note 8:  Severance, Restructuring, and Acquisition Integration Activities

Industrial and Network Solutions Restructuring Program: 2015-2016

Both our Industrial Solutions and Network Solutions segments had been negatively impacted by a decline in sales volume in 2015. At such time, global demand for industrial products had been negatively impacted by the strengthened U.S. dollar and lower energy prices. As a result, our customers reduced their capital spending. In response to these industrial market conditions, we began to execute a restructuring program in the fourth fiscal quarter of 2015 to reduce our cost structure. We recognized $2.4 million and $5.8 million of severance and other restructuring costs for this program duringthe three and six months ended July 3, 2016, respectively. Most of these costs were incurred by our Network Solutions segment. We did not incur any additional severance and other restructuring costs for this program in 2017. To date, we have incurred a total of $13.0 million in severance and other restructuring costs for this program. We expect the restructuring program to generate approximately $18 million of savings on an annualized basis, and we are substantially realizing such benefits.

- 14-

Industrial Manufacturing Footprint Program: 2016 - 2017

In 2016, we began a program to consolidate our manufacturing footprint. The manufacturing consolidation is expected to be completed in 2018. We recognized $2.0 million and $2.5 million of severance and other restructuring costs for this program during the three and six months ended July 3, 2016, respectively. We recognized $8.2 million and $13.9 million of severance and other restructuring costs for this program during the three and six months ended July 2, 2017, respectively. The costs were incurred by the Enterprise Solutions and Industrial Solutions segments, as the manufacturing locations involved in the program serve both platforms. To date, we have incurred a total of $31.7 million in severance and other restructuring costs for this program. We expect to incur approximately $11 million of additional severance and other restructuring costs for this program in 2017 and 2018. We expect the program to generate approximately $13 million of savings on an annualized basis, beginning in the second half of 2017.

Grass Valley Restructuring Program: 2015-2016

Our Broadcast Solutions segment’s Grass Valley brand was negatively impacted by a decline in global demand of broadcast technology infrastructure products beginning in 2015. Outside of the U.S., demand for these products was impacted by the relative price increase of products due to the strengthened U.S. dollar as well as the impact of weaker economic conditions which resulted in lower capital spending. Within the U.S., demand for these products was impacted by deferred capital spending. We believe broadcast customers deferred their capital spending as they navigated through a number of important industry transitions and a changing media landscape. In response to these broadcast market conditions, we began to execute a restructuring program beginning in the third fiscal quarter of 2015 to reduce our cost structure. We recognized $0.9 million and $5.0 million of severance and other restructuring costs for this program duringthe three and six months ended July 3, 2016, respectively. We did not incur any additional severance and other restructuring costs for this program in 2017. To date, we have incurred a total of $34.1 million in severance and other restructuring costs for this program. We expect the restructuring program to generate approximately $30 million of savings on an annualized basis, and we are substantially realizing such benefits.

The following table summarizes the costs by segment of the various programs described above as well as other immaterial programs and acquisition integration activities:

	Severance			Other Restructuring and Integration Costs		Total Costs
Three Months Ended July 2, 2017	(In thousands)
Broadcast Solutions	$	—		$	970	$	970
Enterprise Solutions	1,275			6,866		8,141
Industrial Solutions	153			193		346
Network Solutions	—			103		103
Total	$	1,428		$	8,132	$	9,560
Three Months Ended July 3, 2016
Broadcast Solutions	$	(109	)	$	1,428	$	1,319
Enterprise Solutions	71			1,136		1,207
Industrial Solutions	1,180			1,191		2,371
Network Solutions	309			663		972
Total	$	1,451		$	4,418	$	5,869
Six Months Ended July 2, 2017
Broadcast Solutions	$	49		$	1,329	$	1,378
Enterprise Solutions	2,127			10,887		13,014
Industrial Solutions	153			1,314		1,467
Network Solutions	—			301		301
Total	$	2,329		$	13,831	$	16,160
Six Months Ended July 3, 2016
Broadcast Solutions	$	(751	)	$	6,448	$	5,697
Enterprise Solutions	76			1,631		1,707
Industrial Solutions	1,777			1,459		3,236
Network Solutions	2,631			1,006		3,637
Total	$	3,733		$	10,544	$	14,277

- 15-

Of the total severance, restructuring, and acquisition integration costs recognized in the three months ended July 2, 2017, $8.2 million and $1.4 million were included in cost of sales and selling, general and administrative expenses, respectively. Of the total severance, restructuring, and acquisition integration costs recognized in the three months ended July 3, 2016, $1.8 million, $3.6 million, and $0.5 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively.

Of the total severance, restructuring, and acquisition integration costs recognized in the six months ended July 2, 2017, $14.1 million and $2.1 million were included in cost of sales and selling, general and administrative expenses, respectively. Of the total severance, restructuring, and acquisition integration costs recognized in the six months ended July 3, 2016, $3.9 million, $9.7 million, and $0.7 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively.

The other restructuring and integration costs primarily consisted of integrating manufacturing operations, such as equipment transfers, costs to consolidate operating and support facilities, retention bonuses, relocation, travel, legal, and other costs. The majority of the other cash restructuring and integration costs related to these actions were paid as incurred or are payable within the next 60 days.   

There were no significant severance accrual balances as of July 2, 2017 or December 31, 2016.

Note 9:  Long-Term Debt and Other Borrowing Arrangements

The carrying values of our long-term debt were as follows:

	July 2, 2017			December 31, 2016
	(In thousands)
Revolving credit agreement due 2022	$	—		$	—
Senior subordinated notes:
4.125% Senior subordinated notes due 2026	227,120			209,081
5.25% Senior subordinated notes due 2024	200,000			200,000
5.50% Senior subordinated notes due 2023	573,722			529,146
5.50% Senior subordinated notes due 2022	700,000			700,000
9.25% Senior subordinated notes due 2019	—			5,221
Total senior subordinated notes	1,700,842			1,643,448
Less unamortized debt issuance costs	(21,460		)	(23,287		)
Long-term debt	$	1,679,382		$	1,620,161

Revolving Credit Agreement due 2022

On May 16, 2017, we entered into an Amended and Restated Credit Agreement (the Revolver) to amend and restate our prior Revolving Credit Agreement. The Revolver provides a $400.0 million multi-currency asset-based revolving credit facility. The borrowing base under the Revolver includes eligible accounts receivable; inventory; and property, plant and equipment of certain of our subsidiaries in the U.S., Canada, Germany, and the Netherlands. The maturity date of the Revolver has been extended to May 16, 2022. Interest on outstanding borrowings is variable, based upon LIBOR or other similar indices in foreign jurisdictions, plus a spread that ranges from 1.25%-1.75%, depending upon our leverage position. We pay a commitment fee on our available borrowing capacity of 0.25%. In the event we borrow more than 90% of our borrowing base, we are subject to a fixed charge coverage ratio covenant. We recognized a $0.8 million loss on debt extinguishment for unamortized debt issuance costs related to creditors no longer participating in the new Revolver. In connection with executing the Revolver, we paid $2.0 million of fees to creditors and third parties that we will amortize over the remaining term of the Revolver. As of July 2, 2017, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $288.7 million.

Senior Subordinated Notes

We have outstanding €200.0 million aggregate principal amount of 4.125% senior subordinated notes due 2026 (the 2026 Notes). The carrying value of the 2026 Notes as of July 2, 2017 is $227.1 million. The 2026 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2026 Notes rank equal in right of payment with our senior subordinated

- 16-

notes due 2024, 2023, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on April 15 and October 15 of each year.

We have outstanding $200.0 million aggregate principal amount of 5.25% senior subordinated notes due 2024 (the 2024 Notes). The 2024 Notes are guaranteed on a senior subordinated basis by certain of our subsidiaries. The 2024 Notes rank equal in right of payment with our senior subordinated notes due 2026, 2023, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on January 15 and July 15 of each year.

We have outstanding €500.0 million aggregate principal amount of 5.5% senior subordinated notes due 2023 (the 2023 Notes). The carrying value of the 2023 Notes as of July 2, 2017 is $573.7 million. The 2023 Notes are guaranteed on a senior subordinated basis by certain of our subsidiaries. The notes rank equal in right of payment with our senior subordinated notes due 2026, 2024, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on April 15 and October 15 of each year.

We have outstanding $700.0 million aggregate principal amount of 5.5% senior subordinated notes due 2022 (the 2022 Notes). The 2022 Notes are guaranteed on a senior subordinated basis by certain of our subsidiaries. The 2022 Notes rank equal in right of payment with our senior subordinated notes due 2026, 2024, and 2023 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable on March 1 and September 1 of each year. In July 2017, we repurchased a portion of the 2022 Notes outstanding and announced our intention to repurchase the remaining 2022 Notes outstanding. See Note 16.

We had outstanding $5.2 million aggregate principal amount of 9.25% senior subordinated notes due 2019 (the 2019 Notes). On June 15, 2017, we repaid all of the 2019 Notes outstanding, plus accrued interest, and recognized an immaterial loss on debt extinguishment related to unamortized debt issuance costs.

Fair Value of Long-Term Debt

The fair value of our senior subordinated notes as of July 2, 2017 was approximately $1,768.8 million based on quoted prices of the debt instruments in inactive markets (Level 2 valuation). This amount represents the fair values of our senior subordinated notes with a carrying value of $1,700.8 million as of July 2, 2017.

Note 10:  Net Investment Hedge

In 2016, we issued €200.0 million senior subordinated notes due 2026. The notes were issued by Belden Inc., a USD functional currency ledger. We have designated this foreign denominated debt as a net investment hedge on the foreign currency risk of our net investment in our euro foreign operations. The objective of the hedge is to protect the net investment in the foreign operation against adverse changes in exchange rates. The transaction gain or loss is reported in the cumulative translation adjustment section of other comprehensive income. The amount of the cumulative translation adjustment at July 2, 2017 was $5.1 million.

Note 11:  Income Taxes

We recognized income tax expense of $2.2 million and $4.5 million for the three and six months ended July 2, 2017, respectively, representing effective tax rates of 5.8% and 6.8%, respectively. The effective tax rates were impacted by the following significant factors:

• We recognized an income tax benefit of $4.1 million and $7.5 million in the three and six months ended July 2, 2017, respectively, as a result of generating tax credits, primarily from the implementation of a foreign tax credit planning strategy.

• Foreign tax rate differences reduced our income tax expense by approximately $4.1 million and $7.0 million in the three and six months ended July 2, 2017, respectively. The statutory tax rates associated with our foreign earnings generally are lower than the statutory U.S. tax rate of 35%. This had the greatest impact on our income before taxes that is generated in Germany, Canada, and the Netherlands, which have statutory tax rates of approximately 28%, 26%, and 25%, respectively.

• We also recognized an income tax benefit of $4.5 million and $5.3 million in the three and six months ended July 2, 2017, respectively, related to non-taxable currency translation gains.

- 17-

We recognized income tax benefits of $3.7 million and $3.5 million for the three and six months ended July 3, 2016, respectively, representing effective tax rates of (9.8)% and (6.4)%, respectively. The effective tax rates were impacted by the following significant factors:

• We recognized an $8.1 million tax benefit in both the three and six months ended July 3, 2016 as the result of securing a significant tax deduction for a foreign currency loss by implementing several transactions related to our international tax structure.

• We also recognized a $7.0 million tax benefit in both the three and six months ended July 3, 2016 for the reduction of deferred tax liabilities related to a previously completed acquisition. As part of an implemented tax planning strategy, we successfully secured a Private Letter Ruling from the Internal Revenue Service that effectively increased the tax basis in the acquired assets to the full fair value. Accordingly, a book-tax difference was eliminated, and we reversed deferred tax liabilities previously recorded, resulting in the $7.0 million tax benefit.

• In the six months ended July 3, 2016, we recognized a $3.8 million tax benefit as a result of reducing a deferred tax valuation allowance related to net operating loss carryforwards in a foreign jurisdiction. Based on certain restructuring transactions in the six months ended July 3, 2016, the net operating loss carryforwards are expected to be realizable.

The tax benefits described above for the three and six months ended July 3, 2016 were partially offset by a $2.7 million tax expense to record a liability for uncertain tax positions in one of our foreign jurisdictions.

Note 12:  Pension and Other Postretirement Obligations

The following table provides the components of net periodic benefit costs for our pension and other postretirement benefit plans:

	Pension Obligations						Other Postretirement Obligations
Three Months Ended	July 2, 2017			July 3, 2016			July 2, 2017		July 3, 2016
	(In thousands)
Service cost	$	1,251		$	1,426		$	13	$	16
Interest cost	1,874			2,424			329		480
Expected return on plan assets	(2,567		)	(3,216		)	—		—
Amortization of prior service credit	(9		)	(9		)	—		(11		)
Actuarial losses	645			709			23		149
Net periodic benefit cost	$	1,194		$	1,334		$	365	$	634
Six Months Ended
Service cost	$	2,343		$	2,835		$	27	$	29
Interest cost	3,569			4,819			656		847
Expected return on plan assets	(4,928		)	(6,408		)	—		—
Amortization of prior service credit	(20		)	(18		)	—		(22		)
Actuarial losses	1,233			1,407			45		231
Net periodic benefit cost	$	2,197		$	2,635		$	728	$	1,085

Note 13:  Comprehensive Income and Accumulated Other Comprehensive Income (Loss)

The following table summarizes total comprehensive income:

- 18-

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands)
Net income	$	35,891		$	41,933		$	61,472		$	58,291
Foreign currency translation loss, net of $0.5 million, $0.3 million, $0.4 million, and $1.9 million tax, respectively	(17,107		)	1,094			(26,943		)	(1,093		)
Adjustments to pension and postretirement liability, net of $0.3 million, $0.3 million, $0.5 million, and $0.6 million tax, respectively	406			515			774			982
Total comprehensive income	19,190			43,542			35,303			58,180
Less: Comprehensive loss attributable to noncontrolling interest	(77		)	(126		)	(240		)	(227		)
Comprehensive income attributable to Belden	$	19,267		$	43,668		$	35,543		$	58,407

The accumulated balances related to each component of other comprehensive income (loss), net of tax, are as follows: 

	Foreign  Currency     Translation Component			Pension and  Other     Postretirement Benefit Plans			Accumulated Other  Comprehensive   Income (Loss)
	(In thousands)
Balance at December 31, 2016	$	(4,661	)	$	(34,406	)	$	(39,067	)
Other comprehensive loss attributable to Belden before reclassifications	(26,895		)	—			(26,895		)
Amounts reclassified from accumulated other comprehensive income (loss)	—			774			774
Net current period other comprehensive loss attributable to Belden	(26,895		)	774			(26,121		)
Balance at July 2, 2017	$	(31,556	)	$	(33,632	)	$	(65,188	)

The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the six months ended July 2, 2017:

	Amount  Reclassified from   Accumulated Other Comprehensive Income (Loss)			Affected Line  Item in the   Consolidated Statements of Operations and Comprehensive Income
	(In thousands)
Amortization of pension and other postretirement benefit plan items:
Actuarial losses	$	1,278		(1)
Prior service credit	(20		)	(1)
Total before tax	1,258
Tax benefit	(484		)
Total net of tax	$	774

(1) The amortization of these accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit costs (see Note 12).

Note 14:  Preferred Stock

On July 26, 2016, we issued 5.2 million depositary shares, each of which represents 1/100th interest in a share of 6.75% Series B Mandatory Convertible Preferred Stock (the Preferred Stock), for an offering price of $100 per depositary share. Holders of the Preferred Stock may elect to convert their shares into common stock at any time prior to the mandatory conversion date. Unless earlier converted, each share of Preferred Stock will automatically convert into common stock on or around July 15, 2019 into between 120.46 and 132.50 shares of Belden common stock, subject to customary anti-dilution adjustments. This represents a

- 19-

range of 6.2 million to 6.9 million shares of Belden common stock to be issued upon conversion. The number of shares of Belden common stock issuable upon the mandatory conversion of the Preferred Stock will be determined based upon the volume-weighted average price of Belden’s common stock over the 20 day trading period beginning on, and including, the 22nd scheduled trading day prior to July 15, 2019. The net proceeds from this offering were approximately $501 million. The net proceeds are for general corporate purposes. With respect to dividend and liquidation rights, the Preferred Stock ranks senior to our common stock and junior to all of our existing and future indebtedness. During the three and six months ended July 2, 2017, the Preferred Stock accrued $8.7 million and $17.5 million of dividends, respectively.

Note 15: Share Repurchases

On May 25, 2017, our Board of Directors authorized a new share repurchase program, which allows us to purchase up to $200.0 million of our common stock through open market repurchases, negotiated transactions, or other means, in accordance with applicable securities laws and other restrictions. This program is funded by cash on hand and cash flows from operating activities. The program does not have an expiration date and may be suspended at any time at the discretion of the Company. We have not repurchased any shares under this program as of July 2, 2017.

Note 16: Subsequent Events

On July 6, 2017, we issued €450.0 million ($509.5 million at issuance) aggregate principal amount of 3.375% Senior Subordinated Notes due 2027 (the 2027 Notes). The 2027 Notes rank equal in right of payment with our senior subordinated notes due 2026, 2024, 2023, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest on the 2027 Notes accrues at a rate of 3.375% per annum and is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2018. We used the net proceeds of this offering and cash on hand to repurchase $581.3 million of our outstanding $700.0 million5.5% senior subordinated notes due 2022 that were tendered pursuant to a tender offer. On July 6, 2017, we also announced that we intend to repurchase the remaining $118.7 million of our outstanding $700.0 million notes due 2022. We expect to incur a loss on debt extinguishment in excess of $25 million related to the repurchase of our outstanding $700.0 million notes due 2022.

- 20-

Item 2:       Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

Belden Inc. (the Company, us, we, or our) is a signal transmission solutions company built around four global business platforms – Broadcast Solutions, Enterprise Solutions, Industrial Solutions, and Network Solutions. Our comprehensive portfolio of signal transmission solutions provides industry leading secure and reliable transmission of data, sound, and video for mission critical applications.

We strive for operational excellence through the execution of our Belden Business System, which includes three areas of focus: Lean enterprise initiatives, our Market Delivery System, and our Talent Management System. Through operational excellence we generate significant free cash flow on an annual basis. We utilize the cash flow generated by our business to fuel our continued transformation and generate shareholder value. We believe our business system, balance across markets and geographies, systematic go-to-market approach, extensive portfolio of innovative solutions, commitment to Lean principles, and improving margins present a unique value proposition for shareholders.

We use a set of tools and processes that are designed to continuously improve business performance in the critical areas of quality, delivery, cost, and innovation. We consider revenue growth, Adjusted EBITDA margin, free cash flows, and return on invested capital to be our key operating performance indicators. We also seek to acquire businesses that we believe can help us achieve these objectives.

Trends and Events

The following trends and events during 2017 have had varying effects on our financial condition, results of operations, and cash flows.

Foreign currency

Our exposure to currency rate fluctuations primarily relates to exchange rate movements between the U.S. dollar and the Euro, Canadian dollar, Hong Kong dollar, Chinese yuan, Japanese yen, Mexican peso, Australian dollar, British pound, and Brazilian real. Generally, as the U.S. dollar strengthens against these foreign currencies, our revenues and earnings are negatively impacted as our foreign denominated revenues and earnings are translated into U.S. dollars at a lower rate. Conversely, as the U.S. dollar weakens against foreign currencies, our revenues and earnings are positively impacted. Approximately 47% of our consolidated revenues are international.

In addition to the translation impact described above, currency rate fluctuations have an economic impact on our financial results. As the U.S. dollar strengthens or weakens against foreign currencies, it results in a relative price increase or decrease for certain of our products that are priced in U.S. dollars in a foreign location.

Commodity prices

Our operating results can be affected by changes in prices of commodities, primarily copper and compounds, which are components in some of the products we sell. Generally, as the costs of inventory purchases increase due to higher commodity prices, we raise selling prices to customers to cover the increase in costs, resulting in higher sales revenue but a lower gross profit percentage. Conversely, a decrease in commodity prices would result in lower sales revenue but a higher gross profit percentage. Selling prices of our products are affected by many factors, including end market demand, capacity utilization, overall economic conditions, and commodity prices. Importantly, however, there is no exact measure of the effect of changing commodity prices, as there are thousands of transactions in any given quarter, each of which has various factors involved in the individual pricing decisions. Therefore, all references to the effect of copper prices or other commodity prices are estimates.

