Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 25, 2023 | |
Document and Entity Information | ||
Entity Registrant Name | AMPHENOL CORPORATION | |
Entity Central Index Key | 0000820313 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2023 | |
Entity File Number | 1-10879 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 22-2785165 | |
Entity Address, Address Line One | 358 Hall Avenue | |
Entity Address, City or Town | Wallingford | |
Entity Address, State or Province | CT | |
Entity Address, Postal Zip Code | 06492 | |
City Area Code | 203 | |
Local Phone Number | 265-8900 | |
Title of 12(b) Security | Class A Common Stock, $0.001 par value | |
Trading Symbol | APH | |
Security Exchange Name | NYSE | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 596,453,955 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash and cash equivalents | $ 1,325.1 | $ 1,373.1 |
Short-term investments | 177.9 | 61.1 |
Total cash, cash equivalents and short-term investments | 1,503 | 1,434.2 |
Accounts receivable, less allowance for doubtful accounts of $65.0 and $63.9, respectively | 2,443.5 | 2,631.3 |
Inventories | 1,997.8 | 2,093.6 |
Prepaid expenses and other current assets | 377 | 320 |
Total current assets | 6,321.3 | 6,479.1 |
Property, plant and equipment, less accumulated depreciation of $2,112.2 and $2,019.3, respectively | 1,258.9 | 1,204.3 |
Goodwill | 6,518.6 | 6,446.1 |
Other intangible assets, net | 723.5 | 734.1 |
Other long-term assets | 415.6 | 462.6 |
Total assets | 15,237.9 | 15,326.2 |
Current Liabilities: | ||
Accounts payable | 1,116.8 | 1,309.1 |
Accrued salaries, wages and employee benefits | 336.4 | 416.7 |
Accrued income taxes | 100.1 | 169.5 |
Accrued dividends | 125.1 | 124.9 |
Other accrued expenses | 679.5 | 653.2 |
Current portion of long-term debt | 351.8 | 2.7 |
Total current liabilities | 2,709.7 | 2,676.1 |
Long-term debt, less current portion | 3,967.4 | 4,575 |
Accrued pension and postretirement benefit obligations | 132.9 | 127.9 |
Deferred income taxes | 407.3 | 409.8 |
Other long-term liabilities | 428.3 | 443.3 |
Total Liabilities | 7,645.6 | 8,232.1 |
Redeemable noncontrolling interest | 21.4 | 20.6 |
Equity: | ||
Common stock | 0.6 | 0.6 |
Additional paid-in capital | 2,860.4 | 2,650.4 |
Retained earnings | 5,294.8 | 4,979.4 |
Treasury stock, at cost | (49.6) | (79.8) |
Accumulated other comprehensive loss | (592.5) | (535) |
Total stockholders' equity attributable to Amphenol Corporation | 7,513.7 | 7,015.6 |
Noncontrolling interests | 57.2 | 57.9 |
Total equity | 7,570.9 | 7,073.5 |
Total Liabilities, Redeemable Noncontrolling Interest and Equity | $ 15,237.9 | $ 15,326.2 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Condensed Consolidated Balance Sheets | ||
Allowance for doubtful accounts | $ 65 | $ 63.9 |
Accumulated depreciation | $ 2,112.2 | $ 2,019.3 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Condensed Consolidated Statements of Income | ||||
Net sales | $ 3,053.9 | $ 3,136.8 | $ 6,028 | $ 6,088.6 |
Cost of sales | 2,062.2 | 2,132.6 | 4,092.9 | 4,157.9 |
Gross profit | 991.7 | 1,004.2 | 1,935.1 | 1,930.7 |
Acquisition-related expenses | 4 | 0 | 9.4 | 0 |
Selling, general and administrative expenses | 367.8 | 355.4 | 714.1 | 692.1 |
Operating income | 619.9 | 648.8 | 1,211.6 | 1,238.6 |
Interest expense | (35) | (30.5) | (71) | (58.6) |
Gain on bargain purchase acquisition | 5.4 | 0 | 5.4 | 0 |
Other income (expense), net | 5.6 | 2.3 | 9.8 | 4 |
Income before income taxes | 595.9 | 620.6 | 1,155.8 | 1,184 |
Provision for income taxes | (130.6) | (144.5) | (247.8) | (278.7) |
Net Income | 465.3 | 476.1 | 908 | 905.3 |
Less: Net income attributable to noncontrolling interests | (4.8) | (3.6) | (8.3) | (7.1) |
Net income attributable to Amphenol Corporation | $ 460.5 | $ 472.5 | $ 899.7 | $ 898.2 |
Net income attributable to Amphenol Corporation per common share - Basic (in dollars per share) | $ 0.77 | $ 0.79 | $ 1.51 | $ 1.50 |
Weighted average common shares outstanding - Basic (in shares) | 595 | 596.2 | 595 | 597.3 |
Net income attributable to Amphenol Corporation per common share - Diluted (in dollars per share) | $ 0.74 | $ 0.76 | $ 1.45 | $ 1.44 |
Weighted average common shares outstanding - Diluted (in shares) | 618.2 | 619.7 | 619.1 | 622.6 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Condensed Consolidated Statements of Comprehensive Income | ||||
Net Income | $ 465.3 | $ 476.1 | $ 908 | $ 905.3 |
Total other comprehensive (loss) income, net of tax: | ||||
Foreign currency translation adjustments | (103.9) | (179.4) | (61.4) | (200.4) |
Unrealized gain (loss) on hedging activities | 0 | 0.7 | 0 | 1.3 |
Pension and postretirement benefit plan adjustment, net of tax of ($0.2) and ($0.4) for 2023, and ($1.1) and ($2.2) for 2022, respectively | 0.7 | 3.3 | 1.4 | 6.7 |
Total other comprehensive income (loss), net of tax | (103.2) | (175.4) | (60) | (192.4) |
Total comprehensive income | 362.1 | 300.7 | 848 | 712.9 |
Less: Comprehensive income attributable to noncontrolling interests | (1.5) | (0.6) | (5.8) | (4.1) |
Comprehensive income attributable to Amphenol Corporation | $ 360.6 | $ 300.1 | $ 842.2 | $ 708.8 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Condensed Consolidated Statements of Comprehensive Income | ||||
Pension and postretirement benefit plan adjustment, tax | $ (0.2) | $ (1.1) | $ (0.4) | $ (2.2) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flow - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Cash from operating activities: | |||||
Net income | $ 465.3 | $ 476.1 | $ 908 | $ 905.3 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||||
Depreciation and amortization | 94.1 | 90.8 | 190.4 | 182 | |
Stock-based compensation expense | 45.5 | 40.6 | |||
Deferred income tax provision (benefit) | (5.4) | 18.5 | |||
Gain on bargain purchase acquisition | (5.4) | 0 | (5.4) | 0 | |
Net change in components of working capital | (57.7) | (229.3) | |||
Net change in other long-term assets and liabilities | (6.6) | (23.8) | |||
Net cash provided by operating activities | 1,068.8 | 893.3 | |||
Cash from investing activities: | |||||
Capital expenditures | (193.1) | (169.2) | |||
Proceeds from disposals of property, plant and equipment | 1.6 | 2.8 | |||
Purchases of investments | (139.2) | (203.3) | |||
Sales and maturities of investments | 63.8 | 67.4 | |||
Acquisitions, net of cash acquired | (113.2) | (74.5) | $ (288.2) | ||
Other, net | 5 | (0.5) | |||
Net cash used in investing activities | (375.1) | (377.3) | |||
Cash from financing activities: | |||||
Proceeds from issuance of senior notes and other long-term debt | 351.8 | 1.7 | |||
Repayments of senior notes and other long-term debt | (7.1) | (4.9) | |||
Proceeds from short-term borrowings | 0 | 44.9 | |||
Repayments of short-term borrowings | 0 | (20.1) | |||
(Repayments) borrowings under commercial paper programs, net | (632.6) | 130.7 | |||
Payment of costs related to debt financing | (2.3) | (0.4) | |||
Purchase of treasury stock | (320.5) | (389.9) | |||
Proceeds from exercise of stock options | 163.1 | 42.2 | |||
Distributions to and purchases of noncontrolling interests | (6.5) | (4) | |||
Dividend payments | (125) | (119.5) | (249.9) | (239.3) | |
Net cash used in financing activities | (704) | (439.1) | |||
Effect of exchange rate changes on cash and cash equivalents | (37.7) | (58.8) | |||
Net increase (decrease) in cash and cash equivalents | (48) | 18.1 | |||
Cash and cash equivalents balance, beginning of period | 1,373.1 | 1,197.1 | 1,197.1 | ||
Cash and cash equivalents balance, end of period | $ 1,325.1 | $ 1,215.2 | 1,325.1 | 1,215.2 | $ 1,373.1 |
Cash paid for: | |||||
Interest | 60.3 | 53.4 | |||
Income taxes, net | $ 324.4 | $ 247.4 |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 6 Months Ended |
Jun. 30, 2023 | |
Basis of Presentation and Principles of Consolidation | |
Basis of Presentation and Principles of Consolidation | Note 1—Basis of Presentation and Principles of Consolidation The Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022, the related Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2023 and 2022, and the related Condensed Consolidated Statements of Cash Flow for the six months ended June 30, 2023 and 2022, include the accounts of Amphenol Corporation and its subsidiaries (“Amphenol,” the “Company,” “we,” “our” or “us”). All material intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements included herein are unaudited. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, including normal recurring adjustments considered necessary for a fair presentation of the results, in conformity with accounting principles generally accepted in the United States of America. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the full year. These condensed consolidated financial statements and the related notes should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “2022 Annual Report”). |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2023 | |
New Accounting Pronouncements | |
New Accounting Pronouncements | Note 2—New Accounting Pronouncements In October 2021, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers (“ASU 2021-08”), which amends ASC 805 by requiring acquiring entities to apply ASC 606 to recognize and measure contract assets and contract liabilities in a business combination. The intent of ASU 2021-08 is to address diversity in practice and improve comparability for both the recognition and measurement of acquired revenue contracts by providing (i) guidance on how to determine whether a contract liability is recognized by the acquirer in a business combination and (ii) specific guidance on how to recognize and measure contract assets and contract liabilities from revenue contracts in a business combination. ASU 2021-08 and its amendments were effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2022, and the amendments should be applied prospectively to business combinations occurring on or after the effective date of the amendments. The Company completed its evaluation of ASU 2021-08, which we adopted on January 1, 2023. ASU 2021-08 did not have a material impact on our acquisitions during the first six months of 2023, and its impact on our financial condition, results of operations or cash flows going forward will be dependent upon the nature of any future business combinations. In September 2022, the FASB issued ASU No. 2022-04, Liabilities – Supplier Finance Programs (Subtopic 405-50): Disclosure of Supplier Finance Program Obligations (“ASU 2022-04”), which amends ASC 405 by requiring entities to provide more detailed disclosures regarding supplier finance programs used in connection with the purchase of goods and services. The intent of ASU 2022-04 is to enhance transparency of these programs by requiring entities to disclose (i) the key terms of the program(s), including the payment terms and assets pledged as security or other forms of guarantees, (ii) the amount of obligations outstanding at the end of the reporting period and a description of where those obligations are presented on the balance sheet, and (iii) annual rollforward information of the activity of such obligations during the reporting period. ASU 2022-04 is effective for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2022, with the exception of the disclosure of rollforward information, which is effective for fiscal years beginning after December 15, 2023. Disclosure requirements under ASU 2022-04 must be applied retrospectively covering each period for which a balance sheet is presented, with the exception of the rollforward information which shall be applied prospectively. The Company completed its evaluation of ASU 2022-04, which did not have a material impact on our condensed consolidated financial statements and disclosures. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2023 | |
Inventories | |
Inventories | Note 3—Inventories Inventories consist of: June 30, December 31, 2023 2022 Raw materials and supplies $ 926.1 $ 929.9 Work in process 553.6 556.0 Finished goods 518.1 607.7 $ 1,997.8 $ 2,093.6 |
Debt
Debt | 6 Months Ended |
Jun. 30, 2023 | |
Debt | |
Debt | Note 4—Debt The Company’s debt (net of any unamortized discount) consists of the following: June 30, 2023 December 31, 2022 Carrying Approximate Carrying Approximate Amount Fair Value Amount Fair Value Revolving Credit Facility $ — $ — $ — $ — U.S. Commercial Paper Program — — 632.8 632.8 Euro Commercial Paper Program — — — — Term Loan Credit Facility — — — — 3.20% Senior Notes due April 2024 350.0 343.2 349.9 342.7 2.050% Senior Notes due March 2025 399.8 377.4 399.7 376.3 4.750% Senior Notes due March 2026 348.9 345.1 — — 0.750% Euro Senior Notes due May 2026 544.3 497.9 533.4 491.7 2.000% Euro Senior Notes due October 2028 544.1 501.2 533.2 491.5 4.350% Senior Notes due June 2029 499.7 483.5 499.7 477.7 2.800% Senior Notes due February 2030 899.5 786.0 899.5 769.2 2.200% Senior Notes due September 2031 747.7 609.8 747.6 596.2 Other debt 9.7 9.7 6.9 6.9 Less: unamortized deferred debt issuance costs (24.5) — (25.0) — Total debt 4,319.2 3,953.8 4,577.7 4,185.0 Less: current portion 351.8 345.0 2.7 2.7 Total long-term debt $ 3,967.4 $ 3,608.8 $ 4,575.0 $ 4,182.3 Revolving Credit Facility The Company has an amended and restated $2,500.0 unsecured revolving credit facility (the “Revolving Credit Facility”). The Revolving Credit Facility matures in November 2026 and gives the Company the ability to borrow, in various currencies, at a spread that varies, based on the Company’s debt rating, over certain currency-specific benchmark rates, which benchmark rates in the case of U.S. dollar borrowings are either the base rate or the adjusted term Secured Overnight Financing Rate (“SOFR”). The Company may utilize the Revolving Credit Facility for general corporate purposes. outstanding borrowings under the Revolving Credit Facility. The carrying value of any borrowings under the Revolving Credit Facility would approximate their fair value, primarily due to their market interest rates, and would be classified as Level 2 in the fair value hierarchy (Note 5). Any outstanding borrowings under the Revolving Credit Facility are classified as long-term debt in the accompanying Condensed Consolidated Balance Sheets. The Revolving Credit Facility requires payment of certain annual agency and commitment fees and requires that the Company satisfy certain financial covenants. Term Loan Credit Facility On April 19, 2022, the Company entered into a two-year . The 2022 Term Loan was undrawn at closing and may be drawn on up to occasions over the life of the facility. The 2022 Term Loan may be repaid at any time without premium or penalty, and, once repaid, cannot be reborrowed. When drawn upon, the proceeds from the 2022 Term Loan are expected to be used for general corporate purposes. Interest rates under the 2022 Term Loan are based on a spread over either the base rate or the adjusted term SOFR, which spread varies based on the Company’s debt rating. The carrying value of any borrowings under the 2022 Term Loan would approximate their fair value, primarily due to its market interest rates, and would be classified as Level 2 in the fair value hierarchy (Note 5). outstanding borrowings under the 2022 Term Loan. The 2022 Term Loan requires payment of certain commitment fees and requires that the Company satisfy certain financial covenants, which financial covenants are the same as those under the Revolving Credit Facility. Commercial Paper Programs The Company has a commercial paper program (the “U.S. Commercial Paper Program”) pursuant to which the Company may issue short-term unsecured commercial paper notes (the “USCP Notes” or “U.S. Commercial Paper”) in one or more private placements in the United States. The maturities of the USCP Notes vary but may not exceed from the date of issue. The USCP Notes are sold under customary terms in the commercial paper market and may be issued at par or a discount therefrom, and bear varying interest rates on a fixed or floating basis. The maximum aggregate principal amount outstanding of USCP Notes at any time is . The Company utilizes borrowings under the U.S. Commercial Paper Program for general corporate purposes, which, in recent years, has included fully or partially funding acquisitions, as well as repaying certain outstanding senior notes. As of December 31, 2022, the amount of USCP Notes outstanding was %. In the first quarter of 2023, the Company used net proceeds from the 2026 Senior Notes (defined below) to repay certain outstanding borrowings under the U.S. Commercial Paper Program. During the second quarter of 2023, the Company repaid all of its USCP Notes then outstanding, and, therefore, as of June 30, 2023, there were USCP Notes outstanding. The Company and one of its wholly owned European subsidiaries (the “Euro Issuer”) also have a commercial paper program (the “Euro Commercial Paper Program” and, together with the U.S. Commercial Paper Program, the “Commercial Paper Programs”), pursuant to which the Euro Issuer may issue short-term unsecured commercial paper notes (the “ECP Notes” and, together with the USCP Notes, the “Commercial Paper”), which are guaranteed by the Company and are to be issued outside of the United States. The maturities of the ECP Notes will vary but may not exceed 183 days from the date of issue. The ECP Notes are sold under customary terms in the commercial paper market and may be issued at par or a discount therefrom or a premium thereto and bear varying interest rates on a fixed or floating basis. The ECP Notes may be issued in Euros, Sterling, U.S. dollars or other currencies. . The Company utilizes borrowings under the Euro Commercial Paper Program for general corporate purposes, which may include, for example, fully or partially funding acquisitions. In the first quarter of 2023, the Company used borrowings under its Euro Commercial Paper Program, along with cash on hand, to fund an acquisition, as discussed in Note 11 herein. These borrowings under the Euro Commercial Paper Program were repaid in their entirety by the end of the first quarter of 2023. As of June 30, 2023 and December 31, 2022, there were Amounts available under the Commercial Paper Programs may be borrowed, repaid and re-borrowed from time to time. In conjunction with the Revolving Credit Facility, as of June 30, 2023, the authorization from the Company’s Board of Directors (the “Board”) limits the maximum principal amount outstanding of USCP Notes, ECP Notes, and any other commercial paper or similar programs, along with outstanding amounts under the Revolving Credit Facility, at any time to in the aggregate. The Commercial Paper Programs are rated A-2 by Standard & Poor’s and P-2 by Moody’s and, based on the Board’s authorization described above, are currently backstopped by the Revolving Credit Facility, as amounts undrawn under the Company’s Revolving Credit Facility are available to repay Commercial Paper, if necessary. Any outstanding Commercial Paper is classified as long-term debt in the accompanying Condensed Consolidated Balance Sheets since the Company has the intent and ability to refinance the Commercial Paper on a long-term basis using the Company’s Revolving Credit Facility. The carrying value of Commercial Paper approximates its fair value, primarily due to its market interest rates, and is classified as Level 2 in the fair value hierarchy (Note 5). U.S. Senior Notes On March 30, 2023, the Company issued $350.0 principal amount of unsecured 4.750% Senior Notes due March 30, 2026 at 99.658% of face value (the “2026 Senior Notes”). The 2026 Senior Notes are unsecured and rank equally in right of payment with the Company’s and the Euro Issuer’s other unsecured senior indebtedness. Interest on the 2026 Senior Notes is payable semiannually on March 30 and September 30 of each year, commencing on September 30, 2023. of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the date of redemption, plus a make-whole premium. The Company used the net proceeds from the 2026 Senior Notes primarily to repay certain outstanding borrowings under the U.S. Commercial Paper Program. All of the Company’s outstanding senior notes in the United States (the “U.S. Senior Notes”) are unsecured and rank equally in right of payment with the Company’s and the Euro Issuer’s other unsecured senior indebtedness. Interest on each series of U.S. Senior Notes is payable semiannually. The Company may, at its option, redeem some or all of any series of U.S. Senior Notes at any time, subject to certain terms and conditions, which include paying Euro Senior Notes The Euro Issuer has two outstanding unsecured senior notes issued in Europe (collectively, the “Euro Notes” and, together with the U.S. Senior Notes, the “Senior Notes”), each of which were issued with a principal amount of €500.0 . The Euro Senior Notes . The Euro Notes are unsecured and rank equally in right of payment with the Company’s and the Euro Issuer’s other unsecured senior indebtedness and are fully and unconditionally guaranteed on a senior unsecured basis by the Company. Interest on each series of Euro Notes is payable annually. The Company may, at its option, redeem some or all of either series of Euro Notes at any time, subject to certain terms and conditions, which include paying of the principal amount, plus accrued and unpaid interest, if any, to, but not including, the date of redemption, and, with certain exceptions, a make-whole premium. The fair value of each series of Senior Notes is based on recent bid prices in an active market and is therefore classified as Level 1 in the fair value hierarchy (Note 5). The Company’s Senior Notes impose certain obligations on the Company and prohibit various actions by the Company unless it satisfies certain financial requirements. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Measurements | |
Fair Value Measurements | Note 5—Fair Value Measurements Fair value is determined based on the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants. These requirements establish market or observable inputs as the preferred source of values. Assumptions based on hypothetical transactions are used in the absence of market inputs. The Company does not have any non-financial instruments accounted for at fair value on a recurring basis. The valuation techniques required are based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. These two types of inputs create the following fair value hierarchy: Level 1 Quoted prices for identical instruments in active markets. Level 2 Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Significant inputs to the valuation model are unobservable. The Company believes that the assets or liabilities currently subject to such standards with fair value disclosure requirements are primarily (i) debt instruments, (ii) pension plan assets, (iii) short- and long-term investments, (iv) derivative instruments and (v) assets acquired and liabilities and noncontrolling interests assumed as part of acquisition accounting. Each of these assets and liabilities is discussed below, with the exception of debt instruments, pension plan assets, and the fair value of assets acquired and liabilities and noncontrolling interests assumed as part of acquisition accounting, which are discussed in Note 4, Note 10 and Note 11, respectively, herein, in addition to the Notes to Consolidated Financial Statements in the 2022 Annual Report. Substantially all of the Company’s short- and long-term investments consist of certificates of deposit, which are considered as Level 2 in the fair value hierarchy. Long-term investments, the vast majority of which have original maturities of , are recorded in Other long-term assets in the accompanying Condensed Consolidated Balance Sheets. The carrying amounts of these short- and long-term instruments, the vast majority of which are in non-U.S. bank accounts, approximate their respective fair values. The Company’s derivative instruments