Channel Inventory

Our operating results also can be affected by the levels of Belden products purchased and held as inventory by our channel partners and customers. Our channel partners and customers purchase and hold the products they bought from us in their inventory in order to meet the service and on-time delivery requirements of their customers. Generally, as our channel partners and customers change the level of products they buy from us and hold in their inventory, it impacts our revenues. Comparisons of our results between periods can be impacted by changes in the levels of channel inventory. We use information provided to us by our channel partners

- 21-

and make certain assumptions based on our sales to them to determine the amount of products they bought from us and hold in their inventory. As such, all references to the effect of channel inventory changes are estimates.

Market Growth and Market Share

The markets in which we operate can generally be characterized as highly competitive and highly fragmented, with many players. We monitor available data regarding market growth, including independent market research reports, publicly available indices, and the financial results of our direct and indirect peer companies, in order to estimate the extent to which our served markets grew or contracted during a particular period. We expect that our unit sales volume will increase or decrease consistently with the market growth rate. Our strategic goal is to utilize our Market Delivery System to target faster growing geographies, applications, and trends within our end markets, in order to achieve growth that is higher than the general market growth rate. To the extent that we exceed the market growth rates, we consider it to be the result of capturing market share.

Operating Segments

To leverage the Company's strengths in networking, IoT, and cybersecurity technologies, effective January 1, 2017, we formed a new segment called Network Solutions, which represents the combination of the prior Industrial IT Solutions and Network Security Solutions segments.  The formation is a natural evolution in our organic and inorganic strategies for a range of industrial and non-industrial applications.  We have revised the prior period segment information to conform to the change in the composition of these reportable segments.  In connection with this change, we re-evaluated the useful life of the Tripwire trademark and concluded that an indefinite life is no longer appropriate. We have estimated a useful life of 10 years and will re-evaluate this estimate if and when our expected use of the Tripwire trademark changes. We began amortizing the Tripwire trademark in the first quarter of 2017, which resulted in amortization expense of $0.8 million and $1.6 million for the three and six months ended July 2, 2017, respectively. As of July 2, 2017, the net book value of the Tripwire trademark was $29.4 million. See Note 4.

Acquisitions

We completed the acquisition of Thinklogical Holdings, LLC (Thinklogical) on May 31, 2017. The results of Thinklogical have been included in our Consolidated Financial Statements from the acquisition date and are reported in the Broadcast Solutions segment. See Note 2.

Industrial Manufacturing Footprint Program

In 2016, we began a program to consolidate our manufacturing footprint. The manufacturing consolidation is expected to be completed in 2018. We recognized $8.2 million and $13.9 million of severance and other restructuring costs for this program during the three and six months ended July 2, 2017. The costs were incurred by the Enterprise Solutions and Industrial Solutions segments, as the manufacturing locations involved in the program serve both platforms. We expect to incur approximately $11 million of additional severance and other restructuring costs for this program in 2017 and 2018. We expect the program to generate approximately $13 million of savings on an annualized basis, beginning in the second half of 2017. See Note 8.

Long-term Debt

On May 16, 2017, we entered into an Amended and Restated Credit Agreement (the Revolver) to amend and restate our prior Revolving Credit Agreement. The Revolver provides a $400.0 million multi-currency asset-based revolving credit facility. We recognized a $0.8 million loss on debt extinguishment for unamortized debt issuance costs related to creditors no longer participating in the new Revolver. In connection with executing the Revolver, we paid $2.0 million of fees to creditors and third parties that we will amortize over the remaining term of the Revolver. As of July 2, 2017, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $288.7 million. Additionally, on June 15, 2017, we repaid all of the outstanding $5.2 million aggregate principal amount of 9.25% senior subordinated notes due 2019, plus accrued interest, and recognized an immaterial loss on debt extinguishment related to unamortized debt issuance costs. See Note 9.

Subsequent Events

On July 6, 2017, we issued €450.0 million ($509.5 million at issuance) aggregate principal amount of 3.375% Senior Subordinated Notes due 2027. We used the net proceeds of this offering and cash on hand to repurchase $581.3 million of our outstanding $700.0 million5.5% senior subordinated notes due 2022 that were tendered pursuant to a tender offer. On July 6, 2017, we also announced that we intend to repurchase the remaining $118.7 million of our outstanding $700.0 million notes due 2022. We expect to incur a loss on debt extinguishment in excess of $25 million related to the repurchase of our outstanding $700.0 million notes due 2022.

See Note 16.

- 22-

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, results of operations, or cash flows that are or would be considered material to investors.

Critical Accounting Policies

During the six months ended July 2, 2017:

• We did not change any of our existing critical accounting policies from those listed in our 2016 Annual Report on Form 10-K;

• No existing accounting policies became critical accounting policies because of an increase in the materiality of associated transactions or changes in the circumstances to which associated judgments and estimates relate; and

• There were no significant changes in the manner in which critical accounting policies were applied or in which related judgments and estimates were developed, except for the change in the Tripwire trademark discussed above.

Results of Operations

Consolidated Income before Taxes

	Three Months Ended								Six Months Ended
	July 2, 2017			July 3, 2016			% Change		July 2, 2017			July 3, 2016			% Change
	(In thousands, except percentages)
Revenues	$	610,633		$	601,631		1.5	%	$	1,162,014		$	1,143,128		1.7	%
Gross profit	242,509			248,213			(2.3	)%	464,623			473,248			(1.8	)%
Selling, general and administrative expenses	(117,771		)	(123,057		)	(4.3	)%	(230,357		)	(245,463		)	(6.2	)%
Research and development	(35,144		)	(36,652		)	(4.1	)%	(69,666		)	(72,785		)	(4.3	)%
Amortization of intangibles	(27,113		)	(26,263		)	3.2	%	(50,782		)	(51,795		)	(2.0	)%
Operating income	62,481			62,241			0.4	%	113,818			103,205			10.3	%
Interest expense, net	(23,533		)	(24,049		)	(2.1	)%	(47,039		)	(48,445		)	(2.9	)%
Loss on debt extinguishment	(847		)	—			100.0	%	(847		)	—			100.0	%
Income before taxes	38,101			38,192			(0.2	)%	65,932			54,760			20.4	%

Revenues increased in the three and six months ended July 2, 2017 from the comparable period of 2016 due to the following factors:

•Acquisitions contributed $10.2 million to the increase in revenues in both the three and six months ended July 2, 2017.

•Higher copper costs contributed $8.2 million and $17.5 million, respectively, to the increase in revenues.

•Sales volume resulted in a $2.8 million decrease in revenues and a $1.6 million increase in revenues, respectively.

•Unfavorable currency translation resulted in a revenue decrease of $6.6 million and $10.4 million, respectively.

Gross profit decreased in the three and six months ended July 2, 2017 from the comparable period of 2016 due to an increase in severance, restructuring, and acquisition integration costs in cost of sales of $6.4 million and $10.2 million, respectively, unfavorable currency translation noted above, and unfavorable product mix. These decreases were partially offset by the impact of acquisitions and productivity resulting from our restructuring actions. Furthermore, the increase in copper costs which result in higher revenues as discussed above, has minimal impact to gross profit dollars, and as a result, weakens gross profit margins.

Selling, general and administrative expenses decreased $5.3 million and $15.1 million, respectively, in the three and six months ended July 2, 2017 from the comparable period of 2016. Decreases in severance, restructuring, and acquisition integration costs contributed $2.2 million and $7.6 million, respectively. Additionally, currency translation contributed $1.2 million and $1.9 million to the decrease in selling, general and administrative expense, respectively. The remaining decrease was primarily due to improved productivity from our restructuring actions.

Research and development expenses decreased $1.5 million and $3.1 million, respectively, in the three and six months ended July 2, 2017 from the comparable period of 2016. Currency translation contributed $0.6 million and $0.8 million, respectively, to the decrease in research and development expense. Additionally, decreases in severance, restructuring, and acquisition integration

- 23-

costs contributed $0.5 million and $0.7 million, respectively. Furthermore, improved productivity from our restructuring actions contributed $0.8 million and $2.0 million, respectively, to the decline in research and development expense. These decreases were partially offset by the impact of acquisitions, which increased research and development expense by $0.4 million.

Amortization of intangibles increased $0.8 million and $1.0 million, respectively, in the three and six months ended July 2, 2017 from the comparable period of 2016. This is primarily due to the acquisition of Thinklogical and amortization from the Tripwire trademark, which we began amortizing in 2017. These increases were partially offset by currency translation and the intangible assets classified as held for sale for which we ceased amortizing in the fourth quarter of 2016 (see Note 3).

Operating income increased $0.2 million and $10.6 million, respectively, in the three and six months ended July 2, 2017 from the comparable period of 2016 primarily due to the decreases in selling, general and administrative expenses and research and development expenses, partially offset by the decrease in gross profit and increase in amortization expense discussed above.

Income before taxes decreased $0.1 million and increased $11.1 million in the three and six months ended July 2, 2017 from the comparable period of 2016, respectively, primarily due to the fluctuations in operating income discussed above, coupled with the $0.8 million loss on debt extinguishment in connection with the Amended and Restated Credit Agreement executed during the second quarter of 2017 (see Note 9).

Income Taxes

	Three Months Ended								Six Months Ended
	July 2, 2017			July 3, 2016			% Change		July 2, 2017			July 3, 2016			% Change
	(In thousands, except percentages)
Income before taxes	$	38,101		$	38,192		(0.2	)%	$	65,932		$	54,760		20.4	%
Income tax benefit (expense)	(2,210		)	3,741			(159.1	)%	(4,460		)	3,531			(226.3	)%
Effective tax rate	5.8		%	(9.8		)%			6.8		%	(6.4		)%

We recognized income tax expense of $2.2 million and $4.5 million for the three and six months ended July 2, 2017, respectively, representing effective tax rates of 5.8% and 6.8%, respectively. The effective tax rates were impacted by the following significant factors:

• We recognized an income tax benefit of $4.1 million and $7.5 million in the three and six months ended July 2, 2017, respectively, as a result of generating tax credits, primarily from the implementation of a foreign tax credit planning strategy.

• Foreign tax rate differences reduced our income tax expense by approximately $4.1 million and $7.0 million in the three and six months ended July 2, 2017, respectively. The statutory tax rates associated with our foreign earnings generally are lower than the statutory U.S. tax rate of 35%. This had the greatest impact on our income before taxes that is generated in Germany, Canada, and the Netherlands, which have statutory tax rates of approximately 28%, 26%, and 25%, respectively.

• We also recognized an income tax benefit of $4.5 million and $5.3 million in the three and six months ended July 2, 2017, respectively, related to non-taxable currency translation gains.

We recognized income tax benefits of $3.7 million and $3.5 million for the three and six months ended July 3, 2016, respectively, representing effective tax rates of (9.8)% and (6.4)%, respectively. The effective tax rates were impacted by the following significant factors:

• We recognized an $8.1 million tax benefit in both the three and six months ended July 3, 2016 as the result of securing a significant tax deduction for a foreign currency loss by implementing several transactions related to our international tax structure.

• We also recognized a $7.0 million tax benefit in both the three and six months ended July 3, 2016 for the reduction of deferred tax liabilities related to a previously completed acquisition. As part of an implemented tax planning strategy, we successfully secured a Private Letter Ruling from the Internal Revenue Service that effectively increased the tax basis in the acquired assets to the full fair value. Accordingly, a book-tax difference was eliminated, and we reversed deferred tax liabilities previously recorded, resulting in the $7.0 million tax benefit.

- 24-

• In the six months ended July 3, 2016, we recognized a $3.8 million tax benefit as a result of reducing a deferred tax valuation allowance related to net operating loss carryforwards in a foreign jurisdiction. Based on certain restructuring transactions in the six months ended July 3, 2016, the net operating loss carryforwards are expected to be realizable.

The tax benefits described above for the three and six months ended July 3, 2016 were partially offset by a $2.7 million tax expense to record a liability for uncertain tax positions in one of our foreign jurisdictions.

Our income tax expense and effective tax rate in future periods may be impacted by many factors, including our geographic mix of income and changes in tax laws.

Consolidated Adjusted Revenues and Adjusted EBITDA

	Three Months Ended								Six Months Ended
	July 2, 2017			July 3, 2016			% Change		July 2, 2017			July 3, 2016			% Change
	(In thousands, except percentages)
Adjusted Revenues	$	610,633		$	603,381		1.2	%	$	1,162,014		$	1,147,181		1.3	%
Adjusted EBITDA	111,849			108,110			3.5	%	204,838			197,175			3.9	%
as a percent of adjusted revenues	18.3		%	17.9		%			17.6		%	17.2		%

Adjusted Revenues increased in the three and six months ended July 2, 2017 from the comparable period of 2016 due to the following factors:

•Acquisitions contributed $10.2 million to the increase in revenues in both the three and six months ended July 2, 2017.

•Higher copper costs contributed $8.2 million and $17.5 million, respectively, to the increase in revenues.

•Sales volume resulted in revenue decreases of $4.6 million and $2.5 million, respectively.

•Unfavorable currency translation resulted in revenue decreases of $6.6 million and $10.4 million, respectively.

Adjusted EBITDA increased in the three and six months ended July 2, 2017 from the comparable period of 2016 primarily due to improved productivity resulting from our restructuring actions and proven Lean enterprise system. These increases were partially offset by unfavorable currency translation. Accordingly, as compared to the year ago period, EBITDA margins expanded 40 basis points for both the three and six months ended July 2, 2017 to 18.3% and 17.6%, respectively.

Use of Non-GAAP Financial Information

Adjusted Revenues, Adjusted EBITDA, Adjusted EBITDA margin, and free cash flow are non-GAAP financial measures. In addition to reporting financial results in accordance with accounting principles generally accepted in the United States, we provide non-GAAP operating results adjusted for certain items, including: asset impairments; accelerated depreciation expense due to plant consolidation activities; purchase accounting effects related to acquisitions, such as the adjustment of acquired inventory and deferred revenue to fair value, and transaction costs; severance, restructuring, and acquisition integration costs; gains (losses) recognized on the disposal of businesses and tangible assets; amortization of intangible assets; gains (losses) on debt extinguishment; certain revenues and gains (losses) from patent settlements; discontinued operations; and other costs. We adjust for the items listed above in all periods presented, unless the impact is clearly immaterial to our financial statements. When we calculate the tax effect of the adjustments, we include all current and deferred income tax expense commensurate with the adjusted measure of pre-tax profitability.

We utilize the adjusted results to review our ongoing operations without the effect of these adjustments and for comparison to budgeted operating results. We believe the adjusted results are useful to investors because they help them compare our results to previous periods and provide important insights into underlying trends in the business and how management oversees our business operations on a day-to-day basis. As an example, we adjust for the purchase accounting effect of recording deferred revenue at fair value in order to reflect the revenues that would have otherwise been recorded by acquired businesses had they remained as independent entities. We believe this presentation is useful in evaluating the underlying performance of acquired companies. Similarly, we adjust for other acquisition-related expenses, such as amortization of intangibles and other impacts of fair value adjustments because they generally are not related to the acquired business' core business performance. As an additional example, we exclude the costs of restructuring programs, which can occur from time to time for our current businesses and/or recently acquired businesses. We exclude the costs in calculating adjusted results to allow us and investors to evaluate the performance

- 25-

of the business based upon its expected ongoing operating structure. We believe the adjusted measures, accompanied by the disclosure of the costs of these programs, provides valuable insight.

Adjusted results should be considered only in conjunction with results reported according to accounting principles generally accepted in the United States. The following tables reconcile our GAAP results to our non-GAAP financial measures:

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands, except percentages)
GAAP revenues	$	610,633		$	601,631		$	1,162,014		$	1,143,128
Deferred revenue adjustments (1)	—			1,750			—			4,053
Adjusted revenues	$	610,633		$	603,381		$	1,162,014		$	1,147,181
GAAP net income attributable to Belden	$	35,977		$	42,032		$	61,664		$	58,489
Amortization of intangible assets	27,113			26,263			50,782			51,795
Interest expense, net	23,533			24,049			47,039			48,445
Depreciation expense	11,528			11,987			22,911			23,650
Severance, restructuring, and acquisition integration costs (2)	9,560			5,869			16,160			14,277
Income tax expense (benefit)	2,210			(3,741		)	4,460			(3,531		)
Purchase accounting effects related to acquisitions (3)	1,167			—			1,167			195
Loss on debt extinguishment	847			—			847			—
Deferred gross profit adjustments (1)	—			1,750			—			4,053
Noncontrolling interest	(86		)	(99		)	(192		)	(198		)
Adjusted EBITDA	$	111,849		$	108,110		$	204,838		$	197,175
GAAP net income margin	5.9		%	7.0		%	5.3		%	5.1		%
Adjusted EBITDA margin	18.3		%	17.9		%	17.6		%	17.2		%

(1) For the three and six months ended July 3, 2016 , our segment results include revenues that would have been recorded by acquired businesses had they remained as independent entities. Our consolidated results do not include these revenues due to the purchase accounting effect of recording deferred revenue at fair value.

(2)  See Note 8, Severance, Restructuring, and Acquisition Integration Activities, for details.

(3)  For the three and six months ended July 2, 2017 and July 3, 2016, we recognized cost of sales for the adjustment of acquired inventory to fair value related to the Thinklogical and M2FX acquisitions, respectively.

Segment Results of Operations

For additional information regarding our segment measures, see Note 4 to the Condensed Consolidated Financial Statements.

Broadcast Solutions

	Three Months Ended								Six Months Ended
	July 2, 2017			July 3, 2016			% Change		July 2, 2017			July 3, 2016			% Change
	(In thousands, except percentages)
Segment Revenues	$	188,071		$	193,521		(2.8	)%	$	356,667		$	364,793		(2.2	)%
Segment EBITDA	29,610			29,505			0.4	%	55,010			52,772			4.2	%
as a percent of segment revenues	15.7		%	15.2		%			15.4		%	14.5		%

Broadcast Solutions revenues decreased in both the three and six months ended July 2, 2017 from the comparable period of 2016 primarily due to decreases in sales volume of $12.6 million and $11.7 million, respectively. The decline in volume was most notable in North America. Furthermore, a product line transfer to Enterprise Solutions contributed $1.2 million and $3.3 million to the decrease in revenues, respectively.  In addition, unfavorable currency translation had a $1.8 million and $3.3 million unfavorable impact on revenues, respectively. These decreases were partially offset by $10.2 million of revenues from the acquisition of Thinklogical in both the three and six months ended July 2, 2017.

- 26-

Broadcast Solutions EBITDA increased $0.1 million and $2.2 million in the three and six months ended July 2, 2017 from the comparable period of 2016 due to contributions from the acquisition of Thinklogical, as well as improved productivity resulting from our restructuring actions and acquisition integration activities. Accordingly, Broadcast Solutions EBITDA margins expanded 50 basis points and 90 basis points to 15.7% from 15.4%, respectively, from the comparable period of 2016.

Enterprise Solutions

	Three Months Ended								Six Months Ended
	July 2, 2017			July 3, 2016			% Change		July 2, 2017			July 3, 2016			% Change
	(In thousands, except percentages)
Segment Revenues	$	160,733		$	160,401		0.2	%	$	306,415		$	296,293		3.4	%
Segment EBITDA	26,801			29,575			(9.4	)%	50,901			53,311			(4.5	)%
as a percent of segment revenues	16.7		%	18.4		%			16.6		%	18.0		%

Enterprise Solutions revenues increased $0.3 million and $10.1 million in the three and six months ended July 2, 2017 from the comparable period of 2016, respectively. Favorable copper costs resulted in an increase in revenues of $4.7 million and $9.2 million, respectively. A product line transfer from Broadcast Solutions contributed $1.2 million and $3.3 million, respectively. Changes in volume had a $3.5 million unfavorable impact on revenues and a $0.4 million favorable impact on revenues in the three and six months ended July 2, 2017, respectively. Unfavorable currency translation of $2.1 million and $2.8 million, respectively, partially offset the increases to revenues discussed above. 

Enterprise Solutions EBITDA decreased in the three and six months ended July 2, 2017 compared to the year ago period primarily because we have been unable to fully pass through the rise in copper costs to our customers.