primarily consist of foreign exchange forward contracts, which are valued using bank quotations based on market observable inputs such as forward and spot rates and are therefore classified as Level 2 in the fair value hierarchy. The impact of the credit risk related to these derivative financial assets is immaterial. The Company reviews the fair value hierarchy classifications on a quarterly basis and determines the appropriate classification of such assets and liabilities subject to the fair value hierarchy standards based on, among other things, the ability to observe valuation inputs. The fair values of the Company’s financial and non-financial assets and liabilities subject to such standards as of June 30, 2023 and December 31, 2022 are as follows: Fair Value Measurements Quoted Prices in Significant Significant Active Markets Observable Unobservable for Identical Inputs Inputs Total Assets (Level 1) (Level 2) (Level 3) June 30, 2023: Short-term investments $ 177.9 $ — $ 177.9 $ — Long-term investments 0.8 — 0.8 — Forward contracts (0.3) — (0.3) — Redeemable noncontrolling interest (21.4) — — (21.4) Total $ 157.0 $ — $ 178.4 $ (21.4) December 31, 2022: Short-term investments $ 61.1 $ — $ 61.1 $ — Long-term investments 50.8 — 50.8 — Forward contracts 1.5 — 1.5 — Redeemable noncontrolling interest (20.6) — — (20.6) Total $ 92.8 $ — $ 113.4 $ (20.6) The Company utilizes foreign exchange forward contracts, hedging instruments accounted for as cash flow hedges, in the management of foreign currency exposures. In addition, the Company also enters into foreign exchange forward contracts, accounted for as net investment hedges, to hedge our exposure to variability in the U.S. dollar equivalent of the net investments in certain foreign subsidiaries. As of June 30, 2023, the Company had cash flow hedges . As of June 30, 2023, the fair value of such foreign exchange forward contracts in the table above consisted of various outstanding foreign exchange forward contracts that are not designated as hedging instruments. The amounts recognized in Accumulated other comprehensive income (loss) associated with foreign exchange forward contracts and the amounts reclassified from Accumulated other comprehensive income (loss) to foreign exchange gain (loss), included in Cost of sales in the accompanying Condensed Consolidated Statements of Income during the three and six months ended June 30, 2023 and 2022, were not material. The fair values of the Company’s forward contracts are recorded within Prepaid expenses and other current assets, Other long-term assets, Other accrued expenses and Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets, depending on their value and remaining contractual period. Certain acquisitions may result in noncontrolling interest holders who, in certain cases, are entitled to a put option, giving them the ability to put some or all of their redeemable interest in the shares of the acquiree to the Company. Specifically, if exercised by the noncontrolling interest holder, Amphenol would be required to purchase some or all of the option holder’s redeemable interest, at a redemption price during specified time period(s) stipulated in the respective acquisition agreement. The redeemable noncontrolling interest, related to an acquisition that closed in December of 2021, will remain in temporary equity until the put option is either fully exercised or expires. The redemption value of the redeemable noncontrolling interest is generally calculated using Level 3 unobservable inputs based on a multiple of earnings, which, for the redeemable noncontrolling interest currently outstanding, approximates fair value. As such, the redemption value is classified as Level 3 in the fair value hierarchy and is recorded as Redeemable noncontrolling interest on the Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022. Refer to Note 7 herein for a rollforward of the Redeemable noncontrolling interest for the three and six months ended June 30, 2023 and 2022, as well as Note 1 of the Notes to Consolidated Financial Statements in the 2022 Annual Report for further discussion regarding the Company’s redeemable noncontrolling interest. With the exception of the fair value of the assets acquired and liabilities assumed in connection with acquisition accounting, the Company does not have any other significant financial or non-financial assets and liabilities that are measured at fair value on a non-recurring basis. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Taxes | |
Income Taxes | Note 6—Income Taxes Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Provision for income taxes $ (130.6) $ (144.5) $ (247.8) $ (278.7) Effective tax rate 21.9 % 23.3 % 21.4 % 23.5 % For the three months ended June 30, 2023 and 2022, stock option exercise activity had the impact of decreasing our Provision for income taxes by $11.9 and $7.5, respectively, and decreasing our effective tax rate by approximately 200 basis points and 120 basis points, respectively, due to the recognition of excess tax benefits within Provision for income taxes in the accompanying Condensed Consolidated Statements of Income. For the six months ended June 30, 2023 and 2022, stock option exercise activity had the impact of decreasing our Provision for income taxes by basis points, respectively. For the three and six months ended June 30, 2023, the gain associated with the bargain purchase acquisition that closed in the second quarter, as discussed in Note 11 herein, had the effect of decreasing our effective tax rate by approximately The United States federal government enacted the Tax Cuts and Jobs Act (“Tax Act”) in December 2017. As a result, in 2017, the Company recorded a transition tax (“Transition Tax”) related to the deemed repatriation of the accumulated unremitted earnings and profits of the Company’s foreign subsidiaries. The Company paid its sixth annual installment of the Transition Tax, net of applicable tax credits and deductions, in the second quarter of 2023, and will pay the balance of the Transition Tax, net of applicable tax credits and deductions, over the remainder of the period ending 2025, as permitted under the Tax Act. The current and long-term portions of the Transition Tax are recorded in Accrued income taxes and Other long-term liabilities, respectively, on the Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022. The Company operates in the U.S. and numerous foreign taxable jurisdictions, and at any point in time has numerous audits underway at various stages of completion. With few exceptions, the Company is subject to income tax examinations by tax authorities for the years 2017 and after. The Company is generally not able to precisely estimate the ultimate settlement amounts or timing until the close of an audit. The Company evaluates its tax positions and establishes liabilities for uncertain tax positions that may be challenged by tax authorities and may not be fully sustained, despite the Company’s belief that the underlying tax positions are fully supportable. As of June 30, 2023, the amount of unrecognized tax benefits, including penalties and interest, which if recognized would impact the effective tax rate, was approximately . Unrecognized tax benefits are reviewed on an ongoing basis and are adjusted for changing facts and circumstances, including the progress of tax audits and the closing of statutes of limitations. Based on information currently available, management anticipates that over the next twelve-month period, audit activity could be completed and statutes of limitations may close relating to existing unrecognized tax benefits of approximately Inflation Reduction Act of 2022 On August 16, 2022, the President of the United States signed into law the Inflation Reduction Act of 2022 (the “IRA”), a tax and spending package that introduces several tax-related provisions, including a 15% corporate alternative minimum tax (“CAMT”) on certain large corporations and a 1% excise tax on certain corporate stock repurchases. Companies will be required to reassess their valuation allowances for certain affected deferred tax assets in the period of enactment but will not need to remeasure deferred tax balances for the related tax accounting implications of the CAMT. The IRA provisions, which became effective for Amphenol beginning on January 1, 2023, did not have a material impact on the Company during the three and six months ended June 30, 2023. While the full impact of these provisions in the future depends on several factors, including interpretive regulatory guidance which has not yet been released, the Company does not currently believe that the provisions of the IRA, including several other non-tax related provisions, will have a material impact on our financial condition, results of operations, liquidity and cash flows. |
Stockholders' Equity and Noncon
Stockholders' Equity and Noncontrolling Interests | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity and Noncontrolling Interests | |
Stockholders' Equity and Noncontrolling Interests | Note 7—Stockholders’ Equity and Noncontrolling Interests Net income attributable to noncontrolling interests is classified below net income. Earnings per share is determined after the impact of the noncontrolling interests’ share in net income of the Company. In addition, the equity attributable to noncontrolling interests is presented as a separate caption within equity. A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the three months ended June 30, 2023 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of March 31, 2023 596.3 $ 0.6 (1.0) $ (69.7) $ 2,748.5 $ 5,121.3 $ (492.6) $ 57.5 $ 7,365.6 $ 20.9 Net income 460.5 4.3 464.8 0.5 Other comprehensive income (loss) (99.9) (3.3) (103.2) — Distributions to shareholders of noncontrolling interests (1.3) (1.3) Purchase of treasury stock (2.0) (153.6) (153.6) Retirement of treasury stock (2.0) — 2.0 153.6 (153.6) — Stock options exercised 2.4 — 0.3 20.1 88.1 (8.3) 99.9 Dividends declared ($0.21 per common share) (125.1) (125.1) Stock-based compensation expense 23.8 23.8 Balance as of June 30, 2023 596.7 $ 0.6 (0.7) $ (49.6) $ 2,860.4 $ 5,294.8 $ (592.5) $ 57.2 $ 7,570.9 $ 21.4 (1) Excludes redeemable noncontrolling interest. A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the six months ended June 30, 2023 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of December 31, 2022 596.0 $ 0.6 (1.2) $ (79.8) $ 2,650.4 $ 4,979.4 $ (535.0) $ 57.9 $ 7,073.5 $ 20.6 Net income 899.7 7.5 907.2 0.8 Other comprehensive income (loss) (57.5) (2.5) (60.0) — Acquisitions resulting in noncontrolling interest 0.8 0.8 Distributions to shareholders of noncontrolling interests (6.5) (6.5) Purchase of treasury stock (4.1) (320.5) (320.5) Retirement of treasury stock (4.1) — 4.1 320.5 (320.5) — Stock options exercised 4.8 — 0.5 30.2 164.5 (13.8) 180.9 Dividends declared ($0.42 per common share) (250.0) (250.0) Stock-based compensation expense 45.5 45.5 Balance as of June 30, 2023 596.7 $ 0.6 (0.7) $ (49.6) $ 2,860.4 $ 5,294.8 $ (592.5) $ 57.2 $ 7,570.9 $ 21.4 (1) Excludes redeemable noncontrolling interest. A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the three months ended June 30, 2022 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of March 31, 2022 598.7 $ 0.6 (1.6) $ (101.0) $ 2,438.5 $ 4,391.5 $ (303.5) $ 57.9 $ 6,484.0 $ 19.5 Net income 472.5 3.2 475.7 0.4 Other comprehensive income (loss) (172.4) (3.0) (175.4) — Distributions to shareholders of noncontrolling interests (0.4) (0.4) Purchase of treasury stock (2.7) (186.0) (186.0) Retirement of treasury stock (2.7) — 2.7 186.0 (186.0) — Stock options exercised 0.7 — 0.2 9.0 18.4 (5.1) 22.3 Dividends declared ($0.20 per common share) (119.1) (119.1) Stock-based compensation expense 20.9 20.9 Balance as of June 30, 2022 596.7 $ 0.6 (1.4) $ (92.0) $ 2,477.8 $ 4,553.8 $ (475.9) $ 57.7 $ 6,522.0 $ 19.9 (1) Excludes redeemable noncontrolling interest. A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the six months ended June 30, 2022 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of December 31, 2021 600.7 $ 0.6 (1.6) $ (100.0) $ 2,409.0 $ 4,278.9 $ (286.5) $ 58.1 $ 6,360.1 $ 19.0 Net income 898.2 6.2 904.4 0.9 Other comprehensive income (loss) (189.4) (3.0) (192.4) — Purchase of noncontrolling interest (0.4) (0.1) (0.5) Distributions to shareholders of noncontrolling interests (3.5) (3.5) Purchase of treasury stock (5.3) (389.9) (389.9) Retirement of treasury stock (5.0) — 5.0 368.9 (368.9) — Stock options exercised 1.0 — 0.5 29.0 28.6 (15.8) 41.8 Dividends declared ($0.40 per common share) (238.6) (238.6) Stock-based compensation expense 40.6 40.6 Balance as of June 30, 2022 596.7 $ 0.6 (1.4) $ (92.0) $ 2,477.8 $ 4,553.8 $ (475.9) $ 57.7 $ 6,522.0 $ 19.9 (1) Excludes redeemable noncontrolling interest. Stock Repurchase Program On April 27, 2021, the Board authorized a stock repurchase program under which the Company may purchase up to $2,000.0 of the Company’s Class A Common Stock (“Common Stock”) during the three-year period ending April 27, 2024 (the “2021 Stock Repurchase Program”) in accordance with the requirements of Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). During the three and six months ended June 30, 2023, the Company repurchased , respectively, under the 2021 Stock Repurchase Program. All repurchased shares during the first six months of 2023 have been retired by the Company. , respectively, under the 2021 Stock Repurchase Program. Of the total repurchases made during the first six months of 2022, , were retired by the Company, with the remainder of the repurchased shares being retained in Treasury stock at the time of repurchase. From July 1, 2023 to July 25, 2023, the Company repurchased of its Common Stock under the 2021 Stock Repurchase Program. The price and timing of any future purchases will depend on a number of factors, such as levels of cash generation from operations, the volume of stock options exercised by employees, cash requirements for acquisitions, dividends paid, economic and market conditions and the price of the Common Stock. Dividends Contingent upon declaration by the Board, the Company pays a quarterly dividend on shares of its Common Stock. The following table summarizes the dividends declared and paid during the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dividends declared $ 125.1 $ 119.1 $ 250.0 $ 238.6 Dividends paid (including those declared in the prior year) 125.0 119.5 249.9 239.3 On October 25, 2022, the Board approved an increase to the Company’s quarterly dividend rate from $0.20 per share to $0.21 per share, effective with dividends declared in the fourth quarter of 2022, contingent upon declaration by the Board. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2023 | |
Stock-Based Compensation | |
Stock-Based Compensation | Note 8—Stock-Based Compensation For the three months ended June 30, 2023 and 2022, the Company’s Income before income taxes was reduced for stock-based compensation expense of $23.8 and $20.9 , respectively. In addition, for the three months ended June 30, 2023 and 2022, the Company recognized aggregate income tax benefits (associated with stock-based compensation) of , respectively, in Provision for income taxes in the accompanying Condensed Consolidated Statements of Income. These aggregate income tax benefits during the three months ended June 30, 2023 and 2022 include excess tax benefits of For the six months ended June 30, 2023 and 2022, the Company’s Income before income taxes was reduced for stock-based compensation expense of $45.5 and $40.6 , respectively. In addition, for the six months ended June 30, 2023 and 2022, the Company recognized aggregate income tax benefits (associated with stock-based compensation) of , respectively, in Provision for income taxes in the accompanying Condensed Consolidated Statements of Income. These aggregate income tax benefits during the six months ended June 30, 2023 and 2022 include excess tax benefits of The impact associated with recognizing excess tax benefits from option exercises in the provision for income taxes on our consolidated financial statements could result in significant fluctuations in our effective tax rate in the future, since the provision for income taxes will be impacted by the timing and intrinsic value of future stock-based compensation award exercises. Stock-based compensation expense includes the estimated effects of forfeitures, which are adjusted over the requisite service period to the extent actual forfeitures differ or are expected to differ from such estimates. Changes in estimated forfeitures are recognized in the period of change and impact the amount of expense to be recognized in future periods. The expense incurred for stock-based compensation plans is included in Selling, general and administrative expenses in the accompanying Condensed Consolidated Statements of Income. Stock Options In May 2017, the Company adopted the 2017 Stock Purchase and Option Plan for Key Employees of Amphenol and Subsidiaries (the “2017 Employee Option Plan”), which provided for the issuance of 60,000,000 shares. In March 2021, the Board authorized and approved the Amended and Restated 2017 Stock Purchase and Option Plan for Key Employees of Amphenol and Subsidiaries (the “Amended 2017 Employee Option Plan” and, together with the 2017 Employee Option Plan, the “2017 Option Plan”), which among other things, increased the number of shares reserved for issuance under the plan by 40,000,000 shares. The Amended 2017 Employee Option Plan was approved by the Company’s stockholders and became effective on May 19, 2021. As of June 30, 2023, there were shares of Common Stock available for the granting of additional stock options under the 2017 Option Plan. Prior to the approval of the 2017 Employee Option Plan, the Company issued stock options under the 2009 Stock Purchase and Option Plan for Key Employees of Amphenol and Subsidiaries, and its amendment (the “2009 Employee Option Plan”). options will be granted under the 2009 Employee Option Plan. Options granted under the 2017 2009 from the date of grant. Stock option activity for the three and six months ended June 30, 2023 was as follows: Weighted Average Aggregate Weighted Remaining Intrinsic Average Contractual Value Options Exercise Price Term (in years) (in millions) Options outstanding at January 1, 2023 66,135,037 $ 45.57 6.03 $ 2,027.2 Options granted 29,900 79.74 Options exercised (2,568,529) 31.58 Options forfeited (58,420) 53.54 Options outstanding at March 31, 2023 63,537,988 46.14 5.89 1,911.4 Options granted 5,909,147 75.80 Options exercised (2,678,572) 37.26 Options forfeited (284,616) 54.97 Options outstanding at June 30, 2023 66,483,947 $ 49.10 6.07 $ 2,384.3 Vested and non-vested options expected to vest at June 30, 2023 64,311,102 $ 48.68 6.00 $ 2,333.2 Exercisable options at June 30, 2023 43,722,624 $ 41.85 4.95 $ 1,884.7 A summary of the status of the Company’s non-vested options as of June 30, 2023 and changes during the three and six months then ended is as follows: Weighted Average Fair Value at Options Grant Date Non-vested options at January 1, 2023 26,721,012 $ 11.04 Options granted 29,900 20.87 Options vested (150,468) 15.32 Options forfeited (58,420) 10.45 Non-vested options at March 31, 2023 26,542,024 11.03 Options granted 5,909,147 21.36 Options vested (9,421,232) 9.15 Options forfeited (268,616) 11.13 Non-vested options at June 30, 2023 22,761,323 $ 14.48 During the three and six months ended June 30, 2023 and 2022, the following activity occurred under the Company’s option plans: Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Total intrinsic value of stock options exercised $ 113.9 $ 34.9 $ 239.5 $ 69.2 Total fair value of stock options vested 86.3 78.1 88.6 78.8 As of June 30, 2023, the total compensation cost related to non-vested options not yet recognized was approximately $296.0 with a weighted average expected amortization period of 3.73 years. The grant-date fair value of each option grant under the 2009 Employee Option Plan and the 2017 Option Plan is estimated using the Black-Scholes option pricing model. The grant-date fair value of each share grant is determined based on the closing share price of the Company’s Common Stock on the date of the grant. The fair value is then amortized on a straight-line basis over the requisite service period of the awards, which is generally the vesting period. Use of a valuation model for option grants requires management to make certain assumptions with respect to selected model inputs. Expected share price volatility is calculated based on the historical volatility of the Common Stock and implied volatility derived from related exchange traded options. The average expected life is based on the contractual term of the option and expected exercise and historical experience. The risk-free interest rate is based on U.S. Treasury zero-coupon issuances with a remaining term equal to the expected life assumed at the date of grant. The expected annual dividend per share is based on the Company’s dividend rate. Restricted Stock In 2012, the Company adopted the 2012 Restricted Stock Plan for Directors of Amphenol Corporation (the “2012 Directors Restricted Stock Plan”). The 2012 Directors Restricted Stock Plan was administered by the Board. On May 17, 2023, shares of restricted stock previously granted to non-employee directors vested in accordance with their terms. As of June 30, 2023, Phantom Stock On June 5, 2023, the Company granted 2,375 shares of phantom stock to each then-current non-employee director (19,000 shares in the aggregate), which will vest and, pursuant to the election of the non-employee director, is expected to convert into unrestricted shares of the Company’s Common Stock on the earlier of May 19, 2024 or the day immediately prior to the date of the 2024 annual meeting of the Company’s stockholders. As of June 30, 2023, the total compensation cost related to non-vested shares of phantom stock not yet recognized was approximately |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share | |
Earnings Per Share | Note 9—Earnings Per Share Basic earnings per common share (“EPS”) is computed by dividing net income attributable to Amphenol Corporation by the weighted average number of common shares outstanding. Diluted EPS is computed by dividing net income attributable to Amphenol Corporation by the weighted average number of outstanding common shares, including dilutive common shares, the dilutive effect of which relates to stock options. The following is a reconciliation of the basic weighted average common shares outs Three Months Ended June 30, Six Months Ended June 30, (dollars and shares in millions, except per share data) 2023 2022 2023 2022 Net income attributable to Amphenol Corporation stockholders $ 460.5 $ 472.5 $ 899.7 $ 898.2 Weighted average common shares outstanding — Basic 595.0 596.2 595.0 597.3 Effect of dilutive stock options 23.2 23.5 24.1 25.3 Weighted average common shares outstanding — Diluted 618.2 619.7 619.1 622.6 Net income attributable to Amphenol Corporation per common share — Basic $ 0.77 $ 0.79 $ 1.51 $ 1.50 Net income attributable to Amphenol Corporation per common share — Diluted $ 0.74 $ 0.76 $ 1.45 $ 1.44 Excluded from the computations above were anti-dilutive common shares (primarily related to outstanding stock options) of 10.0 million and 11.1 million for the three months ended June 30, 2023 and 2022, respectively. Excluded from the computations above were anti-dilutive common shares (primarily related to outstanding stock options) of |
Benefit Plans and Other Postret
Benefit Plans and Other Postretirement Benefits | 6 Months Ended |
Jun. 30, 2023 | |
Benefit Plans and Other Postretirement Benefits | |