Industrial Solutions

	Three Months Ended								Six Months Ended
	July 2, 2017			July 3, 2016			% Change		July 2, 2017			July 3, 2016			% Change
	(In thousands, except percentages)
Segment Revenues	$	159,255		$	147,808		7.7	%	$	305,436		$	288,899		5.7	%
Segment EBITDA	31,036			27,064			14.7	%	56,769			50,051			13.4	%
as a percent of segment revenues	19.5		%	18.3		%			18.6		%	17.3		%

Industrial Solutions revenues increased $11.5 million and $16.5 million, respectively, in the three and six months ended July 2, 2017 from the comparable period of 2016. Increases in volume resulted in revenue growth of $9.4 million and $10.0 million, respectively. We experienced strong organic growth in discrete manufacturing, with robust demand from machine builders primarily driven by increased investments in automation. Favorable copper costs resulted in an increase in revenues of $3.5 million and $8.3 million, respectively.These increases were partially offset by unfavorable currency translation of $1.5 million and $1.8 million, respectively.

Industrial Solutions EBITDA increased $3.9 million and $6.7 million, respectively, in the three and six months ended July 2, 2017 from the comparable period of 2016 primarily due to leverage on volume and favorable mix. Accordingly, Industrial Solutions EBITDA margins expanded 120 basis points and 130 basis points to 19.5% and 18.6%, respectively.

Network Solutions

- 27-

	Three Months Ended								Six Months Ended
	July 2, 2017			July 3, 2016			% Change		July 2, 2017			July 3, 2016			% Change
	(In thousands, except percentages)
Segment Revenues	$	102,574		$	101,651		0.9	%	$	193,496		$	197,196		(1.9	)%
Segment EBITDA	22,780			22,191			2.7	%	40,657			42,267			(3.8	)%
as a percent of segment revenues	22.2		%	21.8		%			21.0		%	21.4		%

Network Solutions revenues increased $0.9 million and decreased $3.7 million, respectively, in the three and six months ended July 2, 2017 from the comparable period of 2016.  Increases in volume resulted in revenue growth of $2.1 million in the three months ended July 2, 2017, and decreases in volume resulted in a $1.2 million decline in revenues in the six months ended July 2, 2017. Unfavorable currency translation had a $1.2 million and $2.5 million impact on revenues, respectively.

Network Solutions EBITDA increased in the three months ended July 2, 2017 from the comparable period of 2016 primarily due to productivity from improved sales force retention. EBITDA decreased in the six months ended July 2, 2017 from the comparable period of 2016 primarily due to unfavorable product mix, partially offset by improved productivity.

Liquidity and Capital Resources

Significant factors affecting our cash liquidity include (1) cash from operating activities, (2) disposals of businesses and tangible assets, (3) cash used for acquisitions, restructuring actions, capital expenditures, share repurchases, dividends, and senior subordinated note repurchases, (4) our available credit facilities and other borrowing arrangements, and (5) cash proceeds from equity offerings. We expect our operating activities to generate cash in 2017 and believe our sources of liquidity are sufficient to fund current working capital requirements, capital expenditures, contributions to our retirement plans, share repurchases, senior subordinated note repurchases, quarterly dividend payments, and our short-term operating strategies. However, we may require external financing in the event we complete a significant acquisition. Our ability to continue to fund our future needs from business operations could be affected by many factors, including, but not limited to: economic conditions worldwide, customer demand, competitive market forces, customer acceptance of our product mix, and commodities pricing.

The following table is derived from our Condensed Consolidated Cash Flow Statements:

	Six Months Ended
	July 2, 2017			July 3, 2016
	(In thousands)
Net cash provided by (used for):
Operating activities	$	34,781		$	60,570
Investing activities	(189,142		)	(42,931		)
Financing activities	(33,679		)	(59,052		)
Effects of currency exchange rate changes on cash and cash equivalents	10,284			434
Decrease in cash and cash equivalents	(177,756		)	(40,979		)
Cash and cash equivalents, beginning of period	848,116			216,751
Cash and cash equivalents, end of period	$	670,360		$	175,772

Operating cash flows were a $34.8 million source of cash in the six months ended July 2, 2017 as compared to $60.6 million in the comparable period of 2016, a decrease of $25.8 million. This deterioration was primarily due to unfavorable changes in inventory and accounts receivable of $42.1 million and $14.2 million, respectively. The unfavorable change in inventory was primarily due to increases in inventory levels in preparation of expected higher demand in the second half of 2017. Days sales outstanding increased in the second quarter of 2017 to 62.5 days from 59.5 days in the second quarter of 2016. The increase in days sales outstanding was due in part to the timing of revenues in the quarter. Days sales outstanding is calculated by dividing accounts receivable as of the end of the quarter by the average daily revenues recognized during the quarter.

Net cash used for investing activities totaled $189.1 million for the six months ended July 2, 2017, compared to $42.9 million for the comparable period of 2016. Investing activities for the six months ended July 2, 2017 included payments, net of cash acquired, for the acquisition of Thinklogical of $165.9 million; capital expenditures of $22.2 million; and a $1.0 million payment

- 28-

related to our 2015 acquisition of Tripwire that had previously been deferred. Investing activities for the six months ended July 3, 2016 included payments, net of cash acquired, for the acquisition of M2FX of $15.3 million; capital expenditures of $25.1 million; and payments of $2.5 million related to our 2015 acquisition of Tripwire that had previously been deferred.

Net cash used for financing activities for the six months ended July 2, 2017 totaled $33.7 million, compared to $59.1 million for the comparable period of 2016. Financing activities for the six months ended July 2, 2017 included cash dividend payments of $21.7 million, payments under borrowing arrangements of $5.2 million, net payments related to share based compensation activities of $4.7 million, and debt issuance costs of $2.0 million. Financing activities for the six months ended July 3, 2016 included payments under borrowing arrangements of $51.3 million, cash dividend payments of $4.2 million, and net payments related to share based compensation activities of $3.5 million.  

Our cash and cash equivalents balance was $670.4 million as of July 2, 2017. Of this amount, $179.8 million was held outside of the U.S. in our foreign operations. Substantially all of the foreign cash and cash equivalents are readily convertible into U.S. dollars or other foreign currencies. Our strategic plan does not require the repatriation of foreign cash in order to fund our operations in the U.S., and it is our current intention to permanently reinvest the foreign cash and cash equivalents outside of the U.S. If we were to repatriate the foreign cash to the U.S., we may be required to accrue and pay U.S. taxes in accordance with applicable U.S. tax rules and regulations as a result of the repatriation.

Our outstanding debt obligations as of July 2, 2017 consisted of $1,700.8 million of senior subordinated notes. Additional discussion regarding our various borrowing arrangements is included in Note 9 to the Condensed Consolidated Financial Statements. As of July 2, 2017, we had $288.7 million in available borrowing capacity under our Revolver.

Forward-Looking Statements

Statements in this report other than historical facts are “forward-looking statements” made in reliance upon the safe harbor of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements regarding future financial performance (including revenues, expenses, earnings, margins, cash flows, dividends, capital expenditures and financial condition), plans and objectives, and related assumptions. These forward-looking statements reflect management’s current beliefs and expectations and are not guarantees of future performance. Actual results may differ materially from those suggested by any forward-looking statements for a number of reasons, including, without limitation: the impact of a challenging global economy or a downturn in served markets; the competitiveness of the global broadcast, enterprise, and industrial markets; the inability to successfully complete and integrate acquisitions in furtherance of the Company’s strategic plan; volatility in credit and foreign exchange markets; variability in the Company’s quarterly and annual effective tax rates; the cost and availability of raw materials including copper, plastic compounds, electronic components, and other materials; disruption of, or changes in, the Company’s key distribution channels; the inability to execute and realize the expected benefits from strategic initiatives (including revenue growth, cost control, and productivity improvement programs); disruptions in the Company’s information systems including due to cyber-attacks; the inability of the Company to develop and introduce new products and competitive responses to our products; the inability to retain senior management and key employees; assertions that the Company violates the intellectual property of others and the ownership of intellectual property by competitors and others that prevents the use of that intellectual property by the Company; risks related to the use of open source software; the impact of regulatory requirements and other legal compliance issues; perceived or actual product failures; political and economic uncertainties in the countries where the Company conducts business, including emerging markets; the impairment of goodwill and other intangible assets and the resulting impact on financial performance; disruptions and increased costs attendant to collective bargaining groups and other labor matters; and other factors.

For a more complete discussion of risk factors, please see our Annual Report on Form 10-K for the year ended December 31, 2016 filed with the Securities and Exchange Commission on February 17, 2017. We disclaim any duty to update any forward-looking statements as a result of new information, future developments, or otherwise.

Item 3:        Quantitative and Qualitative Disclosures about Market Risks

The following table provides information about our financial instruments that are sensitive to changes in interest rates. The table presents principal amounts by expected maturity dates and fair values as of July 2, 2017.

- 29-

	Principal Amount by Expected Maturity							Fair
	2017		Thereafter			Total		Value
	(In thousands, except interest rates)
Fixed-rate senior subordinated notes due 2022	$	—	$	700,000		$	700,000	$	721,000
Average interest rate			5.50		%
Fixed-rate senior subordinated notes due 2023	$	—	$	573,722		$	573,722	$	598,529
Average interest rate			5.50		%
Fixed-rate senior subordinated notes due 2026	$	—	$	227,120		$	227,120	$	242,230
Average interest rate			4.125		%
Fixed-rate senior subordinated notes due 2024	$	—	$	200,000		$	200,000	$	207,000
Average interest rate			5.25		%
Total						$	1,700,842	$	1,768,759

Item 7A of our 2016 Annual Report on Form 10-K provides information as to the practices and instruments that we use to manage market risks. There were no material changes in our exposure to market risks since December 31, 2016.

Item 4:        Controls and Procedures

As of the end of the period covered by this report, we conducted an evaluation, under the supervision and with the participation of the principal executive officer and principal financial officer, of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934). Based on this evaluation, the principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report.

There was no change in our internal control over financial reporting during our most recently completed fiscal quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

- 30-

PART II OTHER INFORMATION

Item 1:        Legal Proceedings

PPC Broadband, Inc. v. Corning Optical Communications RF, LLC - On July 5, 2011, the Company’s wholly-owned subsidiary, PPC Broadband, Inc. (“PPC”), filed an action for patent infringement in the U.S. District Court for the Northern District of New York against Corning Optical Communications RF LLC (“Corning”). The Complaint alleged that Corning infringed two of PPC’s patents - U.S. Patent Nos. 6,558,194 and 6,848,940 - each entitled “Connector and Method of Operation.” In July 2015, a jury found that Corning willfully infringed both patents.  In November 2016, following a series of post-trial motions, the trial judge issued rulings for a total judgment in our favor of approximately $61.3 million.  On December 2, 2016, Corning appealed the case to the U.S. Court of Appeals for the Federal Circuit, and that appeal remains pending.  We have not recorded any amounts in our consolidated financial statements related to this matter due to the pendency of the appeal.

We are also a party to various legal proceedings and administrative actions that are incidental to our operations. In our opinion, the proceedings and actions in which we are involved should not, individually or in the aggregate, have a material adverse effect on our financial condition, operating results, or cash flows. However, since the trends and outcome of this litigation are inherently uncertain, we cannot give absolute assurance regarding the future resolution of such litigation, or that such litigation may not become material in the future.

Item 1A:     Risk Factors

There have been no material changes with respect to risk factors as previously disclosed in our 2016 Annual Report on Form 10-K.

Item 6:        Exhibits

Exhibits

Exhibit 31.1	Certificate of the Chief Executive Officer pursuant to § 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 31.2	Certificate of the Chief Financial Officer pursuant to § 302 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.1	Certificate of the Chief Executive Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.2	Certificate of the Chief Financial Officer pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 101.INS	XBRL Instance Document
Exhibit 101.SCH	XBRL Taxonomy Extension Schema
Exhibit 101.CAL	XBRL Taxonomy Extension Calculation
Exhibit 101.DEF	XBRL Taxonomy Extension Definition
Exhibit 101.LAB	XBRL Taxonomy Extension Label
Exhibit 101.PRE	XBRL Taxonomy Extension Presentation

- 31-

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 thereunto duly authorized.

		BELDEN INC.
Date:	August 7, 2017	By:	/s/ John S. Stroup
			John S. Stroup
			President, Chief Executive Officer, and Chairman
Date:	August 7, 2017	By:	/s/ Henk Derksen
			Henk Derksen
			Senior Vice President, Finance, and Chief Financial Officer
Date:	August 7, 2017	By:	/s/ Douglas R. Zink
			Douglas R. Zink
			Vice President and Chief Accounting Officer

- 32-

EX-31.1

Exhibit 31.1

CERTIFICATE PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, John S. Stroup, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Belden Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of circumstances under which the statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

August 7, 2017

/s/ John S. Stroup

John S. Stroup

President, Chief Executive Officer, and Chairman                           

EX-31.2

Exhibit 31.2

CERTIFICATE PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Henk Derksen, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Belden Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of circumstances under which the statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation; and

d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

August 7, 2017

/s/ Henk Derksen

Henk Derksen

Senior Vice President, Finance, and Chief Financial Officer                          

EX-32.1

Exhibit 32.1

CERTIFICATE PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Belden Inc. (the “Company”) on Form 10-Q for the period ended July 2, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John S. Stroup, President, Chief Executive Officer, and Chairman of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ John S. Stroup

John S. Stroup

President, Chief Executive Officer, and Chairman

August 7, 2017

EX-32.2

Exhibit 32.2

CERTIFICATE PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Belden Inc. (the “Company”) on Form 10-Q for the period ended July 2, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Henk Derksen, Senior Vice President, Finance, and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Henk Derksen

Henk Derksen

Senior Vice President, Finance, and Chief Financial Officer

August 7, 2017

XML

Document and Entity Information - shares	6 Months Ended
	Jul. 02, 2017	Aug. 03, 2017
Document And Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jul. 02, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q2
Trading Symbol	BDC
Entity Registrant Name	BELDEN INC.
Entity Central Index Key	0000913142
Current Fiscal Year End Date	--12-31
Entity File Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		42,299,344

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jul. 02, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 670,360	$ 848,116
Receivables, net	419,591	388,059
Inventories, net	252,534	190,408
Other current assets	43,623	29,176
Total assets held for sale	30,743	23,193
Total current assets	1,416,851	1,478,952
Property, plant and equipment, less accumulated depreciation	319,371	309,291
Goodwill	1,453,993	1,385,995
Intangible assets, less accumulated amortization	600,417	560,082
Deferred income taxes	35,735	33,706
Other long-lived assets	36,303	38,777
Total assets	3,862,670	3,806,803
Current liabilities:
Accounts payable	280,796	258,203
Accrued liabilities	255,092	310,340
Liabilities held for sale	1,803	1,736
Total current liabilities	537,691	570,279
Long-term debt	1,679,382	1,620,161
Postretirement benefits	109,599	104,050
Deferred income taxes	18,341	14,276
Other long-term liabilities	38,554	36,720
Stockholders’ equity:
Preferred stock	1	1
Common stock	503	503
Additional paid-in capital	1,119,763	1,116,090
Retained earnings	823,761	783,812
Accumulated other comprehensive loss	(65,188)	(39,067)
Treasury stock	(400,501)	(401,026)
Total Belden stockholders’ equity	1,478,339	1,460,313
Noncontrolling interest	764	1,004
Total stockholders’ equity	1,479,103	1,461,317
Total liabilities and stockholders' equity	$ 3,862,670	$ 3,806,803

XML

Condensed Consolidated Statements of Operations and Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Income Statement [Abstract]
Revenues	$ 610,633	$ 601,631	$ 1,162,014	$ 1,143,128
Cost of sales	(368,124)	(353,418)	(697,391)	(669,880)
Gross profit	242,509	248,213	464,623	473,248
Selling, general and administrative expenses	(117,771)	(123,057)	(230,357)	(245,463)
Research and development	(35,144)	(36,652)	(69,666)	(72,785)
Amortization of intangibles	(27,113)	(26,263)	(50,782)	(51,795)
Operating income	62,481	62,241	113,818	103,205
Interest expense, net	(23,533)	(24,049)	(47,039)	(48,445)
Loss on debt extinguishment	(847)	0	(847)	0
Income before taxes	38,101	38,192	65,932	54,760
Income tax benefit (expense)	(2,210)	3,741	(4,460)	3,531
Net income	35,891	41,933	61,472	58,291
Less: Net loss attributable to noncontrolling interest	(86)	(99)	(192)	(198)
Net income attributable to Belden	35,977	42,032	61,664	58,489
Less: Preferred stock dividends	8,733	0	17,466	0
Net income attributable to Belden common stockholders	$ 27,244	$ 42,032	$ 44,198	$ 58,489
Weighted average number of common shares and equivalents:
Basic (in shares)	42,283	42,085	42,249	42,046
Diluted (in shares)	42,832	42,533	42,753	42,459
Basic income per share attributable to Belden common stockholders (in usd per share)	$ 0.64	$ 1.00	$ 1.05	$ 1.39
Diluted income per share attributable to Belden common stockholders (in usd per share)	$ 0.64	$ 0.99	$ 1.03	$ 1.38
Comprehensive income attributable to Belden	$ 19,267	$ 43,668	$ 35,543	$ 58,407
Common stock dividends declared per share (in usd per share)	$ 0.05	$ 0.05	$ 0.10	$ 0.1

XML

Condensed Consolidated Cash Flow Statements (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016
Cash flows from operating activities:
Net income	$ 61,472	$ 58,291
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	73,693	75,445
Share-based compensation	8,924	8,587
Loss on debt extinguishment	847	0
Changes in operating assets and liabilities, net of the effects of currency exchange rate changes and acquired businesses:
Receivables	17,982	3,750
Inventories	42,052	(368)
Accounts payable	14,748	(20,730)
Accrued liabilities	(55,094)	(39,356)
Accrued taxes	(12,523)	(17,875)
Other assets	6,573	(2,457)
Other liabilities	9,321	(2,867)
Net cash provided by operating activities	34,781	60,570
Cash flows from investing activities:
Cash used to acquire businesses, net of cash acquired	(166,945)	(17,848)
Capital expenditures	(22,197)	(25,124)
Proceeds from disposal of tangible assets	0	41
Net cash used for investing activities	(189,142)	(42,931)
Cash flows from financing activities:
Cash dividends paid	(21,688)	(4,204)
Payments under borrowing arrangements	(5,221)	(51,250)
Withholding tax payments for share-based payment awards, net of proceeds from the exercise of stock options	(4,726)	(3,598)
Debt issuance costs paid	(2,044)	0
Net cash used for financing activities	(33,679)	(59,052)
Effect of foreign currency exchange rate changes on cash and cash equivalents	10,284	434
Decrease in cash and cash equivalents	(177,756)	(40,979)
Cash and cash equivalents, beginning of period	848,116	216,751
Cash and cash equivalents, end of period	$ 670,360	$ 175,772

XML

Condensed Consolidated Stockholders' Equity Statement (Unaudited) - 6 months ended Jul. 02, 2017 - USD ($) shares in Thousands, $ in Thousands	Total	Mandatory Convertible Preferred Stock	Common Stock	Additional Paid-In Capital	Retained Earnings	Treasury Stock	Accumulated Other Comprehensive Income (Loss)	Non-controlling Interest
Beginning balance, shares at Dec. 31, 2016		52	50,335
Beginning balance at Dec. 31, 2016	$ 1,461,317	$ 1	$ 503	$ 1,116,090	$ 783,812	$ (401,026)	$ (39,067)	$ 1,004
Beginning balance, Treasury shares at Dec. 31, 2016						(8,155)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	61,472				61,664			(192)
Foreign currency translation, net of $0.4 million tax	(26,943)						(26,895)	(48)
Adjustments to pension and postretirement liability, net of $0.5 million tax	774						774
Other comprehensive loss, net of tax	(26,169)
Exercise of stock options, net of tax withholding forfeitures	(1,042)			(1,034)		$ (8)
Exercise of stock options, net of tax withholding forfeitures (in shares)						22
Conversion of restricted stock units into common stock, net of tax withholding forfeitures	(3,684)			(4,217)		$ 533
Conversion of restricted stock units into common stock, net of tax withholding forfeitures (in shares)						95
Share-based compensation	8,924			8,924
Preferred stock dividends	(17,466)				(17,466)
Common stock dividends ($0.10 per share)	(4,249)				(4,249)
Ending balance, shares at Jul. 02, 2017		52	50,335
Ending balance at Jul. 02, 2017	$ 1,479,103	$ 1	$ 503	$ 1,119,763	$ 823,761	$ (400,501)	$ (65,188)	$ 764
Ending balance, Treasury shares at Jul. 02, 2017						(8,038)

XML

Condensed Consolidated Stockholders' Equity Statement (Unaudited) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Statement of Stockholders' Equity [Abstract]
Foreign currency translation, tax income (loss)	$ 0.5	$ 0.3	$ 0.4	$ 1.9
Adjustments to pension and postretirement liability, tax expense	$ 0.3	$ 0.3	$ 0.5	$ 0.6
Dividends declared per share (in usd per share)	$ 0.05	$ 0.05	$ 0.10	$ 0.1

XML

Summary of Significant Accounting Policies

6 Months Ended

Jul. 02, 2017

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying Condensed Consolidated Financial Statements include Belden Inc. and all of its subsidiaries (the Company, us, we, or our). We eliminate all significant affiliate accounts and transactions in consolidation.

The accompanying Condensed Consolidated Financial Statements presented as of any date other than December 31, 2016:

• Are prepared from the books and records without audit, and

• Are prepared in accordance with the instructions for Form 10-Q and do not include all of the information required by accounting principles generally accepted in the United States for complete statements, but

• Include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial statements.

These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Supplementary Data contained in our 2016 Annual Report on Form 10-K.

Business Description

We are a signal transmission solutions provider built around four global business platforms – Broadcast Solutions, Enterprise Solutions, Industrial Solutions, and Network Solutions. Our comprehensive portfolio of signal transmission solutions provides industry leading secure and reliable transmission of data, sound, and video for mission critical applications.

Reporting Periods

Our fiscal year and fiscal fourth quarter both end on December 31. Our fiscal first quarter ends on the Sunday falling closest to 91 days after December 31, which was April 2, 2017, the 92nd day of our fiscal year 2017. Our fiscal second and third quarters each have 91 days. The six months ended July 2, 2017 and July 3, 2016 included 183 and 185 days, respectively.

Reclassifications

We have made certain reclassifications to the 2016 Condensed Consolidated Financial Statements with no impact to reported net income in order to conform to the 2017 presentation.

Operating Segments

To leverage the Company's strengths in networking, IoT, and cybersecurity technologies, effective January 1, 2017, we formed a new segment called Network Solutions, which represents the combination of the prior Industrial IT Solutions and Network Security Solutions segments.  The formation is a natural evolution in our organic and inorganic strategies for a range of industrial and non-industrial applications.  We have revised the prior period segment information to conform to the change in the composition of these reportable segments.  In connection with this change, we re-evaluated the useful life of the Tripwire trademark and concluded that an indefinite life is no longer appropriate. We have estimated a useful life of 10 years and will re-evaluate this estimate if and when our expected use of the Tripwire trademark changes. We began amortizing the Tripwire trademark in the first quarter of 2017, which resulted in amortization expense of $0.8 million and $1.6 million for the three and six months ended July 2, 2017, respectively.

Fair Value Measurement

Accounting guidance for fair value measurements specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources or reflect our own assumptions of market participant valuation. The hierarchy is broken down into three levels based on the reliability of the inputs as follows:

• Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;

• Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets, or financial instruments for which significant inputs are observable, either directly or indirectly; and

• Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. 

As of and during the three and six months ended July 2, 2017 and July 3, 2016, we utilized Level 1 inputs to determine the fair value of cash equivalents, and we utilized Level 2 and Level 3 inputs to determine the fair value of net assets acquired in business combinations (see Note 2). We did not have any transfers between Level 1 and Level 2 fair value measurements during the six months ended July 2, 2017 and July 3, 2016.

Cash and Cash Equivalents

We classify cash on hand and deposits in banks, including commercial paper, money market accounts, and other investments with an original maturity of three months or less, that we hold from time to time, as cash and cash equivalents. We periodically have cash equivalents consisting of short-term money market funds and other investments. The primary objective of our investment activities is to preserve our capital for the purpose of funding operations. We do not enter into investments for trading or speculative purposes. As of July 2, 2017, we did not have any significant cash equivalents.

Contingent Liabilities

We have established liabilities for environmental and legal contingencies that are probable of occurrence and reasonably estimable, the amounts of which are currently not material. We accrue environmental remediation costs based on estimates of known environmental remediation exposures developed in consultation with our environmental consultants and legal counsel. We are, from time to time, subject to routine litigation incidental to our business. These lawsuits primarily involve claims for damages arising out of the use of our products, allegations of patent or trademark infringement, and litigation and administrative proceedings involving employment matters and commercial disputes. Based on facts currently available, we believe the disposition of the claims that are pending or asserted will not have a materially adverse effect on our financial position, results of operations, or cash flow.

As of July 2, 2017, we were party to standby letters of credit, surety bonds, and bank guaranties totaling $8.1 million, $2.4 million, and $1.8 million, respectively.

Contingent Gain

On July 5, 2011, our wholly-owned subsidiary, PPC Broadband, Inc. (PPC), filed an action for patent infringement against Corning Optical Communications RF LLC (Corning). The complaint alleged that Corning infringed two of PPC’s patents.  In July 2015, a jury found that Corning willfully infringed both patents.  In November 2016, following a series of post-trial motions, the trial judge issued rulings for a total judgment in our favor of approximately $61.3 million. In December 2016, Corning appealed the case to the U.S. Court of Appeals for the Federal Circuit, and that appeal remains pending. We have not recorded any amounts in our consolidated financial statements related to this matter due to the pendency of the appeal.

Revenue Recognition

We recognize revenue when all of the following circumstances are satisfied: (1) persuasive evidence of an arrangement exists, (2) price is fixed or determinable, (3) collectability is reasonably assured, and (4) delivery has occurred. Delivery occurs in the period in which the customer takes title and assumes the risks and rewards of ownership of the products specified in the customer’s purchase order or sales agreement. At times, we enter into arrangements that involve the delivery of multiple elements. For these arrangements, when the elements can be separated, the revenue is allocated to each deliverable based on that element’s relative selling price and recognized based on the period of delivery for each element. Generally, we determine relative selling price using vendor specific objective evidence (VSOE) of fair value.

We record revenue net of estimated rebates, price allowances, invoicing adjustments, and product returns. We record revisions to these estimates in the period in which the facts that give rise to each revision become known. Taxes collected from customers and remitted to governmental authorities are not included in our revenues.

We have certain products subject to the accounting guidance on software revenue recognition. For such products, software license revenue is recognized when persuasive evidence of an arrangement exists, delivery of the product has occurred, the fee is fixed or determinable, collection is probable and VSOE of the fair value of undelivered elements exists. As substantially all of the software licenses are sold in multiple-element arrangements that include either support and maintenance or both support and maintenance and professional services, we use the residual method to determine the amount of software license revenue to be recognized. Under the residual method, consideration is allocated to undelivered elements based upon VSOE of the fair value of those elements, with the residual of the arrangement fee allocated to and recognized as software license revenue. We have established VSOE of the fair value of support and maintenance, subscription-based software licenses, and professional services. Software license revenue is generally recognized upon delivery of the software if all revenue recognition criteria are met.

Revenue allocated to support services under our support and maintenance contracts is typically paid in advance and recognized ratably over the term of the service. Revenue allocated to subscription-based software and remote ongoing operational services is also paid in advance and recognized ratably over the term of the service. Revenue allocated to professional services, including remote implementation services, is recognized as the services are performed.

Subsequent Events

We have evaluated subsequent events after the balance sheet date through the financial statement issuance date for appropriate accounting and disclosure. See Note 16.

Pending Adoption of Recent Accounting Pronouncements

In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09), which will replace most existing revenue recognition guidance in U.S. GAAP. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. ASU 2014-09 requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. We plan to adopt ASU 2014-09 on January 1, 2018, using the modified retrospective method of adoption. Our overall, initial assessment indicates that the impact of adopting ASU 2014-09 on our consolidated financial statements will not be material. We do not expect significant changes in the timing or method of revenue recognition for any of our material revenue streams. We are currently completing detailed contract reviews to determine if any adjustments are necessary to our existing accounting policies and to support our overall, initial assessment. We believe the most significant impact of adopting ASU 2014-09 will be on our disclosures regarding revenue recognition. We will continue our evaluation of ASU 2014-09, including new or emerging interpretations of the standard, through the date of adoption.

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (ASU 2016-02), a leasing standard for both lessees and lessors. Under its core principle, a lessee will recognize lease assets and liabilities on the balance sheet for all arrangements with terms longer than 12 months. Lessor accounting remains largely consistent with existing U.S. generally accepted accounting principles. The new standard will be effective for us beginning January 1, 2019. Early adoption is permitted. The standard requires the use of a modified retrospective transition method. We are evaluating the effect that ASU 2016-02 will have on our consolidated financial statements and related disclosures.

 In October 2016, the FASB issued Accounting Standards Update No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory (ASU 2016-16), which requires recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the standard eliminates the exception to the recognition of current and deferred income taxes for an intra-entity asset transfer other than for inventory until the asset has been sold to an outside party. The new standard will be effective for us January 1, 2018. Early adoption is permitted. We are evaluating the effect that ASU 2016-16 will have on our consolidated financial statements and related disclosures.

In March 2017, the FASB issued Accounting Standards Update No. 2017-07, Compensation - Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASU 2017-07), which requires an entity to report the service cost component in the same line item or items as other compensation costs arising from the service rendered by their employees during the period. The other components of net benefit cost are required to be presented in the Statement of Operations separately from the service cost component after Operating Income. Additionally, only the service cost component will be eligible for capitalization, when applicable. The standard requires the amendments to be applied retrospectively for the presentation of the service cost component and the other cost components of net periodic pension cost and net periodic OPEB cost in the Statement of Operations and prospectively, on and after the effective date, for the capitalization of the service cost component of net periodic pension and OPEB costs. The new standard will be effective for us January 1, 2018. Early adoption is permitted. We are evaluating the effect that ASU 2017-07 will have on our consolidated financial statements and related disclosures.

XML

Acquisitions

6 Months Ended

Jul. 02, 2017

Business Combinations [Abstract]

Acquisitions

Acquisitions

Thinklogical Holdings, LLC

We acquired 100% of the outstanding ownership interest in Thinklogical Holdings, LLC (Thinklogical) on May 31, 2017 for cash of $171.3 million. Thinklogical designs, manufactures, and markets high-bandwidth fiber matrix switches, video, and keyboard/video/mouse extender solutions, camera extenders, and console management solutions. Thinklogical is headquartered in Connecticut. The results of Thinklogical have been included in our Consolidated Financial Statements from May 31, 2017, and are reported within the Broadcast Solutions segment. The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as of May 31, 2017 (in thousands):

Cash	$	5,327
Receivables	4,355
Inventory	17,291
Prepaid and other current assets	405
Property, plant, and equipment	4,289
Intangible assets	86,250
Goodwill	57,513
Total assets acquired	$	175,430
Accounts payable	$	1,231
Accrued liabilities	1,353
Deferred revenue	1,574
Total liabilities assumed	$	4,158
Net assets	$	171,272

A single estimate of fair value results from a complex series of judgments about future events and uncertainties and relies heavily on estimates and assumptions. The judgments we have used in estimating the fair values assigned to each class of acquired assets and assumed liabilities could materially affect the results of our operations.

The fair value of acquired receivables is $4.4 million, which is equivalent to its gross contractual amount.

For purposes of the above allocation, we based our estimate of the fair value for the acquired inventory, intangible assets, and deferred revenue on a preliminary valuation study performed by a third party valuation firm. We have estimated a fair value adjustment for inventories based on the estimated selling price of the work-in-process and finished goods acquired at the closing date less the sum of the costs to complete the work-in-process, the costs of disposal, and a reasonable profit allowance for our post acquisition selling efforts. We used various valuation methods including discounted cash flows to estimate the fair value of the identifiable intangible assets and deferred revenue (Level 3 valuation).

Goodwill and other intangible assets reflected above were determined to meet the criterion for recognition apart from tangible assets acquired and liabilities assumed. The goodwill is primarily attributable to expected synergies and the assembled workforce. The expected synergies for the Thinklogical acquisition primarily consist of utilizing Belden's fiber and connectivity with Thinklogical's connections between matrix switch, control systems, transmitters and source to expand our product portfolio across our segments to both existing and new customers. Our tax basis in the acquired goodwill is $57.5 million. The goodwill balance we recorded is deductible for tax purposes over a period of 15 years up to the amount of the tax basis. The intangible assets related to the acquisition consisted of the following:

	Fair Value		Amortization Period
	(In thousands)		(In years)
Intangible assets subject to amortization:
Developed technologies	$	60,000	5.0
Customer relationships	20,000		15.0
Trademarks	3,750		10.0
Sales backlog	2,500		0.3
Total intangible assets subject to amortization	$	86,250
Intangible assets not subject to amortization:
Goodwill	$	57,513	n/a
Total intangible assets not subject to amortization	$	57,513
Total intangible assets	$	143,763
Weighted average amortization period			7.4

The amortizable intangible assets reflected in the table above were determined by us to have finite lives. The useful life for the customer relationship intangible asset was based on our forecasts of customer turnover. The useful life for the trademarks was based on the period of time we expect to continue to go to market using the trademarks. The useful life for the developed technology intangible asset was based on the estimated time that the technology provides us with a competitive advantage and thus approximates the period of consumption of the intangible asset. The useful life of the backlog intangible asset was based on our estimate of when the ordered items would ship.

Our consolidated revenues and consolidated income before taxes for the three and six months ended July 2, 2017 included $10.2 million of revenues and $1.1 million of income before taxes from Thinklogical.

The following table illustrates the unaudited pro forma effect on operating results as if the Thinklogical acquisition had been completed as of January 1, 2016.

	Three Months Ended				Six Months Ended
	July 2, 2017		July 3, 2016		July 2, 2017		July 3, 2016
	(In thousands, except per share data)
	(Unaudited)
Revenues	$	615,109	$	608,517	$	1,170,745	$	1,155,428
Net income attributable to Belden common stockholders	28,250		38,194		41,130		47,520
Diluted income per share attributable to Belden common stockholders	$	0.66	$	0.90	$	0.96	$	1.12

The above unaudited pro forma financial information is presented for informational purposes only and does not purport to represent what our results of operations would have been had we completed the acquisitions on the date assumed, nor is it necessarily indicative of the results that may be expected in future periods. Pro forma adjustments exclude cost savings from any synergies resulting from the acquisition.

M2FX

We acquired 100% of the shares of M2FX Limited (M2FX) on January 7, 2016 for a purchase price of $19.0 million. M2FX is a manufacturer of fiber optic cable and fiber protective solutions for broadband access and telecommunications networks. M2FX is located in the United Kingdom. The results of M2FX have been included in our Consolidated Financial Statements from January 7, 2016, and are reported within the Broadcast Solutions segment. The M2FX acquisition was not material to our financial position or results of operations.

XML

Assets Held for Sale

6 Months Ended

Jul. 02, 2017

Discontinued Operations and Disposal Groups [Abstract]

Assets Held for Sale

Assets Held for Sale

We classify assets and liabilities as held for sale (disposal group) when management, having the authority to approve the action, commits to a plan to sell the disposal group, the sale is probable within one year, and the disposal group is available for immediate sale in its present condition. We also consider whether an active program to locate a buyer has been initiated, whether the disposal group is marketed actively for sale at a price that is reasonable in relation to its current fair value, and whether actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. When we classify a disposal group as held for sale, we test for impairment. An impairment charge is recognized when the carrying value of the disposal group exceeds the estimated fair value, less costs to sell. We also cease depreciation and amortization for assets classified as held for sale.

During the fourth quarter of 2016, we committed to a plan to sell our MCS business and Hirschmann JV and determined that we met all of the criteria to classify the assets and liabilities of these businesses as held for sale. The MCS business is part of the Industrial Solutions segment and the Hirschmann JV is an equity method investment that is not included in an operating segment. The MCS business operates in Germany and the United States, and the Hirschmann JV is an equity method investment located in China. During the fourth quarter of 2016, we reached an agreement in principal to sell this disposal group for a total sales price of $39 million. The carrying value of the disposal group exceeded the fair value less costs to sell, which we determined based on the expected sales price, by $23.9 million. Therefore, we recognized an impairment charge equal to this amount in the fourth quarter of 2016. During the first quarter of 2017, we signed a definitive sales agreement for a purchase price of $39 million, and we expect the sale to be completed in 2017. The following table provides the major classes of assets and liabilities classified as held for sale as of July 2, 2017 and December 31, 2016. In addition, the disposal group had $8.9 million and $15.7 million of accumulated other comprehensive losses at July 2, 2017 and December 31, 2016, respectively.

	July 2, 2017			December 31, 2016
	(In thousands)
Receivables, net	$	4,881		$	4,551
Inventories, net	3,902			2,848
Other current assets	1,190			1,131
Property, plant, and equipment	2,195			1,946
Intangible assets	4,534			4,405
Goodwill	5,477			5,477
Other long-lived assets	32,495			26,766
Total assets of disposal group	54,674			47,124
Impairment of assets held for sale	(23,931		)	(23,931		)
Total assets held for sale	$	30,743		$	23,193
Accrued liabilities	$	1,409		$	1,288
Postretirement benefits	394			448
Total liabilities held for sale	$	1,803		$	1,736

XML

Operating Segments

6 Months Ended

Jul. 02, 2017

Segment Reporting [Abstract]

Operating Segments

Operating Segments

We are organized around four global business platforms:  Broadcast Solutions, Enterprise Solutions, Industrial Solutions, and Network Solutions. Each of the global business platforms represents a reportable segment.

To leverage the Company's strengths in networking, IoT, and cybersecurity technologies, effective January 1, 2017, we formed a new segment called Network Solutions, which represents the combination of the prior Industrial IT Solutions and Network Security Solutions segments.  The formation of this new segment is a natural evolution in our organic and inorganic strategies for a range of industrial and non-industrial applications.  We have revised the prior period segment information to conform to the change in the composition of these reportable segments. This change had no impact to our reporting units for purposes of goodwill impairment testing.

Beginning in 2017, sales of certain audio-visual cable that had previously been reported in our Broadcast Solutions segment are now reported in our Enterprise Solutions segment.  As the annual revenues associated with this product line are not material, we have not revised the prior period segment information. 

The key measures of segment profit or loss reviewed by our chief operating decision maker are Segment Revenues and Segment EBITDA. Segment Revenues represent non-affiliate revenues and include revenues that would have otherwise been recorded by acquired businesses as independent entities but were not recognized in our Consolidated Statements of Operations due to the effects of purchase accounting and the associated write-down of acquired deferred revenue to fair value. Segment EBITDA excludes certain items, including depreciation expense; amortization of intangibles; asset impairment; severance, restructuring, and acquisition integration costs; purchase accounting effects related to acquisitions, such as the adjustment of acquired inventory and deferred revenue to fair value; and other costs. We allocate corporate expenses to the segments for purposes of measuring Segment EBITDA. Corporate expenses are allocated on the basis of each segment’s relative EBITDA prior to the allocation.

Our measure of segment assets does not include cash, goodwill, intangible assets, deferred tax assets, or corporate assets. All goodwill is allocated to reporting units of our segments for purposes of impairment testing.