Benefit Plans and Other Postretirement Benefits | Note 10—Benefit Plans and Other Postretirement Benefits The Company and certain of its domestic subsidiaries have defined benefit pension plans (the “U.S. Plans”), which cover certain U.S. employees and which represent the majority of the plan assets and benefit obligations of the aggregate defined benefit plans of the Company. The U.S. Plans’ benefits are generally based on years of service and compensation and are generally noncontributory. The Company has an unfunded Supplemental Employee Retirement Plan (“SERP”), a defined benefit pension plan, which provides for the payment of the portion of annual pension that cannot be paid from the retirement plan as a result of regulatory limitations on average compensation for purposes of the benefit computation. The majority of U.S. employees are not covered by the U.S. Plans and are instead covered by various defined contribution plans. Certain foreign subsidiaries have defined benefit plans covering their employees (the “Foreign Plans” and, together with the U.S. Plans and SERP, the “Plans”). The following is a summary, based on the most recent actuarial valuations of the Company’s net cost for pension benefits, of the Plans for the three and six months ended June 30, 2023 and 2022: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Service cost $ 1.8 $ 1.5 $ 3.7 $ 3.0 Interest cost 6.5 3.5 13.0 7.1 Expected return on plan assets (7.3) (7.5) (14.6) (15.0) Amortization of prior service cost 0.5 0.4 0.9 0.7 Amortization of net actuarial losses 0.5 4.0 1.1 8.1 Net pension expense $ 2.0 $ 1.9 $ 4.1 $ 3.9 There is no current requirement for cash contributions to any of the U.S. Plans, and the Company plans to evaluate annually, based on actuarial calculations and the investment performance of the Plans’ assets, the timing and amount of cash contributions in the future, if any. The Company offers various defined contribution plans for certain U.S. and foreign employees. Participation in these plans is based on certain eligibility requirements. Through December 31, 2022, the Company matched employee contributions to the U.S. defined contribution plans up to a maximum of of eligible compensation. Effective January 1, 2023, the Company increased its matching of employee contributions to the U.S. defined contribution plans to a maximum of of eligible compensation. During the six months ended June 30, 2023 and 2022, the Company provided matching contributions to the U.S. defined contribution plans of approximately |
Acquisitions
Acquisitions | 6 Months Ended |
Jun. 30, 2023 | |
Acquisitions | |
Acquisitions | Note 11—Acquisitions 2023 Acquisitions During the six months ended June 30, 2023, the Company completed two acquisitions for approximately $113.2 , net of cash acquired. One acquisition, which closed in the first quarter of 2023 and was funded through a combination of borrowings under the Euro Commercial Paper Program and cash on hand, was included in the Harsh Environment Solutions segment, while the other acquisition, which closed in the second quarter of 2023, was included in the Communications Solutions segment. The Company’s acquisition in the second quarter of 2023 represented a bargain purchase, where the estimated fair value of assets acquired, net of liabilities assumed, exceeded the purchase price. The Company recognized a non-cash gain of $5.4 on the bargain purchase acquisition during the three and six months ended June 30, 2023, which has been recorded separately in the Company’s Condensed Consolidated Statements of Income. The Company has begun the process of analyzing the allocation of the fair value of the assets acquired and liabilities assumed for these acquisitions. Since the current purchase price allocations are based on initial, preliminary assessments made by management as of June 30, 2023, the acquisition accounting is subject to final adjustments, and it is possible that the final assessments of values may differ from our initial preliminary assessments. The operating results of the acquisitions have been included in the Condensed Consolidated Statements of Income since their respective dates of acquisition. Pro forma financial information, as well as further details regarding the purchase price allocations related to these acquisitions, have not been presented, since the acquisitions are not material, either individually or in the aggregate, to the Company’s financial results. 2022 Acquisitions During the year ended December 31, 2022, the Company completed two acquisitions for approximately $288.2 , net of cash acquired. The acquisitions were funded through a combination of borrowings under the U.S. Commercial Paper Program and cash on hand. One acquisition was included in the Harsh Environment Solutions segment, and the other was included in the Interconnect and Sensor Systems segment. The Company completed the acquisition accounting, including the analyses of the fair value of the assets acquired and liabilities assumed, for one of the 2022 acquisitions, for which the final assessment of values did not differ materially from their previous preliminary assessment. The Company is in the process of completing its analysis of the allocation of the fair value of the assets acquired and liabilities assumed for the other acquisition . While the purchase price allocation and acquisition accounting for the acquisition is subject to final adjustment, the Company anticipates that the final assessment of values will not differ materially from the preliminary assessment. The operating results of the 2022 acquisitions have been included in the Condensed Consolidated Statements of Income since their respective dates of acquisition. Pro forma financial information, as well as further details regarding the purchase price allocations related to these acquisitions, were not presented, since these acquisitions were not material, either individually or in the aggregate, to the Company’s financial results. Acquisition-related Expenses During the three months ended June 30, 2023, the Company incurred $4.0 ($3.8 after-tax) of acquisition-related expenses, comprised of external transaction costs related to acquisitions. During the six months ended June 30, 2023, the Company incurred after-tax) of acquisition-related expenses, comprised of the amortization related to the value associated with acquired backlog resulting from the acquisition that closed in the first quarter of 2023, as well as the external transaction costs incurred in the second quarter. Such acquisition-related expenses are presented separately in the Condensed Consolidated Statements of Income. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | Note 12—Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill by segment were as follows: Harsh Interconnect Environment Communications and Sensor Solutions Solutions Systems Total Goodwill at December 31, 2022 $ 1,667.1 $ 2,908.1 $ 1,870.9 $ 6,446.1 Acquisition-related 65.3 — (0.5) 64.8 Foreign currency translation 1.8 (6.1) 12.0 7.7 Goodwill at June 30, 2023 $ 1,734.2 $ 2,902.0 $ 1,882.4 $ 6,518.6 The increase in goodwill during the first six months of 2023 was primarily driven by goodwill recognized from one acquisition that closed during the first quarter, and to a lesser extent, foreign currency translation. Other than goodwill noted above, the Company’s intangible assets as of June 30, 2023 and December 31, 2022 were as follows: June 30, 2023 December 31, 2022 Weighted Gross Net Gross Net Average Carrying Accumulated Carrying Carrying Accumulated Carrying Life (years) Amount Amortization Amount Amount Amortization Amount Customer relationships 10 $ 701.6 $ 422.5 $ 279.1 $ 677.0 $ 398.3 $ 278.7 Proprietary technology 13 310.0 134.8 175.2 310.0 123.8 186.2 Backlog and other 1 92.4 92.3 0.1 86.9 86.8 0.1 Total intangible assets (definite-lived) 10 1,104.0 649.6 454.4 1,073.9 608.9 465.0 Trade names (indefinite-lived) 269.1 269.1 269.1 269.1 $ 1,373.1 $ 649.6 $ 723.5 $ 1,343.0 $ 608.9 $ 734.1 The increase in the gross carrying amount of intangible assets in the first six months of 2023 was primarily driven by certain customer relationships and acquired backlog recognized as a result of the acquisition accounting associated with an acquisition that closed in the first quarter of 2023. Amortization expense for the three months ended June 30, 2023 and 2022 was approximately , respectively. Amortization expense for the six months ended June 30, 2023 and 2022 was approximately , respectively. Amortization expense for the six months ended June 30, 2023 includes related to the amortization of acquired backlog resulting from the acquisition that closed in the first quarter of 2023. As of June 30, 2023, amortization expense relating to the Company’s current intangible assets estimated for the remainder of 2023 is approximately |
Reportable Business Segments
Reportable Business Segments | 6 Months Ended |
Jun. 30, 2023 | |
Reportable Business Segments | |
Reportable Business Segments | Note 13—Reportable Business Segments The Company organizes its reportable business segments based on the manner in which management evaluates the performance of the Company, combined with the nature of the individual business activities and the product-based solutions offered. The Company aligns its businesses into the following ● Harsh Environment Solutions – the Harsh Environment Solutions segment designs, manufactures and markets a broad range of ruggedized interconnect products, including connectors and interconnect systems, printed circuits and printed circuit assemblies and other products for use in the industrial, military, commercial aerospace, automotive, mobile networks and information technology and data communications end markets. ● Communications Solutions – the Communications Solutions segment designs, manufactures and markets a broad range of connector and interconnect systems, including high speed, radio frequency, power, fiber optic and other products, together with antennas, for use in the information technology and data communications, mobile devices, industrial, mobile networks, broadband communications, automotive, commercial aerospace and military end markets. ● Interconnect and Sensor Systems – the Interconnect and Sensor Systems segment designs, manufactures and markets a broad range of sensors, sensor-based systems, connectors and value-add interconnect systems used in the automotive, industrial, information technology and data communications, mobile networks, military and commercial aerospace end markets. This segment structure reflects (i) the manner in which the Chief Operating Decision Maker (“CODM”), who is the Company’s Chief Executive Officer, regularly assesses information for decision-making purposes, including the allocation of resources, and (ii) how the Company operates its businesses, assesses performance, and communicates results and strategy, among other items, to the Board and its stockholders. The Company has segment managers to lead their respective reportable business segments, each reporting directly to the Chief Executive Officer. The accounting policies of the segments are the same as those for the Company as a whole and are described herein and in Note 1 of the Notes to Consolidated Financial Statements in the 2022 Annual Report. The Company evaluates the performance of the segments and allocates resources to each of them based on, among other things, profit or loss from operations before certain corporate and other related items such as interest, stock-based compensation expense, income taxes, amortization related to certain intangible assets and nonrecurring gains and losses. general corporate expenses and costs which are not allocated to the reportable business segments but have been included in “Corporate / Other” in the following tables for reconciliation purposes. Assets are reviewed by the CODM on a consolidated basis and therefore are not presented by reportable business segment. Net sales by segment for the three and six months ended June 30, 2023 and 2022 are as follows: External Intersegment Three Months Ended June 30, 2023 2022 2023 2022 Harsh Environment Solutions $ 888.9 $ 790.4 $ 24.0 $ 19.8 Communications Solutions 1,161.6 1,378.5 12.1 20.8 Interconnect and Sensor Systems 1,003.4 967.9 4.3 4.3 Consolidated Net sales $ 3,053.9 $ 3,136.8 $ 40.4 $ 44.9 Six Months Ended June 30, Harsh Environment Solutions $ 1,743.1 $ 1,518.0 $ 47.8 $ 35.3 Communications Solutions 2,288.4 2,698.6 26.0 40.1 Interconnect and Sensor Systems 1,996.5 1,872.0 9.4 9.4 Consolidated Net sales $ 6,028.0 $ 6,088.6 $ 83.2 $ 84.8 Segment operating income and the reconciliation of segment operating income to consolidated income before income taxes for the three and six months ended June 30, 2023 and 2022 are as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Segment operating income: Harsh Environment Solutions $ 240.3 $ 206.5 $ 466.6 $ 389.7 Communications Solutions 238.5 303.0 469.1 585.6 Interconnect and Sensor Systems 185.9 177.5 364.7 337.5 Total segment operating income 664.7 687.0 1,300.4 1,312.8 Corporate / Other: Stock-based compensation expense (23.8) (20.9) (45.5) (40.6) Acquisition-related expenses (4.0) — (9.4) — Other operating expenses (17.0) (17.3) (33.9) (33.6) Interest expense (35.0) (30.5) (71.0) (58.6) Gain on bargain purchase acquisition 5.4 — 5.4 — Other income (expense), net 5.6 2.3 9.8 4.0 Income before income taxes $ 595.9 $ 620.6 $ 1,155.8 $ 1,184.0 Depreciation and amortization expense by segment for the three and six months ended June 30, 2023 and 2022 is as follows: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Harsh Environment Solutions $ 19.8 $ 18.8 $ 44.3 $ 37.2 Communications Solutions 40.6 41.4 79.8 83.4 Interconnect and Sensor Systems 31.8 28.9 62.8 58.1 Corporate / Other 1.9 1.7 3.5 3.3 Total $ 94.1 $ 90.8 $ 190.4 $ 182.0 |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2023 | |