	Broadcast Solutions		Enterprise Solutions		Industrial Solutions		Network Solutions		Total Segments
	(In thousands)
As of and for the three months ended July 2, 2017
Segment revenues	$	188,071	$	160,733	$	159,255	$	102,574	$	610,633
Affiliate revenues	94		1,545		275		32		1,946
Segment EBITDA	29,610		26,801		31,036		22,780		110,227
Depreciation expense	4,058		2,695		3,168		1,607		11,528
Amortization expense	13,453		429		640		12,591		27,113
Severance, restructuring, and acquisition integration costs	970		8,141		346		103		9,560
Purchase accounting effects of acquisitions	1,167		—		—		—		1,167
Segment assets	359,160		275,770		282,068		105,070		1,022,068
As of and for the three months ended July 3, 2016
Segment revenues	$	193,521	$	160,401	$	147,808	$	101,651	$	603,381
Affiliate revenues	173		1,328		214		4		1,719
Segment EBITDA	29,505		29,575		27,064		22,191		108,335
Depreciation expense	4,061		3,429		2,709		1,788		11,987
Amortization expense	13,420		432		601		11,810		26,263
Severance, restructuring, and acquisition integration costs	1,319		1,207		2,371		972		5,869
Deferred gross profit adjustments	494		—		—		1,256		1,750
Segment assets	329,250		253,424		255,250		107,176		945,100
As of and for the six months ended July 2, 2017
Segment revenues	$	356,667	$	306,415	$	305,436	$	193,496	$	1,162,014
Affiliate revenues	195		4,103		662		92		5,052
Segment EBITDA	55,010		50,901		56,769		40,657		203,337
Depreciation expense	8,007		5,294		6,374		3,236		22,911
Amortization expense	23,468		853		1,282		25,179		50,782
Severance, restructuring, and acquisition integration costs	1,378		13,014		1,467		301		16,160
Purchase accounting effects of acquisitions	1,167		—		—		—		1,167
Segment assets	359,160		275,770		282,068		105,070		1,022,068
As of and for the six months ended July 3, 2016
Segment revenues	$	364,793	$	296,293	$	288,899	$	197,196	$	1,147,181
Affiliate revenues	597		3,027		396		32		4,052
Segment EBITDA	52,772		53,311		50,051		42,267		198,401
Depreciation expense	8,023		6,818		5,427		3,382		23,650
Amortization expense	26,351		861		1,192		23,391		51,795
Severance, restructuring, and acquisition integration costs	5,697		1,707		3,236		3,637		14,277
Purchase accounting effects of acquisitions	195		—		—		—		195
Deferred gross profit adjustments	1,108		—		—		2,945		4,053
Segment assets	329,250		253,424		255,250		107,176		945,100

The following table is a reconciliation of the total of the reportable segments’ Revenues and EBITDA to consolidated revenues and consolidated income before taxes, respectively.

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands)
Total Segment Revenues	$	610,633		$	603,381		$	1,162,014		$	1,147,181
Deferred revenue adjustments (1)	—			(1,750		)	—			(4,053		)
Consolidated Revenues	$	610,633		$	601,631		$	1,162,014		$	1,143,128
Total Segment EBITDA	$	110,227		$	108,335		$	203,337		$	198,401
Amortization of intangibles	(27,113		)	(26,263		)	(50,782		)	(51,795		)
Depreciation expense	(11,528		)	(11,987		)	(22,911		)	(23,650		)
Severance, restructuring, and acquisition integration costs (2)	(9,560		)	(5,869		)	(16,160		)	(14,277		)
Purchase accounting effects related to acquisitions (3)	(1,167		)	—			(1,167		)	(195		)
Deferred gross profit adjustments (1)	—			(1,750		)	—			(4,053		)
Income from equity method investment	2,277			661			3,284			491
Eliminations	(655		)	(886		)	(1,783		)	(1,717		)
Consolidated operating income	62,481			62,241			113,818			103,205
Interest expense, net	(23,533		)	(24,049		)	(47,039		)	(48,445		)
Loss on debt extinguishment	(847		)	—			(847		)	—
Consolidated income before taxes	$	38,101		$	38,192		$	65,932		$	54,760

(1) For the three and six months ended July 3, 2016 , our segment results include revenues that would have been recorded by acquired businesses had they remained as independent entities. Our consolidated results do not include these revenues due to the purchase accounting effect of recording deferred revenue at fair value.

(2)  See Note 8, Severance, Restructuring, and Acquisition Integration Activities, for details.

(3)  For the three and six months ended July 2, 2017 and July 3, 2016, we recognized cost of sales for the adjustment of acquired inventory to fair value related to the Thinklogical and M2FX acquisitions, respectively.

XML

Income per Share

6 Months Ended

Jul. 02, 2017

Earnings Per Share [Abstract]

Income per Share

Income per Share

The following table presents the basis for the income per share computations:

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In Thousands)
Numerator:
Net income	$	35,891		$	41,933		$	61,472		$	58,291
Less: Net loss attributable to noncontrolling interest	(86		)	(99		)	(192		)	(198		)
Less: Preferred stock dividends	8,733			—			17,466			—
Net income attributable to Belden common stockholders	$	27,244		$	42,032		$	44,198		$	58,489
Denominator:
Weighted average shares outstanding, basic	42,283			42,085			42,249			42,046
Effect of dilutive common stock equivalents	549			448			504			413
Weighted average shares outstanding, diluted	42,832			42,533			42,753			42,459

For both the three and six months ended July 2, 2017, diluted weighted average shares outstanding do not include outstanding equity awards of 0.4 million because to do so would have been anti-dilutive. In addition, for both the three and six months ended July 2, 2017, diluted weighted average shares outstanding do not include outstanding equity awards of 0.2 million because the related performance conditions have not been satisfied. Furthermore, for both the three and six months ended July 2, 2017, diluted weighted average shares outstanding do not include the impact of preferred shares that are convertible into 6.9 million common shares because deducting the preferred stock dividends from net income was more dilutive.

For the three and six months ended July 3, 2016, diluted weighted average shares outstanding do not include outstanding equity awards of 0.7 million and 0.8 million, respectively, because to do so would have been anti-dilutive. In addition, for both the three and six months ended July 3, 2016, diluted weighted average shares outstanding do not include outstanding equity awards of 0.1 million because the related performance conditions have not been satisfied.

For purposes of calculating basic earnings per share, unvested restricted stock units are not included in the calculation of basic weighted average shares outstanding until all necessary conditions have been satisfied and issuance of the shares underlying the restricted stock units is no longer contingent. Necessary conditions are not satisfied until the vesting date, at which time holders of our restricted stock units receive shares of our common stock.

For purposes of calculating diluted earnings per share, unvested restricted stock units are included to the extent that they are dilutive. In determining whether unvested restricted stock units are dilutive, each issuance of restricted stock units is considered separately.

Once a restricted stock unit has vested, it is included in the calculation of both basic and diluted weighted average shares outstanding.

XML

Inventories

6 Months Ended

Jul. 02, 2017

Inventory Disclosure [Abstract]

Inventories

Inventories

The major classes of inventories were as follows:

	July 2, 2017			December 31, 2016
	(In thousands)
Raw materials	$	115,637		$	90,019
Work-in-process	40,310			25,166
Finished goods	123,993			99,784
Gross inventories	279,940			214,969
Excess and obsolete reserves	(27,406		)	(24,561		)
Net inventories	$	252,534		$	190,408

XML

Long-Lived Assets

6 Months Ended

Jul. 02, 2017

Property, Plant and Equipment [Abstract]

Long-Lived Assets

Long-Lived Assets

Depreciation and Amortization Expense

We recognized depreciation expense of $11.5 million and $22.9 million in the three and six months ended July 2, 2017, respectively. We recognized depreciation expense of $12.0 million and $23.7 million in the three and six months ended July 3, 2016, respectively. 

In connection with the segment change discussed in Note 4, we re-evaluated the useful life of the Tripwire trademark and concluded that an indefinite life is no longer appropriate. We have estimated a useful life of 10 years and will re-evaluate this estimate if and when our expected use of the Tripwire trademark changes. We began amortizing the Tripwire trademark in the first quarter of 2017, which resulted in amortization expense of $0.8 million and $1.6 million for the three and six months ended July 2, 2017, respectively. As of July 2, 2017, the net book value of the Tripwire trademark was $29.4 million.

We recognized amortization expense related to our intangible assets of $27.1 million and $50.8 million in the three and six months ended July 2, 2017, respectively. We recognized amortization expense related to our intangible assets of $26.3 million and $51.8 million in the three and six months ended July 3, 2016, respectively.

XML

Severance, Restructuring, and Acquisition Integration Activities

6 Months Ended

Jul. 02, 2017

Restructuring and Related Activities [Abstract]

Severance, Restructuring, and Acquisition Integration Activities

Severance, Restructuring, and Acquisition Integration Activities

Industrial and Network Solutions Restructuring Program: 2015-2016

Both our Industrial Solutions and Network Solutions segments had been negatively impacted by a decline in sales volume in 2015. At such time, global demand for industrial products had been negatively impacted by the strengthened U.S. dollar and lower energy prices. As a result, our customers reduced their capital spending. In response to these industrial market conditions, we began to execute a restructuring program in the fourth fiscal quarter of 2015 to reduce our cost structure. We recognized $2.4 million and $5.8 million of severance and other restructuring costs for this program duringthe three and six months ended July 3, 2016, respectively. Most of these costs were incurred by our Network Solutions segment. We did not incur any additional severance and other restructuring costs for this program in 2017. To date, we have incurred a total of $13.0 million in severance and other restructuring costs for this program. We expect the restructuring program to generate approximately $18 million of savings on an annualized basis, and we are substantially realizing such benefits.

Industrial Manufacturing Footprint Program: 2016 - 2017

In 2016, we began a program to consolidate our manufacturing footprint. The manufacturing consolidation is expected to be completed in 2018. We recognized $2.0 million and $2.5 million of severance and other restructuring costs for this program during the three and six months ended July 3, 2016, respectively. We recognized $8.2 million and $13.9 million of severance and other restructuring costs for this program during the three and six months ended July 2, 2017, respectively. The costs were incurred by the Enterprise Solutions and Industrial Solutions segments, as the manufacturing locations involved in the program serve both platforms. To date, we have incurred a total of $31.7 million in severance and other restructuring costs for this program. We expect to incur approximately $11 million of additional severance and other restructuring costs for this program in 2017 and 2018. We expect the program to generate approximately $13 million of savings on an annualized basis, beginning in the second half of 2017.

Grass Valley Restructuring Program: 2015-2016

Our Broadcast Solutions segment’s Grass Valley brand was negatively impacted by a decline in global demand of broadcast technology infrastructure products beginning in 2015. Outside of the U.S., demand for these products was impacted by the relative price increase of products due to the strengthened U.S. dollar as well as the impact of weaker economic conditions which resulted in lower capital spending. Within the U.S., demand for these products was impacted by deferred capital spending. We believe broadcast customers deferred their capital spending as they navigated through a number of important industry transitions and a changing media landscape. In response to these broadcast market conditions, we began to execute a restructuring program beginning in the third fiscal quarter of 2015 to reduce our cost structure. We recognized $0.9 million and $5.0 million of severance and other restructuring costs for this program duringthe three and six months ended July 3, 2016, respectively. We did not incur any additional severance and other restructuring costs for this program in 2017. To date, we have incurred a total of $34.1 million in severance and other restructuring costs for this program. We expect the restructuring program to generate approximately $30 million of savings on an annualized basis, and we are substantially realizing such benefits.

The following table summarizes the costs by segment of the various programs described above as well as other immaterial programs and acquisition integration activities:

	Severance			Other Restructuring and Integration Costs		Total Costs
Three Months Ended July 2, 2017	(In thousands)
Broadcast Solutions	$	—		$	970	$	970
Enterprise Solutions	1,275			6,866		8,141
Industrial Solutions	153			193		346
Network Solutions	—			103		103
Total	$	1,428		$	8,132	$	9,560
Three Months Ended July 3, 2016
Broadcast Solutions	$	(109	)	$	1,428	$	1,319
Enterprise Solutions	71			1,136		1,207
Industrial Solutions	1,180			1,191		2,371
Network Solutions	309			663		972
Total	$	1,451		$	4,418	$	5,869
Six Months Ended July 2, 2017
Broadcast Solutions	$	49		$	1,329	$	1,378
Enterprise Solutions	2,127			10,887		13,014
Industrial Solutions	153			1,314		1,467
Network Solutions	—			301		301
Total	$	2,329		$	13,831	$	16,160
Six Months Ended July 3, 2016
Broadcast Solutions	$	(751	)	$	6,448	$	5,697
Enterprise Solutions	76			1,631		1,707
Industrial Solutions	1,777			1,459		3,236
Network Solutions	2,631			1,006		3,637
Total	$	3,733		$	10,544	$	14,277

Of the total severance, restructuring, and acquisition integration costs recognized in the three months ended July 2, 2017, $8.2 million and $1.4 million were included in cost of sales and selling, general and administrative expenses, respectively. Of the total severance, restructuring, and acquisition integration costs recognized in the three months ended July 3, 2016, $1.8 million, $3.6 million, and $0.5 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively.

Of the total severance, restructuring, and acquisition integration costs recognized in the six months ended July 2, 2017, $14.1 million and $2.1 million were included in cost of sales and selling, general and administrative expenses, respectively. Of the total severance, restructuring, and acquisition integration costs recognized in the six months ended July 3, 2016, $3.9 million, $9.7 million, and $0.7 million were included in cost of sales; selling, general and administrative expenses; and research and development, respectively.

The other restructuring and integration costs primarily consisted of integrating manufacturing operations, such as equipment transfers, costs to consolidate operating and support facilities, retention bonuses, relocation, travel, legal, and other costs. The majority of the other cash restructuring and integration costs related to these actions were paid as incurred or are payable within the next 60 days.   

There were no significant severance accrual balances as of July 2, 2017 or December 31, 2016.

XML

Long-Term Debt and Other Borrowing Arrangements

6 Months Ended

Jul. 02, 2017

Debt Disclosure [Abstract]

Long-Term Debt and Other Borrowing Arrangements

Long-Term Debt and Other Borrowing Arrangements

The carrying values of our long-term debt were as follows:

	July 2, 2017			December 31, 2016
	(In thousands)
Revolving credit agreement due 2022	$	—		$	—
Senior subordinated notes:
4.125% Senior subordinated notes due 2026	227,120			209,081
5.25% Senior subordinated notes due 2024	200,000			200,000
5.50% Senior subordinated notes due 2023	573,722			529,146
5.50% Senior subordinated notes due 2022	700,000			700,000
9.25% Senior subordinated notes due 2019	—			5,221
Total senior subordinated notes	1,700,842			1,643,448
Less unamortized debt issuance costs	(21,460		)	(23,287		)
Long-term debt	$	1,679,382		$	1,620,161

Revolving Credit Agreement due 2022

On May 16, 2017, we entered into an Amended and Restated Credit Agreement (the Revolver) to amend and restate our prior Revolving Credit Agreement. The Revolver provides a $400.0 million multi-currency asset-based revolving credit facility. The borrowing base under the Revolver includes eligible accounts receivable; inventory; and property, plant and equipment of certain of our subsidiaries in the U.S., Canada, Germany, and the Netherlands. The maturity date of the Revolver has been extended to May 16, 2022. Interest on outstanding borrowings is variable, based upon LIBOR or other similar indices in foreign jurisdictions, plus a spread that ranges from 1.25%-1.75%, depending upon our leverage position. We pay a commitment fee on our available borrowing capacity of 0.25%. In the event we borrow more than 90% of our borrowing base, we are subject to a fixed charge coverage ratio covenant. We recognized a $0.8 million loss on debt extinguishment for unamortized debt issuance costs related to creditors no longer participating in the new Revolver. In connection with executing the Revolver, we paid $2.0 million of fees to creditors and third parties that we will amortize over the remaining term of the Revolver. As of July 2, 2017, we had no borrowings outstanding on the Revolver, and our available borrowing capacity was $288.7 million.

Senior Subordinated Notes

We have outstanding €200.0 million aggregate principal amount of 4.125% senior subordinated notes due 2026 (the 2026 Notes). The carrying value of the 2026 Notes as of July 2, 2017 is $227.1 million. The 2026 Notes are guaranteed on a senior subordinated basis by our current and future domestic subsidiaries. The 2026 Notes rank equal in right of payment with our senior subordinated notes due 2024, 2023, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on April 15 and October 15 of each year.

We have outstanding $200.0 million aggregate principal amount of 5.25% senior subordinated notes due 2024 (the 2024 Notes). The 2024 Notes are guaranteed on a senior subordinated basis by certain of our subsidiaries. The 2024 Notes rank equal in right of payment with our senior subordinated notes due 2026, 2023, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on January 15 and July 15 of each year.

We have outstanding €500.0 million aggregate principal amount of 5.5% senior subordinated notes due 2023 (the 2023 Notes). The carrying value of the 2023 Notes as of July 2, 2017 is $573.7 million. The 2023 Notes are guaranteed on a senior subordinated basis by certain of our subsidiaries. The notes rank equal in right of payment with our senior subordinated notes due 2026, 2024, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable semiannually on April 15 and October 15 of each year.

We have outstanding $700.0 million aggregate principal amount of 5.5% senior subordinated notes due 2022 (the 2022 Notes). The 2022 Notes are guaranteed on a senior subordinated basis by certain of our subsidiaries. The 2022 Notes rank equal in right of payment with our senior subordinated notes due 2026, 2024, and 2023 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest is payable on March 1 and September 1 of each year. In July 2017, we repurchased a portion of the 2022 Notes outstanding and announced our intention to repurchase the remaining 2022 Notes outstanding. See Note 16.

We had outstanding $5.2 million aggregate principal amount of 9.25% senior subordinated notes due 2019 (the 2019 Notes). On June 15, 2017, we repaid all of the 2019 Notes outstanding, plus accrued interest, and recognized an immaterial loss on debt extinguishment related to unamortized debt issuance costs.

Fair Value of Long-Term Debt

The fair value of our senior subordinated notes as of July 2, 2017 was approximately $1,768.8 million based on quoted prices of the debt instruments in inactive markets (Level 2 valuation). This amount represents the fair values of our senior subordinated notes with a carrying value of $1,700.8 million as of July 2, 2017.

XML

Net Investment Hedge

6 Months Ended

Jul. 02, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Net Investment Hedge

Net Investment Hedge

In 2016, we issued €200.0 million senior subordinated notes due 2026. The notes were issued by Belden Inc., a USD functional currency ledger. We have designated this foreign denominated debt as a net investment hedge on the foreign currency risk of our net investment in our euro foreign operations. The objective of the hedge is to protect the net investment in the foreign operation against adverse changes in exchange rates. The transaction gain or loss is reported in the cumulative translation adjustment section of other comprehensive income. The amount of the cumulative translation adjustment at July 2, 2017 was $5.1 million.

XML

Income Taxes

6 Months Ended

Jul. 02, 2017

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

We recognized income tax expense of $2.2 million and $4.5 million for the three and six months ended July 2, 2017, respectively, representing effective tax rates of 5.8% and 6.8%, respectively. The effective tax rates were impacted by the following significant factors:

• We recognized an income tax benefit of $4.1 million and $7.5 million in the three and six months ended July 2, 2017, respectively, as a result of generating tax credits, primarily from the implementation of a foreign tax credit planning strategy.

• Foreign tax rate differences reduced our income tax expense by approximately $4.1 million and $7.0 million in the three and six months ended July 2, 2017, respectively. The statutory tax rates associated with our foreign earnings generally are lower than the statutory U.S. tax rate of 35%. This had the greatest impact on our income before taxes that is generated in Germany, Canada, and the Netherlands, which have statutory tax rates of approximately 28%, 26%, and 25%, respectively.

• We also recognized an income tax benefit of $4.5 million and $5.3 million in the three and six months ended July 2, 2017, respectively, related to non-taxable currency translation gains.

We recognized income tax benefits of $3.7 million and $3.5 million for the three and six months ended July 3, 2016, respectively, representing effective tax rates of (9.8)% and (6.4)%, respectively. The effective tax rates were impacted by the following significant factors:

• We recognized an $8.1 million tax benefit in both the three and six months ended July 3, 2016 as the result of securing a significant tax deduction for a foreign currency loss by implementing several transactions related to our international tax structure.

• We also recognized a $7.0 million tax benefit in both the three and six months ended July 3, 2016 for the reduction of deferred tax liabilities related to a previously completed acquisition. As part of an implemented tax planning strategy, we successfully secured a Private Letter Ruling from the Internal Revenue Service that effectively increased the tax basis in the acquired assets to the full fair value. Accordingly, a book-tax difference was eliminated, and we reversed deferred tax liabilities previously recorded, resulting in the $7.0 million tax benefit.

• In the six months ended July 3, 2016, we recognized a $3.8 million tax benefit as a result of reducing a deferred tax valuation allowance related to net operating loss carryforwards in a foreign jurisdiction. Based on certain restructuring transactions in the six months ended July 3, 2016, the net operating loss carryforwards are expected to be realizable.

The tax benefits described above for the three and six months ended July 3, 2016 were partially offset by a $2.7 million tax expense to record a liability for uncertain tax positions in one of our foreign jurisdictions.