Revenue Recognition | |
Revenue Recognition | Note 14—Revenue Recognition Revenues consist of product sales to either end customers and their appointed contract manufacturers (including original equipment manufacturers) or to distributors, and the vast majority of our sales are recognized at a point-in-time under the core principle of recognizing revenue when control transfers to the customer. With limited exceptions, the Company recognizes revenue at the point in time when we ship or deliver the product from our manufacturing facility to our customer, when our customer accepts and has legal title of the goods, and where the Company has a present right to payment for such goods. For the three and six months ended June 30, 2023 and 2022, less than of our net sales were recognized over time, where the associated contracts relate to the sale of goods with no alternative use as they are only sold to a single customer and whose underlying contract terms provide the Company with an enforceable right to payment, including a reasonable profit margin, for performance completed to date, in the event of customer termination. Since we typically invoice our customers at the same time that we satisfy our performance obligations, contract assets and contract liabilities related to our contracts with customers recorded in the Condensed Consolidated Balance Sheets were not material as of June 30, 2023 and December 31, 2022. These amounts are recorded in the accompanying Condensed Consolidated Balance Sheets within Prepaid expenses and other current assets or Other accrued expenses as of June 30, 2023 and December 31, 2022. The Company receives customer orders negotiated with multiple delivery dates that may extend across more than one reporting period until the contract is fulfilled, the end of the order period is reached, or a pre-determined maximum order value has been reached. Orders typically fluctuate from quarter to quarter based on customer demand and general business conditions. It is generally expected that a substantial portion of our remaining performance obligations will be fulfilled within . Since our performance obligations are part of contracts that generally have original durations of disclosed the aggregate amount of transaction prices associated with unsatisfied or partially unsatisfied performance obligations as of June 30, 2023. While the Company typically offers standard product warranty coverage that provides assurance that our products will conform to the contractually agreed-upon specifications for a limited period from the date of shipment, the Company’s warranty liabilities as of June 30, 2023 and December 31, 2022, and related warranty expense for the three and six months ended June 30, 2023 and 2022, have not been and were not material in the accompanying Condensed Consolidated Financial Statements. Disaggregation of Net Sales The following tables show our net sales disaggregated into categories the Company considers meaningful to depict how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors for the three and six months ended June 30, 2023 and 2022: Harsh Environment Communications Interconnect and Total Reportable Solutions Solutions Sensor Systems Business Segments Three Months Ended June 30, 2023 2022 2023 2022 2023 2022 2023 2022 Net sales by: Sales channel: End customers and contract manufacturers $ 651.5 $ 541.8 $ 920.3 $ 1,063.0 $ 960.8 $ 934.3 $ 2,532.6 $ 2,539.1 Distributors and resellers 237.4 248.6 241.3 315.5 42.6 33.6 521.3 597.7 $ 888.9 $ 790.4 $ 1,161.6 $ 1,378.5 $ 1,003.4 $ 967.9 $ 3,053.9 $ 3,136.8 Geography: United States $ 453.3 $ 388.3 $ 347.0 $ 377.7 $ 296.7 $ 275.6 $ 1,097.0 $ 1,041.6 China 89.8 125.1 385.2 421.7 192.6 212.4 667.6 759.2 Other foreign locations 345.8 277.0 429.4 579.1 514.1 479.9 1,289.3 1,336.0 $ 888.9 $ 790.4 $ 1,161.6 $ 1,378.5 $ 1,003.4 $ 967.9 $ 3,053.9 $ 3,136.8 Harsh Environment Communications Interconnect and Total Reportable Solutions Solutions Sensor Systems Business Segments Six Months Ended June 30, 2023 2022 2023 2022 2023 2022 2023 2022 Net sales by: Sales channel: End customers and contract manufacturers $ 1,275.3 $ 1,053.9 $ 1,811.1 $ 2,098.5 $ 1,911.3 $ 1,808.4 $ 4,997.7 $ 4,960.8 Distributors and resellers 467.8 464.1 477.3 600.1 85.2 63.6 1,030.3 1,127.8 $ 1,743.1 $ 1,518.0 $ 2,288.4 $ 2,698.6 $ 1,996.5 $ 1,872.0 $ 6,028.0 $ 6,088.6 Geography: United States $ 872.1 $ 743.1 $ 683.3 $ 693.5 $ 593.9 $ 518.9 $ 2,149.3 $ 1,955.5 China 176.1 233.3 735.2 875.5 375.5 406.4 1,286.8 1,515.2 Other foreign locations 694.9 541.6 869.9 1,129.6 1,027.1 946.7 2,591.9 2,617.9 $ 1,743.1 $ 1,518.0 $ 2,288.4 $ 2,698.6 $ 1,996.5 $ 1,872.0 $ 6,028.0 $ 6,088.6 Net sales by geographic area are based on the customer location to which the product is shipped. It is impracticable to disclose net sales by product or group of products. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 15—Commitments and Contingencies From time to time, the Company has been threatened with, or named as a defendant in, various legal or regulatory actions in the ordinary course of business. The Company records a loss contingency liability when a loss is considered probable and the amount can be reasonably estimated. Although the potential liability with respect to certain of such legal or regulatory actions cannot be reasonably estimated, none of such matters is expected to have a material adverse effect on the Company’s financial condition, results of operations or cash flows. The Company’s legal costs associated with defending itself are recorded to expense as incurred. In August 2018, the Company received a subpoena from the U.S. Department of Defense, Office of the Inspector General (the “OIG”), requesting documents from certain of the Company’s Military and Aerospace businesses pertaining to certain products that are purchased or used by the U.S. government. As of the date of this filing, the Company has responded to several production requests from the OIG, with the most recent being completed during the third quarter of 2021. In connection with this investigation, during the third quarter of 2022, in a meeting with representatives of the U.S. government, it was alleged that the Company likely violated various provisions of federal law, including violations under the civil False Claims Act. The alleged violations relate to various Company actions and inactions that occurred prior to and surrounding the several “stop shipment” orders regarding certain military connector products that were received by the Company in March 2016 and lifted by the U.S. government for all affected products over a period from April 2016 through January 2017. The Company is currently in active discussions with the U.S. government to settle this matter, but there is no assurance that a settlement will be reached, or that any settlement will be on terms favorable to the Company. From December 2019 through October 2020, the Company was named as one of several defendants in four separate lawsuits filed in the State of Indiana . The lawsuits relate to a manufacturing site in Franklin, Indiana (the “Site”) where the Company has been conducting an environmental clean-up effort under the direction of the United States Environmental Protection Agency (the “EPA”). The Site was shut down in 1983, more than three years before the Company acquired the Site as part of a larger acquisition that led to the establishment of the Company’s business in 1987 (the “Acquisition”). In connection with the Acquisition, the Company agreed, and has continued, to work closely with the EPA regarding the ongoing clean-up effort at the Site, subject to an indemnity from the seller (the “Seller”). In 1989, the Company sold the property where the Site is located. The Company settled with cases. There is no assurance that any additional settlements will be reached. The lawsuits collectively seek, among other things, compensation for personal injuries and for past, present and future medical expenses, compensation for loss of property values near the Site and costs related to medical monitoring for individuals living close to the Site, in each case arising from alleged exposure to hazardous chemicals. The Company denies any wrongdoing and is defending each of the remaining above described lawsuits. All the costs incurred relating to these lawsuits have been reimbursed by the Seller based on the Seller’s indemnification obligations entered into in connection with the Acquisition (the “1987 Indemnification Agreement”). In addition, the environmental investigation, remediation and monitoring activities undertaken by the Company relating to the Site have been reimbursed under the 1987 Indemnification Agreement. As a result, the Company does not believe that the costs associated with these lawsuits or the resolution of the related environmental matters will have a material adverse effect on the Company’s consolidated financial condition, results of operations or cash flows. Certain operations of the Company are subject to environmental laws and regulations that govern the discharge of pollutants into the air and water, as well as the handling and disposal of solid and hazardous wastes. The Company believes that its operations are currently in substantial compliance with applicable environmental laws and regulations and that the costs of continuing compliance will not have a material adverse effect on the Company’s financial condition, results of operations or cash flows. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ 460.5 | $ 472.5 | $ 899.7 | $ 898.2 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation and Pri_2
Basis of Presentation and Principles of Consolidation (Policy) | 6 Months Ended |
Jun. 30, 2023 | |
Basis of Presentation and Principles of Consolidation | |
Principles of Consolidation | The Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022, the related Condensed Consolidated Statements of Income and Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2023 and 2022, and the related Condensed Consolidated Statements of Cash Flow for the six months ended June 30, 2023 and 2022, include the accounts of Amphenol Corporation and its subsidiaries (“Amphenol,” the “Company,” “we,” “our” or “us”). All material intercompany balances and transactions have been eliminated in consolidation. The condensed consolidated financial statements included herein are unaudited. In the opinion of management, the condensed consolidated financial statements reflect all adjustments, including normal recurring adjustments considered necessary for a fair presentation of the results, in conformity with accounting principles generally accepted in the United States of America. The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the results to be expected for the full year. These condensed consolidated financial statements and the related notes should be read in conjunction with the consolidated financial statements and notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022 (the “2022 Annual Report”). |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Inventories | |
Schedule of Inventories | June 30, December 31, 2023 2022 Raw materials and supplies $ 926.1 $ 929.9 Work in process 553.6 556.0 Finished goods 518.1 607.7 $ 1,997.8 $ 2,093.6 |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Debt | |
Schedule of debt | June 30, 2023 December 31, 2022 Carrying Approximate Carrying Approximate Amount Fair Value Amount Fair Value Revolving Credit Facility $ — $ — $ — $ — U.S. Commercial Paper Program — — 632.8 632.8 Euro Commercial Paper Program — — — — Term Loan Credit Facility — — — — 3.20% Senior Notes due April 2024 350.0 343.2 349.9 342.7 2.050% Senior Notes due March 2025 399.8 377.4 399.7 376.3 4.750% Senior Notes due March 2026 348.9 345.1 — — 0.750% Euro Senior Notes due May 2026 544.3 497.9 533.4 491.7 2.000% Euro Senior Notes due October 2028 544.1 501.2 533.2 491.5 4.350% Senior Notes due June 2029 499.7 483.5 499.7 477.7 2.800% Senior Notes due February 2030 899.5 786.0 899.5 769.2 2.200% Senior Notes due September 2031 747.7 609.8 747.6 596.2 Other debt 9.7 9.7 6.9 6.9 Less: unamortized deferred debt issuance costs (24.5) — (25.0) — Total debt 4,319.2 3,953.8 4,577.7 4,185.0 Less: current portion 351.8 345.0 2.7 2.7 Total long-term debt $ 3,967.4 $ 3,608.8 $ 4,575.0 $ 4,182.3 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Measurements | |
Fair values of financial and non-financial assets and liabilities | Fair Value Measurements Quoted Prices in Significant Significant Active Markets Observable Unobservable for Identical Inputs Inputs Total Assets (Level 1) (Level 2) (Level 3) June 30, 2023: Short-term investments $ 177.9 $ — $ 177.9 $ — Long-term investments 0.8 — 0.8 — Forward contracts (0.3) — (0.3) — Redeemable noncontrolling interest (21.4) — — (21.4) Total $ 157.0 $ — $ 178.4 $ (21.4) December 31, 2022: Short-term investments $ 61.1 $ — $ 61.1 $ — Long-term investments 50.8 — 50.8 — Forward contracts 1.5 — 1.5 — Redeemable noncontrolling interest (20.6) — — (20.6) Total $ 92.8 $ — $ 113.4 $ (20.6) |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Income Taxes | |
Schedule of provision for income taxes and effective tax rate | Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Provision for income taxes $ (130.6) $ (144.5) $ (247.8) $ (278.7) Effective tax rate 21.9 % 23.3 % 21.4 % 23.5 % |
Stockholders' Equity and Nonc_2
Stockholders' Equity and Noncontrolling Interests (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity and Noncontrolling Interests | |
Rollforward of consolidated changes in equity | A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the three months ended June 30, 2023 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of March 31, 2023 596.3 $ 0.6 (1.0) $ (69.7) $ 2,748.5 $ 5,121.3 $ (492.6) $ 57.5 $ 7,365.6 $ 20.9 Net income 460.5 4.3 464.8 0.5 Other comprehensive income (loss) (99.9) (3.3) (103.2) — Distributions to shareholders of noncontrolling interests (1.3) (1.3) Purchase of treasury stock (2.0) (153.6) (153.6) Retirement of treasury stock (2.0) — 2.0 153.6 (153.6) — Stock options exercised 2.4 — 0.3 20.1 88.1 (8.3) 99.9 Dividends declared ($0.21 per common share) (125.1) (125.1) Stock-based compensation expense 23.8 23.8 Balance as of June 30, 2023 596.7 $ 0.6 (0.7) $ (49.6) $ 2,860.4 $ 5,294.8 $ (592.5) $ 57.2 $ 7,570.9 $ 21.4 (1) Excludes redeemable noncontrolling interest. A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the six months ended June 30, 2023 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of December 31, 2022 596.0 $ 0.6 (1.2) $ (79.8) $ 2,650.4 $ 4,979.4 $ (535.0) $ 57.9 $ 7,073.5 $ 20.6 Net income 899.7 7.5 907.2 0.8 Other comprehensive income (loss) (57.5) (2.5) (60.0) — Acquisitions resulting in noncontrolling interest 0.8 0.8 Distributions to shareholders of noncontrolling interests (6.5) (6.5) Purchase of treasury stock (4.1) (320.5) (320.5) Retirement of treasury stock (4.1) — 4.1 320.5 (320.5) — Stock options exercised 4.8 — 0.5 30.2 164.5 (13.8) 180.9 Dividends declared ($0.42 per common share) (250.0) (250.0) Stock-based compensation expense 45.5 45.5 Balance as of June 30, 2023 596.7 $ 0.6 (0.7) $ (49.6) $ 2,860.4 $ 5,294.8 $ (592.5) $ 57.2 $ 7,570.9 $ 21.4 (1) Excludes redeemable noncontrolling interest. A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the three months ended June 30, 2022 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of March 31, 2022 598.7 $ 0.6 (1.6) $ (101.0) $ 2,438.5 $ 4,391.5 $ (303.5) $ 57.9 $ 6,484.0 $ 19.5 Net income 472.5 3.2 475.7 0.4 Other comprehensive income (loss) (172.4) (3.0) (175.4) — Distributions to shareholders of noncontrolling interests (0.4) (0.4) Purchase of treasury stock (2.7) (186.0) (186.0) Retirement of treasury stock (2.7) — 2.7 186.0 (186.0) — Stock options exercised 0.7 — 0.2 9.0 18.4 (5.1) 22.3 Dividends declared ($0.20 per common share) (119.1) (119.1) Stock-based compensation expense 20.9 20.9 Balance as of June 30, 2022 596.7 $ 0.6 (1.4) $ (92.0) $ 2,477.8 $ 4,553.8 $ (475.9) $ 57.7 $ 6,522.0 $ 19.9 (1) Excludes redeemable noncontrolling interest. A rollforward of consolidated changes in equity and redeemable noncontrolling interest for the six months ended June 30, 2022 is as follows: Stockholders’ equity attributable to Amphenol Corporation Accumulated Redeemable Common Stock Treasury Stock Additional Other Non- Non- Shares Shares Paid-In Retained Comprehensive controlling Total controlling (in millions) Amount (in millions) Amount Capital Earnings Loss Interests (1) Equity Interest Balance as of December 31, 2021 600.7 $ 0.6 (1.6) $ (100.0) $ 2,409.0 $ 4,278.9 $ (286.5) $ 58.1 $ 6,360.1 $ 19.0 Net income 898.2 6.2 904.4 0.9 Other comprehensive income (loss) (189.4) (3.0) (192.4) — Purchase of noncontrolling interest (0.4) (0.1) (0.5) Distributions to shareholders of noncontrolling interests (3.5) (3.5) Purchase of treasury stock (5.3) (389.9) (389.9) Retirement of treasury stock (5.0) — 5.0 368.9 (368.9) — Stock options exercised 1.0 — 0.5 29.0 28.6 (15.8) 41.8 Dividends declared ($0.40 per common share) (238.6) (238.6) Stock-based compensation expense 40.6 40.6 Balance as of June 30, 2022 596.7 $ 0.6 (1.4) $ (92.0) $ 2,477.8 $ 4,553.8 $ (475.9) $ 57.7 $ 6,522.0 $ 19.9 (1) Excludes redeemable noncontrolling interest. |
Schedules of dividends | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Dividends declared $ 125.1 $ 119.1 $ 250.0 $ 238.6 Dividends paid (including those declared in the prior year) 125.0 119.5 249.9 239.3 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Stock-Based Compensation | |
Schedule of stock option activity | Weighted Average Aggregate Weighted Remaining Intrinsic Average Contractual Value Options Exercise Price Term (in years) (in millions) Options outstanding at January 1, 2023 66,135,037 $ 45.57 6.03 $ 2,027.2 Options granted 29,900 79.74 Options exercised (2,568,529) 31.58 Options forfeited (58,420) 53.54 Options outstanding at March 31, 2023 63,537,988 46.14 5.89 1,911.4 Options granted 5,909,147 75.80 Options exercised (2,678,572) 37.26 Options forfeited (284,616) 54.97 Options outstanding at June 30, 2023 66,483,947 $ 49.10 6.07 $ 2,384.3 Vested and non-vested options expected to vest at June 30, 2023 64,311,102 $ 48.68 6.00 $ 2,333.2 Exercisable options at June 30, 2023 43,722,624 $ 41.85 4.95 $ 1,884.7 |
Summary of status of non-vested options and changes during the year | Weighted Average Fair Value at Options Grant Date Non-vested options at January 1, 2023 26,721,012 $ 11.04 Options granted 29,900 20.87 Options vested (150,468) 15.32 Options forfeited (58,420) 10.45 Non-vested options at March 31, 2023 26,542,024 11.03 Options granted 5,909,147 21.36 Options vested (9,421,232) 9.15 Options forfeited (268,616) 11.13 Non-vested options at June 30, 2023 22,761,323 $ 14.48 |
Summary of activity in the option plans | Three Months Ended Six Months Ended June 30, June 30, 2023 2022 2023 2022 Total intrinsic value of stock options exercised $ 113.9 $ 34.9 $ 239.5 $ 69.2 Total fair value of stock options vested 86.3 78.1 88.6 78.8 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share | |
Schedule of the reconciliation of basic weighted average common shares outstanding to diluted weighted average common shares outstanding | Three Months Ended June 30, Six Months Ended June 30, (dollars and shares in millions, except per share data) 2023 2022 2023 2022 Net income attributable to Amphenol Corporation stockholders $ 460.5 $ 472.5 $ 899.7 $ 898.2 Weighted average common shares outstanding — Basic 595.0 596.2 595.0 597.3 Effect of dilutive stock options 23.2 23.5 24.1 25.3 Weighted average common shares outstanding — Diluted 618.2 619.7 619.1 622.6 Net income attributable to Amphenol Corporation per common share — Basic $ 0.77 $ 0.79 $ 1.51 $ 1.50 Net income attributable to Amphenol Corporation per common share — Diluted $ 0.74 $ 0.76 $ 1.45 $ 1.44 |
Benefit Plans and Other Postr_2
Benefit Plans and Other Postretirement Benefits (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Benefit Plans and Other Postretirement Benefits | |
Schedule of components of net pension expense | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Service cost $ 1.8 $ 1.5 $ 3.7 $ 3.0 Interest cost 6.5 3.5 13.0 7.1 Expected return on plan assets (7.3) (7.5) (14.6) (15.0) Amortization of prior service cost 0.5 0.4 0.9 0.7 Amortization of net actuarial losses 0.5 4.0 1.1 8.1 Net pension expense $ 2.0 $ 1.9 $ 4.1 $ 3.9 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Goodwill and Other Intangible Assets | |
Schedule of changes in the carrying amount of goodwill by segment | Harsh Interconnect Environment Communications and Sensor Solutions Solutions Systems Total Goodwill at December 31, 2022 $ 1,667.1 $ 2,908.1 $ 1,870.9 $ 6,446.1 Acquisition-related 65.3 — (0.5) 64.8 Foreign currency translation 1.8 (6.1) 12.0 7.7 Goodwill at June 30, 2023 $ 1,734.2 $ 2,902.0 $ 1,882.4 $ 6,518.6 |
Summary of the Company's amortizable intangible assets | Other than goodwill noted above, the Company’s intangible assets as of June 30, 2023 and December 31, 2022 were as follows: June 30, 2023 December 31, 2022 Weighted Gross Net Gross Net Average Carrying Accumulated Carrying Carrying Accumulated Carrying Life (years) Amount Amortization Amount Amount Amortization Amount Customer relationships 10 $ 701.6 $ 422.5 $ 279.1 $ 677.0 $ 398.3 $ 278.7 Proprietary technology 13 310.0 134.8 175.2 310.0 123.8 186.2 Backlog and other 1 92.4 92.3 0.1 86.9 86.8 0.1 Total intangible assets (definite-lived) 10 1,104.0 649.6 454.4 1,073.9 608.9 465.0 Trade names (indefinite-lived) 269.1 269.1 269.1 269.1 $ 1,373.1 $ 649.6 $ 723.5 $ 1,343.0 $ 608.9 $ 734.1 |
Summary of the Company's indefinite-lived intangible assets | Other than goodwill noted above, the Company’s intangible assets as of June 30, 2023 and December 31, 2022 were as follows: June 30, 2023 December 31, 2022 Weighted Gross Net Gross Net Average Carrying Accumulated Carrying Carrying Accumulated Carrying Life (years) Amount Amortization Amount Amount Amortization Amount Customer relationships 10 $ 701.6 $ 422.5 $ 279.1 $ 677.0 $ 398.3 $ 278.7 Proprietary technology 13 310.0 134.8 175.2 310.0 123.8 186.2 Backlog and other 1 92.4 92.3 0.1 86.9 86.8 0.1 Total intangible assets (definite-lived) 10 1,104.0 649.6 454.4 1,073.9 608.9 465.0 Trade names (indefinite-lived) 269.1 269.1 269.1 269.1 $ 1,373.1 $ 649.6 $ 723.5 $ 1,343.0 $ 608.9 $ 734.1 |