XML

Pension and Other Postretirement Obligations

6 Months Ended

Jul. 02, 2017

Retirement Benefits [Abstract]

Pension and Other Postretirement Obligations

Pension and Other Postretirement Obligations

The following table provides the components of net periodic benefit costs for our pension and other postretirement benefit plans:

	Pension Obligations						Other Postretirement Obligations
Three Months Ended	July 2, 2017			July 3, 2016			July 2, 2017		July 3, 2016
	(In thousands)
Service cost	$	1,251		$	1,426		$	13	$	16
Interest cost	1,874			2,424			329		480
Expected return on plan assets	(2,567		)	(3,216		)	—		—
Amortization of prior service credit	(9		)	(9		)	—		(11		)
Actuarial losses	645			709			23		149
Net periodic benefit cost	$	1,194		$	1,334		$	365	$	634
Six Months Ended
Service cost	$	2,343		$	2,835		$	27	$	29
Interest cost	3,569			4,819			656		847
Expected return on plan assets	(4,928		)	(6,408		)	—		—
Amortization of prior service credit	(20		)	(18		)	—		(22		)
Actuarial losses	1,233			1,407			45		231
Net periodic benefit cost	$	2,197		$	2,635		$	728	$	1,085

XML

Comprehensive Income and Accumulated Other Comprehensive Income (Loss)

6 Months Ended

Jul. 02, 2017

Equity [Abstract]

Comprehensive Income and Accumulated Other Comprehensive Income (Loss)

Comprehensive Income and Accumulated Other Comprehensive Income (Loss)

The following table summarizes total comprehensive income:

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands)
Net income	$	35,891		$	41,933		$	61,472		$	58,291
Foreign currency translation loss, net of $0.5 million, $0.3 million, $0.4 million, and $1.9 million tax, respectively	(17,107		)	1,094			(26,943		)	(1,093		)
Adjustments to pension and postretirement liability, net of $0.3 million, $0.3 million, $0.5 million, and $0.6 million tax, respectively	406			515			774			982
Total comprehensive income	19,190			43,542			35,303			58,180
Less: Comprehensive loss attributable to noncontrolling interest	(77		)	(126		)	(240		)	(227		)
Comprehensive income attributable to Belden	$	19,267		$	43,668		$	35,543		$	58,407

The accumulated balances related to each component of other comprehensive income (loss), net of tax, are as follows: 

	Foreign  Currency     Translation Component			Pension and  Other     Postretirement Benefit Plans			Accumulated Other  Comprehensive   Income (Loss)
	(In thousands)
Balance at December 31, 2016	$	(4,661	)	$	(34,406	)	$	(39,067	)
Other comprehensive loss attributable to Belden before reclassifications	(26,895		)	—			(26,895		)
Amounts reclassified from accumulated other comprehensive income (loss)	—			774			774
Net current period other comprehensive loss attributable to Belden	(26,895		)	774			(26,121		)
Balance at July 2, 2017	$	(31,556	)	$	(33,632	)	$	(65,188	)

The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the six months ended July 2, 2017:

	Amount  Reclassified from   Accumulated Other Comprehensive Income (Loss)			Affected Line  Item in the   Consolidated Statements of Operations and Comprehensive Income
	(In thousands)
Amortization of pension and other postretirement benefit plan items:
Actuarial losses	$	1,278		(1)
Prior service credit	(20		)	(1)
Total before tax	1,258
Tax benefit	(484		)
Total net of tax	$	774

(1) The amortization of these accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit costs (see Note 12).

XML

Preferred Stock

6 Months Ended

Jul. 02, 2017

Equity [Abstract]

Preferred Stock

Preferred Stock

On July 26, 2016, we issued 5.2 million depositary shares, each of which represents 1/100th interest in a share of 6.75% Series B Mandatory Convertible Preferred Stock (the Preferred Stock), for an offering price of $100 per depositary share. Holders of the Preferred Stock may elect to convert their shares into common stock at any time prior to the mandatory conversion date. Unless earlier converted, each share of Preferred Stock will automatically convert into common stock on or around July 15, 2019 into between 120.46 and 132.50 shares of Belden common stock, subject to customary anti-dilution adjustments. This represents a range of 6.2 million to 6.9 million shares of Belden common stock to be issued upon conversion. The number of shares of Belden common stock issuable upon the mandatory conversion of the Preferred Stock will be determined based upon the volume-weighted average price of Belden’s common stock over the 20 day trading period beginning on, and including, the 22nd scheduled trading day prior to July 15, 2019. The net proceeds from this offering were approximately $501 million. The net proceeds are for general corporate purposes. With respect to dividend and liquidation rights, the Preferred Stock ranks senior to our common stock and junior to all of our existing and future indebtedness. During the three and six months ended July 2, 2017, the Preferred Stock accrued $8.7 million and $17.5 million of dividends, respectively.

XML

Share Repurchases Share Repurchases

6 Months Ended

Jul. 02, 2017

Text Block [Abstract]

Share Repurchases

Share Repurchases

On May 25, 2017, our Board of Directors authorized a new share repurchase program, which allows us to purchase up to $200.0 million of our common stock through open market repurchases, negotiated transactions, or other means, in accordance with applicable securities laws and other restrictions. This program is funded by cash on hand and cash flows from operating activities. The program does not have an expiration date and may be suspended at any time at the discretion of the Company. We have not repurchased any shares under this program as of July 2, 2017.

XML

Subsequent Events

6 Months Ended

Jul. 02, 2017

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

On July 6, 2017, we issued €450.0 million ($509.5 million at issuance) aggregate principal amount of 3.375% Senior Subordinated Notes due 2027 (the 2027 Notes). The 2027 Notes rank equal in right of payment with our senior subordinated notes due 2026, 2024, 2023, and 2022 and with any future subordinated debt, and they are subordinated to all of our senior debt and the senior debt of our subsidiary guarantors, including our Revolver. Interest on the 2027 Notes accrues at a rate of 3.375% per annum and is payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2018. We used the net proceeds of this offering and cash on hand to repurchase $581.3 million of our outstanding $700.0 million5.5% senior subordinated notes due 2022 that were tendered pursuant to a tender offer. On July 6, 2017, we also announced that we intend to repurchase the remaining $118.7 million of our outstanding $700.0 million notes due 2022. We expect to incur a loss on debt extinguishment in excess of $25 million related to the repurchase of our outstanding $700.0 million notes due 2022.

XML

Summary of Significant Accounting Policies (Policies)

6 Months Ended

Jul. 02, 2017

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying Condensed Consolidated Financial Statements include Belden Inc. and all of its subsidiaries (the Company, us, we, or our). We eliminate all significant affiliate accounts and transactions in consolidation.

The accompanying Condensed Consolidated Financial Statements presented as of any date other than December 31, 2016:

• Are prepared from the books and records without audit, and

• Are prepared in accordance with the instructions for Form 10-Q and do not include all of the information required by accounting principles generally accepted in the United States for complete statements, but

• Include all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the financial statements.

These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Supplementary Data contained in our 2016 Annual Report on Form 10-K

Business Description

Business Description

We are a signal transmission solutions provider built around four global business platforms – Broadcast Solutions, Enterprise Solutions, Industrial Solutions, and Network Solutions. Our comprehensive portfolio of signal transmission solutions provides industry leading secure and reliable transmission of data, sound, and video for mission critical applications.

Reporting Periods

Reporting Periods

Our fiscal year and fiscal fourth quarter both end on December 31. Our fiscal first quarter ends on the Sunday falling closest to 91 days after December 31, which was April 2, 2017, the 92nd day of our fiscal year 2017. Our fiscal second and third quarters each have 91 days. The six months ended July 2, 2017 and July 3, 2016 included 183 and 185 days, respectivel

Reclassifications

Reclassifications

We have made certain reclassifications to the 2016 Condensed Consolidated Financial Statements with no impact to reported net income in order to conform to the 2017 presentation.

Operating Segments

Operating Segments

To leverage the Company's strengths in networking, IoT, and cybersecurity technologies, effective January 1, 2017, we formed a new segment called Network Solutions, which represents the combination of the prior Industrial IT Solutions and Network Security Solutions segments.  The formation is a natural evolution in our organic and inorganic strategies for a range of industrial and non-industrial applications.  We have revised the prior period segment information to conform to the change in the composition of these reportable segments.  In connection with this change, we re-evaluated the useful life of the Tripwire trademark and concluded that an indefinite life is no longer appropriate. We have estimated a useful life of 10 years and will re-evaluate this estimate if and when our expected use of the Tripwire trademark changes.

Fair Value Measurement

Fair Value Measurement

Accounting guidance for fair value measurements specifies a hierarchy of valuation techniques based upon whether the inputs to those valuation techniques reflect assumptions other market participants would use based upon market data obtained from independent sources or reflect our own assumptions of market participant valuation. The hierarchy is broken down into three levels based on the reliability of the inputs as follows:

• Level 1 – Quoted prices in active markets that are unadjusted and accessible at the measurement date for identical, unrestricted assets or liabilities;

• Level 2 – Quoted prices for identical assets and liabilities in markets that are not active, quoted prices for similar assets and liabilities in active markets, or financial instruments for which significant inputs are observable, either directly or indirectly; and

• Level 3 – Prices or valuations that require inputs that are both significant to the fair value measurement and unobservable. 

As of and during the three and six months ended July 2, 2017 and July 3, 2016, we utilized Level 1 inputs to determine the fair value of cash equivalents, and we utilized Level 2 and Level 3 inputs to determine the fair value of net assets acquired in business combinations (see Note 2).

Cash and Cash Equivalents

Cash and Cash Equivalents

We classify cash on hand and deposits in banks, including commercial paper, money market accounts, and other investments with an original maturity of three months or less, that we hold from time to time, as cash and cash equivalents. We periodically have cash equivalents consisting of short-term money market funds and other investments. The primary objective of our investment activities is to preserve our capital for the purpose of funding operations. We do not enter into investments for trading or speculative purposes. As of July 2, 2017, we did not have any significant cash equivalents.

Contingent Liabilities

Contingent Liabilities

We have established liabilities for environmental and legal contingencies that are probable of occurrence and reasonably estimable, the amounts of which are currently not material. We accrue environmental remediation costs based on estimates of known environmental remediation exposures developed in consultation with our environmental consultants and legal counsel. We are, from time to time, subject to routine litigation incidental to our business. These lawsuits primarily involve claims for damages arising out of the use of our products, allegations of patent or trademark infringement, and litigation and administrative proceedings involving employment matters and commercial disputes. Based on facts currently available, we believe the disposition of the claims that are pending or asserted will not have a materially adverse effect on our financial position, results of operations, or cash flow.

Revenue Recognition

Revenue Recognition

We recognize revenue when all of the following circumstances are satisfied: (1) persuasive evidence of an arrangement exists, (2) price is fixed or determinable, (3) collectability is reasonably assured, and (4) delivery has occurred. Delivery occurs in the period in which the customer takes title and assumes the risks and rewards of ownership of the products specified in the customer’s purchase order or sales agreement. At times, we enter into arrangements that involve the delivery of multiple elements. For these arrangements, when the elements can be separated, the revenue is allocated to each deliverable based on that element’s relative selling price and recognized based on the period of delivery for each element. Generally, we determine relative selling price using vendor specific objective evidence (VSOE) of fair value.

We record revenue net of estimated rebates, price allowances, invoicing adjustments, and product returns. We record revisions to these estimates in the period in which the facts that give rise to each revision become known. Taxes collected from customers and remitted to governmental authorities are not included in our revenues.

We have certain products subject to the accounting guidance on software revenue recognition. For such products, software license revenue is recognized when persuasive evidence of an arrangement exists, delivery of the product has occurred, the fee is fixed or determinable, collection is probable and VSOE of the fair value of undelivered elements exists. As substantially all of the software licenses are sold in multiple-element arrangements that include either support and maintenance or both support and maintenance and professional services, we use the residual method to determine the amount of software license revenue to be recognized. Under the residual method, consideration is allocated to undelivered elements based upon VSOE of the fair value of those elements, with the residual of the arrangement fee allocated to and recognized as software license revenue. We have established VSOE of the fair value of support and maintenance, subscription-based software licenses, and professional services. Software license revenue is generally recognized upon delivery of the software if all revenue recognition criteria are met.

Revenue allocated to support services under our support and maintenance contracts is typically paid in advance and recognized ratably over the term of the service. Revenue allocated to subscription-based software and remote ongoing operational services is also paid in advance and recognized ratably over the term of the service. Revenue allocated to professional services, including remote implementation services, is recognized as the services are performed.

Subsequent Events

Subsequent Events

We have evaluated subsequent events after the balance sheet date through the financial statement issuance date for appropriate accounting and disclosure.

Pending Adoption of Recent Accounting Pronouncements

Pending Adoption of Recent Accounting Pronouncements

In May 2014, the FASB issued Accounting Standards Update No. 2014-09, Revenue from Contracts with Customers (ASU 2014-09), which will replace most existing revenue recognition guidance in U.S. GAAP. The core principle of the ASU is that an entity should recognize revenue for the transfer of goods or services equal to the amount that it expects to be entitled to receive for those goods or services. ASU 2014-09 requires additional disclosure about the nature, amount, timing, and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments. We plan to adopt ASU 2014-09 on January 1, 2018, using the modified retrospective method of adoption. Our overall, initial assessment indicates that the impact of adopting ASU 2014-09 on our consolidated financial statements will not be material. We do not expect significant changes in the timing or method of revenue recognition for any of our material revenue streams. We are currently completing detailed contract reviews to determine if any adjustments are necessary to our existing accounting policies and to support our overall, initial assessment. We believe the most significant impact of adopting ASU 2014-09 will be on our disclosures regarding revenue recognition. We will continue our evaluation of ASU 2014-09, including new or emerging interpretations of the standard, through the date of adoption.

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (ASU 2016-02), a leasing standard for both lessees and lessors. Under its core principle, a lessee will recognize lease assets and liabilities on the balance sheet for all arrangements with terms longer than 12 months. Lessor accounting remains largely consistent with existing U.S. generally accepted accounting principles. The new standard will be effective for us beginning January 1, 2019. Early adoption is permitted. The standard requires the use of a modified retrospective transition method. We are evaluating the effect that ASU 2016-02 will have on our consolidated financial statements and related disclosures.

 In October 2016, the FASB issued Accounting Standards Update No. 2016-16, Intra-Entity Transfers of Assets Other Than Inventory (ASU 2016-16), which requires recognition of the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Consequently, the standard eliminates the exception to the recognition of current and deferred income taxes for an intra-entity asset transfer other than for inventory until the asset has been sold to an outside party. The new standard will be effective for us January 1, 2018. Early adoption is permitted. We are evaluating the effect that ASU 2016-16 will have on our consolidated financial statements and related disclosures.

In March 2017, the FASB issued Accounting Standards Update No. 2017-07, Compensation - Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (ASU 2017-07), which requires an entity to report the service cost component in the same line item or items as other compensation costs arising from the service rendered by their employees during the period. The other components of net benefit cost are required to be presented in the Statement of Operations separately from the service cost component after Operating Income. Additionally, only the service cost component will be eligible for capitalization, when applicable. The standard requires the amendments to be applied retrospectively for the presentation of the service cost component and the other cost components of net periodic pension cost and net periodic OPEB cost in the Statement of Operations and prospectively, on and after the effective date, for the capitalization of the service cost component of net periodic pension and OPEB costs. The new standard will be effective for us January 1, 2018. Early adoption is permitted. We are evaluating the effect that ASU 2017-07 will have on our consolidated financial statements and related disclosures.

XML

Acquisitions (Tables)

6 Months Ended

Jul. 02, 2017

Business Combinations [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the estimated fair value of the assets acquired and the liabilities assumed as of May 31, 2017 (in thousands):

Cash	$	5,327
Receivables	4,355
Inventory	17,291
Prepaid and other current assets	405
Property, plant, and equipment	4,289
Intangible assets	86,250
Goodwill	57,513
Total assets acquired	$	175,430
Accounts payable	$	1,231
Accrued liabilities	1,353
Deferred revenue	1,574
Total liabilities assumed	$	4,158
Net assets	$	171,272

Schedule of Acquired Intangible Assets

The intangible assets related to the acquisition consisted of the following:

	Fair Value		Amortization Period
	(In thousands)		(In years)
Intangible assets subject to amortization:
Developed technologies	$	60,000	5.0
Customer relationships	20,000		15.0
Trademarks	3,750		10.0
Sales backlog	2,500		0.3
Total intangible assets subject to amortization	$	86,250
Intangible assets not subject to amortization:
Goodwill	$	57,513	n/a
Total intangible assets not subject to amortization	$	57,513
Total intangible assets	$	143,763
Weighted average amortization period			7.4

Schedule of Pro Forma Information

The following table illustrates the unaudited pro forma effect on operating results as if the Thinklogical acquisition had been completed as of January 1, 2016.

	Three Months Ended				Six Months Ended
	July 2, 2017		July 3, 2016		July 2, 2017		July 3, 2016
	(In thousands, except per share data)
	(Unaudited)
Revenues	$	615,109	$	608,517	$	1,170,745	$	1,155,428
Net income attributable to Belden common stockholders	28,250		38,194		41,130		47,520
Diluted income per share attributable to Belden common stockholders	$	0.66	$	0.90	$	0.96	$	1.12

XML

Assets Held for Sale (Tables)

6 Months Ended

Jul. 02, 2017

Discontinued Operations and Disposal Groups [Abstract]

Summary of Major Assets and Liabilities Classified as Held for Sale

The following table provides the major classes of assets and liabilities classified as held for sale as of July 2, 2017 and December 31, 2016. In addition, the disposal group had $8.9 million and $15.7 million of accumulated other comprehensive losses at July 2, 2017 and December 31, 2016, respectively.

	July 2, 2017			December 31, 2016
	(In thousands)
Receivables, net	$	4,881		$	4,551
Inventories, net	3,902			2,848
Other current assets	1,190			1,131
Property, plant, and equipment	2,195			1,946
Intangible assets	4,534			4,405
Goodwill	5,477			5,477
Other long-lived assets	32,495			26,766
Total assets of disposal group	54,674			47,124
Impairment of assets held for sale	(23,931		)	(23,931		)
Total assets held for sale	$	30,743		$	23,193
Accrued liabilities	$	1,409		$	1,288
Postretirement benefits	394			448
Total liabilities held for sale	$	1,803		$	1,736

XML

Operating Segments (Tables)

6 Months Ended

Jul. 02, 2017

Segment Reporting [Abstract]

Operating Segment Information

Our measure of segment assets does not include cash, goodwill, intangible assets, deferred tax assets, or corporate assets. All goodwill is allocated to reporting units of our segments for purposes of impairment testing.

	Broadcast Solutions		Enterprise Solutions		Industrial Solutions		Network Solutions		Total Segments
	(In thousands)
As of and for the three months ended July 2, 2017
Segment revenues	$	188,071	$	160,733	$	159,255	$	102,574	$	610,633
Affiliate revenues	94		1,545		275		32		1,946
Segment EBITDA	29,610		26,801		31,036		22,780		110,227
Depreciation expense	4,058		2,695		3,168		1,607		11,528
Amortization expense	13,453		429		640		12,591		27,113
Severance, restructuring, and acquisition integration costs	970		8,141		346		103		9,560
Purchase accounting effects of acquisitions	1,167		—		—		—		1,167
Segment assets	359,160		275,770		282,068		105,070		1,022,068
As of and for the three months ended July 3, 2016
Segment revenues	$	193,521	$	160,401	$	147,808	$	101,651	$	603,381
Affiliate revenues	173		1,328		214		4		1,719
Segment EBITDA	29,505		29,575		27,064		22,191		108,335
Depreciation expense	4,061		3,429		2,709		1,788		11,987
Amortization expense	13,420		432		601		11,810		26,263
Severance, restructuring, and acquisition integration costs	1,319		1,207		2,371		972		5,869
Deferred gross profit adjustments	494		—		—		1,256		1,750
Segment assets	329,250		253,424		255,250		107,176		945,100
As of and for the six months ended July 2, 2017
Segment revenues	$	356,667	$	306,415	$	305,436	$	193,496	$	1,162,014
Affiliate revenues	195		4,103		662		92		5,052
Segment EBITDA	55,010		50,901		56,769		40,657		203,337
Depreciation expense	8,007		5,294		6,374		3,236		22,911
Amortization expense	23,468		853		1,282		25,179		50,782
Severance, restructuring, and acquisition integration costs	1,378		13,014		1,467		301		16,160
Purchase accounting effects of acquisitions	1,167		—		—		—		1,167
Segment assets	359,160		275,770		282,068		105,070		1,022,068
As of and for the six months ended July 3, 2016
Segment revenues	$	364,793	$	296,293	$	288,899	$	197,196	$	1,147,181
Affiliate revenues	597		3,027		396		32		4,052
Segment EBITDA	52,772		53,311		50,051		42,267		198,401
Depreciation expense	8,023		6,818		5,427		3,382		23,650
Amortization expense	26,351		861		1,192		23,391		51,795
Severance, restructuring, and acquisition integration costs	5,697		1,707		3,236		3,637		14,277
Purchase accounting effects of acquisitions	195		—		—		—		195
Deferred gross profit adjustments	1,108		—		—		2,945		4,053
Segment assets	329,250		253,424		255,250		107,176		945,100

Reconciliation of Total Reportable Segments' Revenues and EBITDA to Consolidated Revenues and Consolidated Income from Continuing Operations Before Taxes

The following table is a reconciliation of the total of the reportable segments’ Revenues and EBITDA to consolidated revenues and consolidated income before taxes, respectively.

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands)
Total Segment Revenues	$	610,633		$	603,381		$	1,162,014		$	1,147,181
Deferred revenue adjustments (1)	—			(1,750		)	—			(4,053		)
Consolidated Revenues	$	610,633		$	601,631		$	1,162,014		$	1,143,128
Total Segment EBITDA	$	110,227		$	108,335		$	203,337		$	198,401
Amortization of intangibles	(27,113		)	(26,263		)	(50,782		)	(51,795		)
Depreciation expense	(11,528		)	(11,987		)	(22,911		)	(23,650		)
Severance, restructuring, and acquisition integration costs (2)	(9,560		)	(5,869		)	(16,160		)	(14,277		)
Purchase accounting effects related to acquisitions (3)	(1,167		)	—			(1,167		)	(195		)
Deferred gross profit adjustments (1)	—			(1,750		)	—			(4,053		)
Income from equity method investment	2,277			661			3,284			491
Eliminations	(655		)	(886		)	(1,783		)	(1,717		)
Consolidated operating income	62,481			62,241			113,818			103,205
Interest expense, net	(23,533		)	(24,049		)	(47,039		)	(48,445		)
Loss on debt extinguishment	(847		)	—			(847		)	—
Consolidated income before taxes	$	38,101		$	38,192		$	65,932		$	54,760

(1) For the three and six months ended July 3, 2016 , our segment results include revenues that would have been recorded by acquired businesses had they remained as independent entities. Our consolidated results do not include these revenues due to the purchase accounting effect of recording deferred revenue at fair value.

(2)  See Note 8, Severance, Restructuring, and Acquisition Integration Activities, for details.

(3)  For the three and six months ended July 2, 2017 and July 3, 2016, we recognized cost of sales for the adjustment of acquired inventory to fair value related to the Thinklogical and M2FX acquisitions, respectively.

XML

Income per Share (Tables)

6 Months Ended

Jul. 02, 2017

Earnings Per Share [Abstract]

Basis for Income Per Share Computations

The following table presents the basis for the income per share computations:

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In Thousands)
Numerator:
Net income	$	35,891		$	41,933		$	61,472		$	58,291
Less: Net loss attributable to noncontrolling interest	(86		)	(99		)	(192		)	(198		)
Less: Preferred stock dividends	8,733			—			17,466			—
Net income attributable to Belden common stockholders	$	27,244		$	42,032		$	44,198		$	58,489
Denominator:
Weighted average shares outstanding, basic	42,283			42,085			42,249			42,046
Effect of dilutive common stock equivalents	549			448			504			413
Weighted average shares outstanding, diluted	42,832			42,533			42,753			42,459

XML

Inventories (Tables)

6 Months Ended

Jul. 02, 2017

Inventory Disclosure [Abstract]

Major Classes of Inventories

The major classes of inventories were as follows:

	July 2, 2017			December 31, 2016
	(In thousands)
Raw materials	$	115,637		$	90,019
Work-in-process	40,310			25,166
Finished goods	123,993			99,784
Gross inventories	279,940			214,969
Excess and obsolete reserves	(27,406		)	(24,561		)
Net inventories	$	252,534		$	190,408

XML

Severance, Restructuring, and Acquisition Integration Activities (Tables)

6 Months Ended

Jul. 02, 2017

Restructuring and Related Activities [Abstract]

Severance, Restructuring and Integration Costs by Segment

The following table summarizes the costs by segment of the various programs described above as well as other immaterial programs and acquisition integration activities:

	Severance			Other Restructuring and Integration Costs		Total Costs
Three Months Ended July 2, 2017	(In thousands)
Broadcast Solutions	$	—		$	970	$	970
Enterprise Solutions	1,275			6,866		8,141
Industrial Solutions	153			193		346
Network Solutions	—			103		103
Total	$	1,428		$	8,132	$	9,560
Three Months Ended July 3, 2016
Broadcast Solutions	$	(109	)	$	1,428	$	1,319
Enterprise Solutions	71			1,136		1,207
Industrial Solutions	1,180			1,191		2,371
Network Solutions	309			663		972
Total	$	1,451		$	4,418	$	5,869
Six Months Ended July 2, 2017
Broadcast Solutions	$	49		$	1,329	$	1,378
Enterprise Solutions	2,127			10,887		13,014
Industrial Solutions	153			1,314		1,467
Network Solutions	—			301		301
Total	$	2,329		$	13,831	$	16,160
Six Months Ended July 3, 2016
Broadcast Solutions	$	(751	)	$	6,448	$	5,697
Enterprise Solutions	76			1,631		1,707
Industrial Solutions	1,777			1,459		3,236
Network Solutions	2,631			1,006		3,637
Total	$	3,733		$	10,544	$	14,277

XML

Long-Term Debt and Other Borrowing Arrangements (Tables)

6 Months Ended

Jul. 02, 2017

Debt Disclosure [Abstract]

Carrying Values of Long-Term Debt and Other Borrowing Arrangements

The carrying values of our long-term debt were as follows:

	July 2, 2017			December 31, 2016
	(In thousands)
Revolving credit agreement due 2022	$	—		$	—
Senior subordinated notes:
4.125% Senior subordinated notes due 2026	227,120			209,081
5.25% Senior subordinated notes due 2024	200,000			200,000
5.50% Senior subordinated notes due 2023	573,722			529,146
5.50% Senior subordinated notes due 2022	700,000			700,000
9.25% Senior subordinated notes due 2019	—			5,221
Total senior subordinated notes	1,700,842			1,643,448
Less unamortized debt issuance costs	(21,460		)	(23,287		)
Long-term debt	$	1,679,382		$	1,620,161

XML

Pension and Other Postretirement Obligations (Tables)

6 Months Ended

Jul. 02, 2017

Retirement Benefits [Abstract]

Components of Net Periodic Benefit Costs

The following table provides the components of net periodic benefit costs for our pension and other postretirement benefit plans:

	Pension Obligations						Other Postretirement Obligations
Three Months Ended	July 2, 2017			July 3, 2016			July 2, 2017		July 3, 2016
	(In thousands)
Service cost	$	1,251		$	1,426		$	13	$	16
Interest cost	1,874			2,424			329		480
Expected return on plan assets	(2,567		)	(3,216		)	—		—
Amortization of prior service credit	(9		)	(9		)	—		(11		)
Actuarial losses	645			709			23		149
Net periodic benefit cost	$	1,194		$	1,334		$	365	$	634
Six Months Ended
Service cost	$	2,343		$	2,835		$	27	$	29
Interest cost	3,569			4,819			656		847
Expected return on plan assets	(4,928		)	(6,408		)	—		—
Amortization of prior service credit	(20		)	(18		)	—		(22		)
Actuarial losses	1,233			1,407			45		231
Net periodic benefit cost	$	2,197		$	2,635		$	728	$	1,085

XML

Comprehensive Income and Accumulated Other Comprehensive Income (Loss) (Tables)

6 Months Ended

Jul. 02, 2017

Equity [Abstract]

Total Comprehensive Income

The following table summarizes total comprehensive income:

	Three Months Ended						Six Months Ended
	July 2, 2017			July 3, 2016			July 2, 2017			July 3, 2016
	(In thousands)
Net income	$	35,891		$	41,933		$	61,472		$	58,291
Foreign currency translation loss, net of $0.5 million, $0.3 million, $0.4 million, and $1.9 million tax, respectively	(17,107		)	1,094			(26,943		)	(1,093		)
Adjustments to pension and postretirement liability, net of $0.3 million, $0.3 million, $0.5 million, and $0.6 million tax, respectively	406			515			774			982
Total comprehensive income	19,190			43,542			35,303			58,180
Less: Comprehensive loss attributable to noncontrolling interest	(77		)	(126		)	(240		)	(227		)
Comprehensive income attributable to Belden	$	19,267		$	43,668		$	35,543		$	58,407

Components of Other Comprehensive Income (Loss), Net of Tax

The accumulated balances related to each component of other comprehensive income (loss), net of tax, are as follows: 

	Foreign  Currency     Translation Component			Pension and  Other     Postretirement Benefit Plans			Accumulated Other  Comprehensive   Income (Loss)
	(In thousands)
Balance at December 31, 2016	$	(4,661	)	$	(34,406	)	$	(39,067	)
Other comprehensive loss attributable to Belden before reclassifications	(26,895		)	—			(26,895		)
Amounts reclassified from accumulated other comprehensive income (loss)	—			774			774
Net current period other comprehensive loss attributable to Belden	(26,895		)	774			(26,121		)
Balance at July 2, 2017	$	(31,556	)	$	(33,632	)	$	(65,188	)

Summary of Effects of Reclassifications from Accumulated Other Comprehensive Income (Loss)

The following table summarizes the effects of reclassifications from accumulated other comprehensive income (loss) for the six months ended July 2, 2017:

	Amount  Reclassified from   Accumulated Other Comprehensive Income (Loss)			Affected Line  Item in the   Consolidated Statements of Operations and Comprehensive Income
	(In thousands)
Amortization of pension and other postretirement benefit plan items:
Actuarial losses	$	1,278		(1)
Prior service credit	(20		)	(1)
Total before tax	1,258
Tax benefit	(484		)
Total net of tax	$	774

(1) The amortization of these accumulated other comprehensive income (loss) components are included in the computation of net periodic benefit costs (see Note 12).

XML

Summary of Significant Accounting Policies - Additional Information (Detail) $ in Thousands		1 Months Ended		3 Months Ended		6 Months Ended
	Jul. 05, 2011 patent	Nov. 30, 2016 USD ($)	Jul. 31, 2015 patent	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Jul. 02, 2017 USD ($) Segment	Jul. 03, 2016 USD ($)
Significant Accounting Policies [Line Items]
Number of global business platforms | Segment						4
Amortization expense				$ 27,113	$ 26,263	$ 50,782	$ 51,795
Standby Letters of Credit
Significant Accounting Policies [Line Items]
Loss contingency, range of possible loss, portion not accrued				8,100		8,100
Surety Bonds
Significant Accounting Policies [Line Items]
Loss contingency, range of possible loss, portion not accrued				2,400		2,400
Bank Guaranties
Significant Accounting Policies [Line Items]
Loss contingency, range of possible loss, portion not accrued				1,800		$ 1,800
PPC | Corning
Significant Accounting Policies [Line Items]
Gain contingency, number of patents allegedly infringed upon | patent	2
Gain contingency, number of patents infringed upon | patent			2
Litigation settlement amount		$ 61,300
Trademarks
Significant Accounting Policies [Line Items]
Useful life (in years)						10 years
Amortization expense				$ 800		$ 1,600

XML

Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands			3 Months Ended		6 Months Ended
	May 31, 2017	Jan. 07, 2016	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Business Acquisition [Line Items]
Income before taxes			$ 38,101	$ 38,192	$ 65,932	$ 54,760
Thinklogical Holdings LLC
Business Acquisition [Line Items]
Percentage of outstanding shares acquired	100.00%
Acquisition price	$ 171,300
Receivables	$ 4,355
Business combination, goodwill, tax deductible amount			57,500		$ 57,500
Business acquisition, goodwill, tax deductible period					15 years
Income before taxes			$ 10,200		$ 1,100
M2FX Limited
Business Acquisition [Line Items]
Percentage of outstanding shares acquired		100.00%
Acquisition price		$ 19,000

XML

Acquisitions - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Jul. 02, 2017	May 31, 2017	Dec. 31, 2016
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Goodwill	$ 1,453,993		$ 1,385,995
Thinklogical Holdings LLC
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]
Cash		$ 5,327
Receivables		4,355
Inventory		17,291
Prepaid and other current assets		405
Property, plant, and equipment		4,289
Intangible assets		86,250
Goodwill		57,513
Total assets acquired		175,430
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]
Accounts payable		1,231
Accrued liabilities		1,353
Deferred revenue		1,574
Total liabilities assumed		4,158
Net assets		$ 171,272

XML

Acquisitions - Schedule of Acquired Intangible Assets (Details) - Thinklogical Holdings LLC $ in Thousands	May 31, 2017 USD ($)
Business Acquisition [Line Items]
Fair Value	$ 86,250
Amortization Period	7 years 4 months 24 days
Fair Value	$ 57,513
Total intangible assets	143,763
Developed Technology Rights [Member]
Business Acquisition [Line Items]
Fair Value	$ 60,000
Amortization Period	5 years
Customer Relationships [Member]
Business Acquisition [Line Items]
Fair Value	$ 20,000
Amortization Period	15 years
Trademarks
Business Acquisition [Line Items]
Fair Value	$ 3,750
Amortization Period	10 years
Order or Production Backlog [Member]
Business Acquisition [Line Items]
Fair Value	$ 2,500
Amortization Period	3 months 19 days
Goodwill
Business Acquisition [Line Items]
Fair Value	$ 57,513

XML

Acquisitions - Schedule of Pro Forma Information (Details) - Thinklogical Holdings LLC - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Business Acquisition [Line Items]
Revenues	$ 615,109	$ 608,517	$ 1,170,745	$ 1,155,428
Net income attributable to Belden common stockholders	$ 28,250	$ 38,194	$ 41,130	$ 47,520
Diluted income per share attributable to Belden common stockholders (in usd per share)	$ 0.66	$ 0.90	$ 0.96	$ 1.12

XML

Assets Held for Sale (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jul. 02, 2017	Dec. 31, 2016	Apr. 02, 2017
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Accumulated other comprehensive loss	$ (65,188)	$ (39,067)
Total assets held for sale	30,743	23,193
Total liabilities held for sale	1,803	1,736
Hirschmann Jv | Discontinued Operations, Held-for-sale
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Disposition, sales price		39,000	$ 39,000
Accumulated other comprehensive loss	8,900	15,700
Receivables, net	4,881	4,551
Inventories, net	3,902	2,848
Other current assets	1,190	1,131
Property, plant, and equipment	2,195	1,946
Intangible assets	4,534	4,405
Goodwill	5,477	5,477
Other long-lived assets	32,495	26,766
Total assets of disposal group	54,674	47,124
Impairment of assets held for sale	23,931	(23,931)
Total assets held for sale	30,743	23,193
Accrued liabilities	1,409	1,288
Postretirement benefits	394	448
Total liabilities held for sale	$ 1,803	$ 1,736

XML

Operating Segments - Additional Information (Detail)	6 Months Ended
	Jul. 02, 2017 Segment
Segment Reporting [Abstract]
Number of global business platforms	4

XML

Operating Segments - Operating Segment Information (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016	Dec. 31, 2016
Segment Reporting Information [Line Items]
Depreciation expense	$ 11,500	$ 12,000	$ 22,900	$ 23,700
Amortization expense	27,113	26,263	50,782	51,795
Severance, restructuring, and acquisition integration costs	9,560	5,869	16,160	14,277
Segment assets	3,862,670		3,862,670		$ 3,806,803
Broadcast Solutions
Segment Reporting Information [Line Items]
Severance, restructuring, and acquisition integration costs	970	1,319	1,378	5,697
Enterprise Solutions
Segment Reporting Information [Line Items]
Severance, restructuring, and acquisition integration costs	8,141	1,207	13,014	1,707
Industrial Solutions
Segment Reporting Information [Line Items]
Severance, restructuring, and acquisition integration costs	346	2,371	1,467	3,236
Reportable Segment
Segment Reporting Information [Line Items]
Segment revenues	610,633	603,381	1,162,014	1,147,181
Affiliate revenues	1,946	1,719	5,052	4,052
Segment EBITDA	110,227	108,335	203,337	198,401
Depreciation expense	11,528	11,987	22,911	23,650
Amortization expense	27,113	26,263	50,782	51,795
Severance, restructuring, and acquisition integration costs	9,560	5,869	16,160	14,277
Purchase accounting effects of acquisitions	1,167	0	1,167	195
Deferred gross profit adjustments	0	1,750	0	4,053
Segment assets	1,022,068	945,100	1,022,068	945,100
Reportable Segment | Broadcast Solutions
Segment Reporting Information [Line Items]
Segment revenues	188,071	193,521	356,667	364,793
Affiliate revenues	94	173	195	597
Segment EBITDA	29,610	29,505	55,010	52,772
Depreciation expense	4,058	4,061	8,007	8,023
Amortization expense	13,453	13,420	23,468	26,351
Severance, restructuring, and acquisition integration costs	970	1,319	1,378	5,697
Purchase accounting effects of acquisitions	1,167		1,167	195
Deferred gross profit adjustments		494		1,108
Segment assets	359,160	329,250	359,160	329,250
Reportable Segment | Enterprise Solutions
Segment Reporting Information [Line Items]
Segment revenues	160,733	160,401	306,415	296,293
Affiliate revenues	1,545	1,328	4,103	3,027
Segment EBITDA	26,801	29,575	50,901	53,311
Depreciation expense	2,695	3,429	5,294	6,818
Amortization expense	429	432	853	861
Severance, restructuring, and acquisition integration costs	8,141	1,207	13,014	1,707
Purchase accounting effects of acquisitions	0		0	0
Deferred gross profit adjustments		0		0
Segment assets	275,770	253,424	275,770	253,424
Reportable Segment | Industrial Solutions
Segment Reporting Information [Line Items]
Segment revenues	159,255	147,808	305,436	288,899
Affiliate revenues	275	214	662	396
Segment EBITDA	31,036	27,064	56,769	50,051
Depreciation expense	3,168	2,709	6,374	5,427
Amortization expense	640	601	1,282	1,192
Severance, restructuring, and acquisition integration costs	346	2,371	1,467	3,236
Purchase accounting effects of acquisitions	0		0	0
Deferred gross profit adjustments		0		0
Segment assets	282,068	255,250	282,068	255,250
Reportable Segment | Network Solutions
Segment Reporting Information [Line Items]
Segment revenues	102,574	101,651	193,496	197,196
Affiliate revenues	32	4	92	32
Segment EBITDA	22,780	22,191	40,657	42,267
Depreciation expense	1,607	1,788	3,236	3,382
Amortization expense	12,591	11,810	25,179	23,391
Severance, restructuring, and acquisition integration costs	103	972	301	3,637
Purchase accounting effects of acquisitions	0		0	0
Deferred gross profit adjustments		1,256		2,945
Segment assets	$ 105,070	$ 107,176	$ 105,070	$ 107,176

XML

Operating Segments - Reconciliation of Total Reportable Segments' Revenues and EBITDA to Consolidated Revenues and Consolidated Income from Continuing Operations Before Taxes (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Consolidated Revenues	$ 610,633	$ 601,631	$ 1,162,014	$ 1,143,128
Amortization of intangibles	(27,113)	(26,263)	(50,782)	(51,795)
Depreciation expense	(11,500)	(12,000)	(22,900)	(23,700)
Severance, restructuring, and acquisition integration costs	(9,560)	(5,869)	(16,160)	(14,277)
Operating income	62,481	62,241	113,818	103,205
Interest expense, net	(23,533)	(24,049)	(47,039)	(48,445)
Loss on debt extinguishment	(847)	0	(847)	0
Income before taxes	38,101	38,192	65,932	54,760
Reportable Segment
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Total Segment Revenues	610,633	603,381	1,162,014	1,147,181
Deferred revenue adjustments	0	(1,750)	0	(4,053)
Consolidated Revenues	610,633	601,631	1,162,014	1,143,128
Total Segment EBITDA	110,227	108,335	203,337	198,401
Amortization of intangibles	(27,113)	(26,263)	(50,782)	(51,795)
Depreciation expense	(11,528)	(11,987)	(22,911)	(23,650)
Severance, restructuring, and acquisition integration costs	(9,560)	(5,869)	(16,160)	(14,277)
Purchase accounting effects related to acquisitions	(1,167)	0	(1,167)	(195)
Deferred gross profit adjustments	0	(1,750)	0	(4,053)
Income from equity method investment	2,277	661	3,284	491
Eliminations
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income	$ (655)	$ (886)	$ (1,783)	$ (1,717)

XML

Income Per Share - Basis for Income Per Share Computations (Detail) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Net Income (Loss) Available to Common Stockholders, Basic [Abstract]
Net income	$ 35,891	$ 41,933	$ 61,472	$ 58,291
Less: Net loss attributable to noncontrolling interest	(86)	(99)	(192)	(198)
Less: Preferred stock dividends	8,733	0	17,466	0
Net income attributable to Belden common stockholders	$ 27,244	$ 42,032	$ 44,198	$ 58,489
Denominator:
Weighted average shares outstanding, basic (in shares)	42,283	42,085	42,249	42,046
Effect of dilutive common stock equivalents (in shares)	549	448	504	413
Weighted average shares outstanding, diluted (in shares)	42,832	42,533	42,753	42,459

XML

Income Per Share - Additional Information (Detail) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares excluded from diluted weighted average shares outstanding	0.4	0.7	0.4	0.8
Anti-dilutive shares excluded from diluted weighted average shares outstanding due to performance conditions not being met	0.2	0.1	0.2
Convertible Preferred Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive shares excluded from diluted weighted average shares outstanding	6.9		6.9

XML

Inventories - Major Classes of Inventories (Detail) - USD ($) $ in Thousands	Jul. 02, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Raw materials	$ 115,637	$ 90,019
Work-in-process	40,310	25,166
Finished goods	123,993	99,784
Gross inventories	279,940	214,969
Excess and obsolete reserves	(27,406)	(24,561)
Net inventories	$ 252,534	$ 190,408

XML

Long-Lived Assets - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Finite-Lived Intangible Assets [Line Items]
Depreciation expense	$ 11,500	$ 12,000	$ 22,900	$ 23,700
Amortization of intangible assets	27,113	$ 26,263	$ 50,782	$ 51,795
Trademarks
Finite-Lived Intangible Assets [Line Items]
Useful life (in years)			10 years
Amortization of intangible assets	800		$ 1,600
Intangible assets	$ 29,400		$ 29,400

XML

Severance, Restructuring and Acquisition Integration Activities - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended			6 Months Ended			18 Months Ended	21 Months Ended	24 Months Ended	27 Months Ended
	Jul. 02, 2017	Apr. 02, 2017	Jul. 03, 2016	Dec. 31, 2017	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 02, 2017	Jul. 02, 2017	Dec. 31, 2017
Restructuring Cost and Reserve [Line Items]
Severance, restructuring, and acquisition integration costs	$ 9,560		$ 5,869		$ 16,160	$ 14,277
Cost of Sales
Restructuring Cost and Reserve [Line Items]
Severance, restructuring, and acquisition integration costs	8,200		1,800		14,100	3,900
Selling, General and Administrative Expenses
Restructuring Cost and Reserve [Line Items]
Severance, restructuring, and acquisition integration costs	1,400		3,600		2,100	9,700
Research and Development
Restructuring Cost and Reserve [Line Items]
Severance, restructuring, and acquisition integration costs			500			700
Industrial Restructuring Program
Restructuring Cost and Reserve [Line Items]
Severance, restructuring, and acquisition integration costs	2,400				5,800			$ 13,000
Expected savings from the restructuring program					18,000
Industrial Manufacturing Footprint Program
Restructuring Cost and Reserve [Line Items]
Severance, restructuring, and acquisition integration costs	8,200		2,000		13,900	2,500	$ 31,700
Additional severance and other restructuring costs	$ 11,000				$ 11,000		$ 11,000	$ 11,000	$ 11,000
Grass Valley Restructuring Program
Restructuring Cost and Reserve [Line Items]
Severance, restructuring, and acquisition integration costs		$ 0	$ 900			$ 5,000			$ 34,100
Scenario, Forecast | Industrial Manufacturing Footprint Program
Restructuring Cost and Reserve [Line Items]
Expected savings from the restructuring program				$ 13,000
Scenario, Forecast | Grass Valley Restructuring Program
Restructuring Cost and Reserve [Line Items]
Savings from the restructuring program										$ 30,000
Maximum
Restructuring Cost and Reserve [Line Items]
Restructuring and integration cost payable period					60 days

XML

Severance, Restructuring and Acquisition Integration Activities - Severance, Restructuring and Integration Costs by Segment (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Restructuring Cost and Reserve [Line Items]
Total Costs	$ 9,560	$ 5,869	$ 16,160	$ 14,277
Broadcast Solutions
Restructuring Cost and Reserve [Line Items]
Total Costs	970	1,319	1,378	5,697
Enterprise Solutions
Restructuring Cost and Reserve [Line Items]
Total Costs	8,141	1,207	13,014	1,707
Industrial Solutions
Restructuring Cost and Reserve [Line Items]
Total Costs	346	2,371	1,467	3,236
Network Solutions
Restructuring Cost and Reserve [Line Items]
Total Costs	103	972	301	3,637
Severance
Restructuring Cost and Reserve [Line Items]
Severance	1,428	1,451	2,329	3,733
Severance | Broadcast Solutions
Restructuring Cost and Reserve [Line Items]
Severance	0	(109)	49	(751)
Severance | Enterprise Solutions
Restructuring Cost and Reserve [Line Items]
Severance	1,275	71	2,127	76
Severance | Industrial Solutions
Restructuring Cost and Reserve [Line Items]
Severance	153	1,180	153	1,777
Severance | Network Solutions
Restructuring Cost and Reserve [Line Items]
Severance	0	309	0	2,631
Other Restructuring and Integration Costs
Restructuring Cost and Reserve [Line Items]
Other Restructuring and Integration Costs	8,132	4,418	13,831	10,544
Other Restructuring and Integration Costs | Broadcast Solutions
Restructuring Cost and Reserve [Line Items]
Other Restructuring and Integration Costs	970	1,428	1,329	6,448
Other Restructuring and Integration Costs | Enterprise Solutions
Restructuring Cost and Reserve [Line Items]
Other Restructuring and Integration Costs	6,866	1,136	10,887	1,631
Other Restructuring and Integration Costs | Industrial Solutions
Restructuring Cost and Reserve [Line Items]
Other Restructuring and Integration Costs	193	1,191	1,314	1,459
Other Restructuring and Integration Costs | Network Solutions
Restructuring Cost and Reserve [Line Items]
Other Restructuring and Integration Costs	$ 103	$ 663	$ 301	$ 1,006

XML

Long-Term Debt and Other Borrowing Arrangements - Carrying Values of Long-Term Debt and Other Borrowing Arrangements (Detail) - USD ($)	Jul. 02, 2017	Apr. 02, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Total senior subordinated notes	$ 1,700,842,000		$ 1,643,448,000
Less unamortized debt issuance costs	(21,460,000)		(23,287,000)
Long-term debt	1,679,382,000		1,620,161,000
Revolving credit agreement due 2022
Debt Instrument [Line Items]
Revolving credit agreement due 2022	0		0
4.125% Senior subordinated notes due 2026
Debt Instrument [Line Items]
Total senior subordinated notes	227,120,000		209,081,000
Senior subordinated notes interest rate		4.125%
5.25% Senior subordinated notes due 2024
Debt Instrument [Line Items]
Total senior subordinated notes	200,000,000		200,000,000
Senior subordinated notes interest rate		5.25%
5.50% Senior subordinated notes due 2023
Debt Instrument [Line Items]
Total senior subordinated notes	573,722,000		529,146,000
Senior subordinated notes interest rate		5.50%
5.50% Senior subordinated notes due 2022
Debt Instrument [Line Items]
Total senior subordinated notes	$ 700,000,000		700,000,000
Senior subordinated notes interest rate		5.50%
9.25% Senior subordinated notes due 2019
Debt Instrument [Line Items]
Total senior subordinated notes			$ 5,221,000
Senior subordinated notes interest rate		9.25%	9.25%

XML

Long-Term Debt and Other Borrowing Arrangements - Additional Information (Detail) € in Millions			3 Months Ended		6 Months Ended
	Jun. 15, 2017 USD ($)	May 16, 2017 USD ($)	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Jul. 02, 2017 EUR (€)	Jul. 02, 2017 USD ($)	Apr. 02, 2017	Dec. 31, 2016 USD ($)
Debt Instrument [Line Items]
Loss on debt extinguishment			$ 847,000	$ 0	$ 847,000	$ 0
Senior subordinated notes								$ 1,700,842,000		$ 1,643,448,000
Senior Subordinated Notes
Debt Instrument [Line Items]
Senior subordinated notes								1,700,800,000
Fair value of debt instrument								1,768,800,000
Revolving credit agreement due 2022
Debt Instrument [Line Items]
Line of credit facility, maximum borrowing capacity								400,000,000
Commitment fee percentage					0.25%
Fixed charge coverage, minimum threshold (as a percent)					90.00%
Borrowings outstanding								0		0
Fees incurred to creditors and third parties		$ 2,000,000
Loss on debt extinguishment		$ 800,000
Available borrowing capacity								288,700,000
4.125% Senior subordinated notes due 2026
Debt Instrument [Line Items]
Senior subordinated notes interest rate									4.125%
Senior subordinated notes								$ 227,120,000		209,081,000
4.125% Senior subordinated notes due 2026 | Senior Subordinated Notes
Debt Instrument [Line Items]
Aggregate principal amount outstanding of senior subordinated notes | €							€ 200.0
Senior subordinated notes interest rate							4.125%	4.125%
5.25% Senior subordinated notes due 2024
Debt Instrument [Line Items]
Senior subordinated notes interest rate									5.25%
Senior subordinated notes								$ 200,000,000		200,000,000
5.25% Senior subordinated notes due 2024 | Senior Subordinated Notes
Debt Instrument [Line Items]
Aggregate principal amount outstanding of senior subordinated notes								$ 200,000,000
Senior subordinated notes interest rate							5.25%	5.25%
5.50% Senior subordinated notes due 2023
Debt Instrument [Line Items]
Senior subordinated notes interest rate									5.50%
Senior subordinated notes								$ 573,722,000		529,146,000
5.50% Senior subordinated notes due 2023 | Senior Subordinated Notes
Debt Instrument [Line Items]
Aggregate principal amount outstanding of senior subordinated notes | €							€ 500.0
Senior subordinated notes interest rate							5.50%	5.50%
Senior subordinated notes								$ 573,700,000
5.50% Senior subordinated notes due 2022
Debt Instrument [Line Items]
Senior subordinated notes interest rate									5.50%
Senior subordinated notes								700,000,000		$ 700,000,000
5.50% Senior subordinated notes due 2022 | Senior Subordinated Notes
Debt Instrument [Line Items]
Aggregate principal amount outstanding of senior subordinated notes								$ 700,000,000
Senior subordinated notes interest rate							5.50%	5.50%
9.25% Senior subordinated notes due 2019
Debt Instrument [Line Items]
Senior subordinated notes interest rate									9.25%	9.25%
Senior subordinated notes										$ 5,221,000
9.25% Senior subordinated notes due 2019 | Senior Subordinated Notes
Debt Instrument [Line Items]
Aggregate principal amount outstanding of senior subordinated notes								$ 0
Repayments of debt	$ 5,200,000
Minimum | Revolving credit agreement due 2022
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate (as a percent)					1.25%
Maximum | Revolving credit agreement due 2022
Debt Instrument [Line Items]
Debt instrument, basis spread on variable rate (as a percent)					1.75%

XML

Net Investment Hedge (Details) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Dec. 31, 2016 EUR (€)
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Foreign currency translation adjustment	$ (17,107)	$ 1,094	$ (26,943)	$ (1,093)
4.125% Senior subordinated notes due 2026 | Senior Subordinate Notes
Derivative Instruments and Hedging Activities Disclosures [Line Items]
Aggregate principal amount outstanding of senior subordinated notes | €					€ 200,000,000
Foreign currency translation adjustment			$ 5,100

XML

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Operating Loss Carryforwards [Line Items]
Income tax expense (benefit)	$ 2,210	$ (3,741)	$ 4,460	$ (3,531)
Effective tax rate	5.80%	(9.80%)	6.80%	(6.40%)
Income tax benefit from implementing a foreign tax credit planning strategy	$ 4,100		$ 7,500
Foreign tax benefit recognized	4,100	$ 8,100	$ 7,000	$ 8,100
Federal statutory income tax rate (as a percent)			35.00%
Income tax benefit from currency translation gains	$ 4,500		$ 5,300
Deferred tax benefit recognized		7,000		7,000
Income tax benefit from reducing a deferred tax valuation allowance				3,800
Net change in reserve for uncertain tax positions		$ 2,700		$ (2,700)
GERMANY
Operating Loss Carryforwards [Line Items]
Federal statutory income tax rate (as a percent)			28.00%
CANADA
Operating Loss Carryforwards [Line Items]
Federal statutory income tax rate (as a percent)			26.00%
NETHERLANDS
Operating Loss Carryforwards [Line Items]
Federal statutory income tax rate (as a percent)			25.00%

XML

Pension and Other Postretirement Obligations - Components of Net Periodic Benefit Costs (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Pension Obligations
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 1,251	$ 1,426	$ 2,343	$ 2,835
Interest cost	1,874	2,424	3,569	4,819
Expected return on plan assets	(2,567)	(3,216)	(4,928)	(6,408)
Amortization of prior service credit	(9)	(9)	(20)	(18)
Actuarial losses	645	709	1,233	1,407
Net periodic benefit cost	1,194	1,334	2,197	2,635
Other Postretirement Obligations
Defined Benefit Plan Disclosure [Line Items]
Service cost	13	16	27	29
Interest cost	329	480	656	847
Expected return on plan assets	0	0	0	0
Amortization of prior service credit	0	(11)	0	(22)
Actuarial losses	23	149	45	231
Net periodic benefit cost	$ 365	$ 634	$ 728	$ 1,085

XML

Comprehensive Income and Accumulated Other Comprehensive Income (Loss) - Total Comprehensive Income (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jul. 02, 2017	Jul. 03, 2016	Jul. 02, 2017	Jul. 03, 2016
Equity [Abstract]
Net income	$ 35,891	$ 41,933	$ 61,472	$ 58,291
Foreign currency translation loss, net of $0.5 million, $0.3 million, $0.4 million, and $1.9 million tax, respectively	(17,107)	1,094	(26,943)	(1,093)
Adjustments to pension and postretirement liability, net of $0.3 million, $0.3 million, $0.5 million, and $0.6 million tax, respectively	406	515	774	982
Total comprehensive income	19,190	43,542	35,303	58,180
Less: Comprehensive loss attributable to noncontrolling interest	(77)	(126)	(240)	(227)
Comprehensive income attributable to Belden	19,267	43,668	35,543	58,407
Foreign currency translation, tax income (loss)	500	300	400	1,900
Adjustments to pension and postretirement liability, tax	$ 300	$ 300	$ 500	$ 600

XML

Comprehensive Income and Accumulated Other Comprehensive Income (Loss) - Components of Other Comprehensive Income (Loss), Net of Tax (Detail) $ in Thousands	6 Months Ended
	Jul. 02, 2017 USD ($)
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance	$ 1,461,317
Other comprehensive loss, net of tax	(26,169)
Ending balance	1,479,103
Foreign Currency Translation Component
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance	(4,661)
Other comprehensive loss attributable to Belden before reclassifications	(26,895)
Amounts reclassified from accumulated other comprehensive income (loss)	0
Other comprehensive loss, net of tax	(26,895)
Ending balance	(31,556)
Pension and Other Postretirement Benefit Plans
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance	(34,406)
Other comprehensive loss attributable to Belden before reclassifications	0
Amounts reclassified from accumulated other comprehensive income (loss)	774
Other comprehensive loss, net of tax	774
Ending balance	(33,632)
Accumulated Other Comprehensive Income (Loss)
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward]
Beginning balance	(39,067)
Other comprehensive loss attributable to Belden before reclassifications	(26,895)
Amounts reclassified from accumulated other comprehensive income (loss)	774
Other comprehensive loss, net of tax	(26,121)
Ending balance	$ (65,188)

XML

Comprehensive Income and Accumulated Other Comprehensive Income (Loss) - Summary of Effects of Reclassifications from Accumulated Other Comprehensive Income (Loss) (Detail) $ in Thousands	6 Months Ended
	Jul. 02, 2017 USD ($)
Pension and Other Postretirement Benefit Plans
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total net of tax	$ 774
Reclassification out of Accumulated Other Comprehensive Income [Member] | Actuarial losses [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total before tax	1,278
Reclassification out of Accumulated Other Comprehensive Income [Member] | Prior service credit [Member]
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total before tax	20
Reclassification out of Accumulated Other Comprehensive Income [Member] | Pension and Other Postretirement Benefit Plans
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items]
Total before tax	1,258
Tax benefit	(484)
Total net of tax	$ (774)

XML

Preferred Stock (Details) $ / shares in Units, $ in Thousands			3 Months Ended		6 Months Ended
	Jul. 15, 2019 shares	Jul. 26, 2016 USD ($) trading_day $ / shares shares	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)
Class of Stock [Line Items]
Preferred stock dividends | $			$ 8,733	$ 0	$ 17,466	$ 0
Depository Shares
Class of Stock [Line Items]
Depository shares issued		5,200,000
Interest in preferred stock per depository share		0.01
Six Point Seven Five Percentage Series B Mandatory Convertible Preferred Stock
Class of Stock [Line Items]
Percentage of issued shares		6.75%
Offering price per share | $ / shares		$ 100
Threshold trading day period (in trading days) | trading_day		20
Proceeds from offering, net | $		$ 501,000
Scenario, Forecast | Minimum | Six Point Seven Five Percentage Series B Mandatory Convertible Preferred Stock
Class of Stock [Line Items]
Preferred stock converted in to common stock	120.46
Number of common stock issued upon conversion	6,200,000
Scenario, Forecast | Maximum | Six Point Seven Five Percentage Series B Mandatory Convertible Preferred Stock
Class of Stock [Line Items]
Preferred stock converted in to common stock	132.50
Number of common stock issued upon conversion	6,900,000

XML

Share Repurchases (Details) - shares	6 Months Ended
	Jul. 02, 2017	May 25, 2017
Text Block [Abstract]
Number of shares authorized for repurchase under the share repurchase program		200,000,000
Number of shares repurchases	0

XML

Subsequent Events (Details)		3 Months Ended		6 Months Ended
	Jul. 06, 2017 USD ($)	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Jul. 02, 2017 USD ($)	Jul. 03, 2016 USD ($)	Jul. 06, 2017 EUR (€)	Jul. 06, 2017 USD ($)	Apr. 02, 2017
Subsequent Event [Line Items]
Loss on debt extinguishment		$ 847,000	$ 0	$ 847,000	$ 0
3.375% Senior Subordinated Notes | Senior Subordinated Notes | Subsequent Event
Subsequent Event [Line Items]
Aggregate principal amount outstanding of senior subordinated notes						€ 450,000,000.0	$ 509,500,000.0
Senior subordinated notes interest rate						3.375%	3.375%
5.50% Senior subordinated notes due 2022
Subsequent Event [Line Items]
Senior subordinated notes interest rate								5.50%
5.50% Senior subordinated notes due 2022 | Senior Subordinated Notes
Subsequent Event [Line Items]
Aggregate principal amount outstanding of senior subordinated notes		$ 700,000,000		$ 700,000,000
Senior subordinated notes interest rate		5.50%		5.50%
5.50% Senior subordinated notes due 2022 | Senior Subordinated Notes | Subsequent Event
Subsequent Event [Line Items]
Aggregate principal amount outstanding of senior subordinated notes							$ 700,000,000.0
Senior subordinated notes interest rate						5.50%	5.50%
Repayments of debt	$ 581,300,000
Scenario, Forecast | 5.50% Senior subordinated notes due 2022 | Senior Subordinated Notes
Subsequent Event [Line Items]
Repayments of debt	118,700,000
Loss on debt extinguishment	$ 25,000,000