Reportable Business Segments (T
Reportable Business Segments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Reportable Business Segments | |
Schedule of net sales, both external and intersegment, by segment | External Intersegment Three Months Ended June 30, 2023 2022 2023 2022 Harsh Environment Solutions $ 888.9 $ 790.4 $ 24.0 $ 19.8 Communications Solutions 1,161.6 1,378.5 12.1 20.8 Interconnect and Sensor Systems 1,003.4 967.9 4.3 4.3 Consolidated Net sales $ 3,053.9 $ 3,136.8 $ 40.4 $ 44.9 Six Months Ended June 30, Harsh Environment Solutions $ 1,743.1 $ 1,518.0 $ 47.8 $ 35.3 Communications Solutions 2,288.4 2,698.6 26.0 40.1 Interconnect and Sensor Systems 1,996.5 1,872.0 9.4 9.4 Consolidated Net sales $ 6,028.0 $ 6,088.6 $ 83.2 $ 84.8 |
Schedule of the reconciliation of segment operating income to consolidated income before income taxes | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Segment operating income: Harsh Environment Solutions $ 240.3 $ 206.5 $ 466.6 $ 389.7 Communications Solutions 238.5 303.0 469.1 585.6 Interconnect and Sensor Systems 185.9 177.5 364.7 337.5 Total segment operating income 664.7 687.0 1,300.4 1,312.8 Corporate / Other: Stock-based compensation expense (23.8) (20.9) (45.5) (40.6) Acquisition-related expenses (4.0) — (9.4) — Other operating expenses (17.0) (17.3) (33.9) (33.6) Interest expense (35.0) (30.5) (71.0) (58.6) Gain on bargain purchase acquisition 5.4 — 5.4 — Other income (expense), net 5.6 2.3 9.8 4.0 Income before income taxes $ 595.9 $ 620.6 $ 1,155.8 $ 1,184.0 |
Schedule of depreciation and amortization expense | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Harsh Environment Solutions $ 19.8 $ 18.8 $ 44.3 $ 37.2 Communications Solutions 40.6 41.4 79.8 83.4 Interconnect and Sensor Systems 31.8 28.9 62.8 58.1 Corporate / Other 1.9 1.7 3.5 3.3 Total $ 94.1 $ 90.8 $ 190.4 $ 182.0 |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Revenue Recognition | |
Schedule of disaggregation of net sales | Harsh Environment Communications Interconnect and Total Reportable Solutions Solutions Sensor Systems Business Segments Three Months Ended June 30, 2023 2022 2023 2022 2023 2022 2023 2022 Net sales by: Sales channel: End customers and contract manufacturers $ 651.5 $ 541.8 $ 920.3 $ 1,063.0 $ 960.8 $ 934.3 $ 2,532.6 $ 2,539.1 Distributors and resellers 237.4 248.6 241.3 315.5 42.6 33.6 521.3 597.7 $ 888.9 $ 790.4 $ 1,161.6 $ 1,378.5 $ 1,003.4 $ 967.9 $ 3,053.9 $ 3,136.8 Geography: United States $ 453.3 $ 388.3 $ 347.0 $ 377.7 $ 296.7 $ 275.6 $ 1,097.0 $ 1,041.6 China 89.8 125.1 385.2 421.7 192.6 212.4 667.6 759.2 Other foreign locations 345.8 277.0 429.4 579.1 514.1 479.9 1,289.3 1,336.0 $ 888.9 $ 790.4 $ 1,161.6 $ 1,378.5 $ 1,003.4 $ 967.9 $ 3,053.9 $ 3,136.8 Harsh Environment Communications Interconnect and Total Reportable Solutions Solutions Sensor Systems Business Segments Six Months Ended June 30, 2023 2022 2023 2022 2023 2022 2023 2022 Net sales by: Sales channel: End customers and contract manufacturers $ 1,275.3 $ 1,053.9 $ 1,811.1 $ 2,098.5 $ 1,911.3 $ 1,808.4 $ 4,997.7 $ 4,960.8 Distributors and resellers 467.8 464.1 477.3 600.1 85.2 63.6 1,030.3 1,127.8 $ 1,743.1 $ 1,518.0 $ 2,288.4 $ 2,698.6 $ 1,996.5 $ 1,872.0 $ 6,028.0 $ 6,088.6 Geography: United States $ 872.1 $ 743.1 $ 683.3 $ 693.5 $ 593.9 $ 518.9 $ 2,149.3 $ 1,955.5 China 176.1 233.3 735.2 875.5 375.5 406.4 1,286.8 1,515.2 Other foreign locations 694.9 541.6 869.9 1,129.6 1,027.1 946.7 2,591.9 2,617.9 $ 1,743.1 $ 1,518.0 $ 2,288.4 $ 2,698.6 $ 1,996.5 $ 1,872.0 $ 6,028.0 $ 6,088.6 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Jun. 30, 2023 | Dec. 31, 2022 |
Inventories | ||
Raw materials and supplies | $ 926.1 | $ 929.9 |
Work in process | 553.6 | 556 |
Finished goods | 518.1 | 607.7 |
Inventories | $ 1,997.8 | $ 2,093.6 |
Debt, Schedule of Debt (Details
Debt, Schedule of Debt (Details) € in Millions, $ in Millions | Jun. 30, 2023 USD ($) | Jun. 30, 2023 EUR (€) | Mar. 30, 2023 | Dec. 31, 2022 USD ($) | Dec. 31, 2022 EUR (€) |
Debt | |||||
Less: unamortized deferred debt issuance costs | $ (24.5) | $ (25) | |||
Total debt | 4,319.2 | 4,577.7 | |||
Less current portion | 351.8 | 2.7 | |||
Total long-term debt | 3,967.4 | 4,575 | |||
Total debt, Approximate Fair Value | 3,953.8 | 4,185 | |||
Less current portion, Fair Value | 345 | 2.7 | |||
Long-term debt, Approximate Fair Value | 3,608.8 | 4,182.3 | |||
Fair Value | |||||
Debt | |||||
Less: unamortized deferred debt issuance costs | |||||
The "Revolving Credit Facility" | Revolving Credit Facility | |||||
Debt | |||||
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | 0 | 0 | |||
Total debt, Approximate Fair Value | 0 | 0 | |||
U.S. Commercial Paper Program | |||||
Debt | |||||
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | 0 | 632.8 | |||
Total debt, Approximate Fair Value | 0 | 632.8 | |||
Euro Commercial Paper Program | |||||
Debt | |||||
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | 0 | € 0 | 0 | € 0 | |
Total debt, Approximate Fair Value | 0 | 0 | |||
2022 Term Loan | |||||
Debt | |||||
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | 0 | 0 | |||
Total debt, Approximate Fair Value | $ 0 | $ 0 | |||
3.20% Senior Notes due April 2024 | |||||
Debt | |||||
Stated interest rate (as a percent) | 3.20% | 3.20% | 3.20% | 3.20% | |
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 350 | $ 349.9 | |||
Total debt, Approximate Fair Value | $ 343.2 | $ 342.7 | |||
2.05% Senior Notes due March 2025 | |||||
Debt | |||||
Stated interest rate (as a percent) | 2.05% | 2.05% | 2.05% | 2.05% | |
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 399.8 | $ 399.7 | |||
Total debt, Approximate Fair Value | $ 377.4 | 376.3 | |||
4.750% Senior Notes due March 2026 | |||||
Debt | |||||
Stated interest rate (as a percent) | 4.75% | 4.75% | 4.75% | ||
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 348.9 | 0 | |||
Total debt, Approximate Fair Value | $ 345.1 | $ 0 | |||
0.750% Euro Senior Notes due May 2026 | |||||
Debt | |||||
Stated interest rate (as a percent) | 0.75% | 0.75% | 0.75% | 0.75% | |
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 544.3 | $ 533.4 | |||
Total debt, Approximate Fair Value | $ 497.9 | $ 491.7 | |||
2.000% Euro Senior Notes due October 2028 | |||||
Debt | |||||
Stated interest rate (as a percent) | 2% | 2% | 2% | 2% | |
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 544.1 | $ 533.2 | |||
Total debt, Approximate Fair Value | $ 501.2 | $ 491.5 | |||
4.350% Senior Notes due June 2029 | |||||
Debt | |||||
Stated interest rate (as a percent) | 4.35% | 4.35% | 4.35% | 4.35% | |
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 499.7 | $ 499.7 | |||
Total debt, Approximate Fair Value | $ 483.5 | $ 477.7 | |||
2.800% Senior Notes due February 2030 | |||||
Debt | |||||
Stated interest rate (as a percent) | 2.80% | 2.80% | 2.80% | 2.80% | |
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 899.5 | $ 899.5 | |||
Total debt, Approximate Fair Value | $ 786 | $ 769.2 | |||
2.200% Senior Notes due September 2031 | |||||
Debt | |||||
Stated interest rate (as a percent) | 2.20% | 2.20% | 2.20% | 2.20% | |
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | $ 747.7 | $ 747.6 | |||
Total debt, Approximate Fair Value | 609.8 | 596.2 | |||
Other Debt [Member] | |||||
Debt | |||||
Debt carrying amount, net of unamortized discount or premium before deferred debt issuance costs | 9.7 | 6.9 | |||
Total debt, Approximate Fair Value | $ 9.7 | $ 6.9 |
Debt, Revolving Credit Facility
Debt, Revolving Credit Facility (Details) - The "Revolving Credit Facility" - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Nov. 30, 2021 | |
Debt | |||
Maximum borrowing capacity | $ 2,500 | $ 2,500 | |
Borrowings under the Revolving Credit Facility | $ 0 | $ 0 | |
Debt instrument, covenant compliance | On June 30, 2023, the Company was in compliance with the financial covenants under the Revolving Credit Facility |
Debt, Term Loan Credit Facility
Debt, Term Loan Credit Facility (Details) - 2022 Term Loan $ in Millions | 6 Months Ended | |
Apr. 19, 2022 USD ($) loan | Jun. 30, 2023 USD ($) | |
Debt | ||
Maximum borrowing capacity | $ 750 | |
Borrowings under the unsecured term loan credit facility | $ 0 | |
Maturity term | 2 years | |
Debt maturity date | Apr. 19, 2024 | |
Number of occasions allowed to borrow over the life of the facility | loan | 5 | |
Credit facility, covenant compliance | On June 30, 2023, the Company was in compliance with the financial covenants under the 2022 Term Loan. |
Debt, Commercial Paper (Details
Debt, Commercial Paper (Details) € in Millions, $ in Millions | 6 Months Ended | |||
Jun. 30, 2023 EUR (€) item | Jun. 30, 2023 USD ($) item | Dec. 31, 2022 EUR (€) | Dec. 31, 2022 USD ($) | |
Commercial Paper Programs and Revolving Credit Facility [Member] | ||||
Debt | ||||
Maximum borrowing capacity | $ 2,500 | |||
U.S. Commercial Paper Program | ||||
Debt | ||||
Average interest rate (as a percent) | 4.69% | 4.69% | ||
Debt carrying amount, net of unamortized discount before deferred debt issuance costs | 0 | $ 632.8 | ||
Maximum borrowing capacity | $ 2,500 | |||
U.S. Commercial Paper Program | Maximum | ||||
Debt | ||||
Maturity term | 397 days | |||
Euro Commercial Paper Program | ||||
Debt | ||||
Number of wholly-owned subsidiaries that entered into a euro-commercial paper program | item | 1 | 1 | ||
Debt carrying amount, net of unamortized discount before deferred debt issuance costs | € 0 | $ 0 | € 0 | $ 0 |
Maximum borrowing capacity | $ 2,000 | |||
Euro Commercial Paper Program | Maximum | ||||
Debt | ||||
Maturity term | 183 days |
Debt, U.S. Senior Notes (Detail
Debt, U.S. Senior Notes (Details) - USD ($) $ in Millions | 6 Months Ended | |
Mar. 30, 2023 | Jun. 30, 2023 | |
U.S. Senior Notes | ||
Debt | ||
Redemption price as a percentage of principal amount | 100% | |
4.750% Senior Notes due March 2026 | ||
Debt | ||
Redemption price as a percentage of principal amount | 100% | |
Debt instrument, principal amount | $ 350 | |
Stated interest rate (as a percent) | 4.75% | 4.75% |
Debt instrument, face amount, net of discount (as a percent) | 99.658% | |
Debt maturity date | Mar. 30, 2026 | |
Euro Senior Notes and US Senior Notes [Member] | ||
Debt | ||
Debt instrument, covenant compliance | On June 30, 2023, the Company was in compliance with all requirements under its Senior Notes |
Debt, Euro Senior Notes (Detail
Debt, Euro Senior Notes (Details) € in Millions | 6 Months Ended |
Jun. 30, 2023 EUR (€) loan | |
Euro Notes [Member] | |
Debt | |
Number of outstanding notes | loan | 2 |
Redemption price as a percentage of principal amount | 100% |
0.750% Euro Senior Notes Due May 2026 [Member] | |
Debt | |
Debt instrument, principal amount | € 500 |
Stated interest rate (as a percent) | 0.75% |
Debt maturity date | May 04, 2026 |
Debt instrument, face amount, net of discount (as a percent) | 99.563% |
2.000% Euro Senior Notes due October 2028 [Member] | |
Debt | |
Debt instrument, principal amount | € 500 |
Stated interest rate (as a percent) | 2% |
Debt maturity date | Oct. 08, 2028 |
Debt instrument, face amount, net of discount (as a percent) | 99.498% |
Euro Senior Notes and US Senior Notes [Member] | |
Debt | |
Debt instrument, covenant compliance | On June 30, 2023, the Company was in compliance with all requirements under its Senior Notes |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 USD ($) contract | Dec. 31, 2022 USD ($) | |
Net Investment Hedging [Member] | ||
Fair value of assets and liabilities measured on recurring basis | ||
Number of forward contracts | contract | 0 | |
Cash Flow Hedging | ||
Fair value of assets and liabilities measured on recurring basis | ||
Number of forward contracts | contract | 0 | |
Maximum | ||
Fair value of assets and liabilities measured on recurring basis | ||
Long-term investments maturity period | 2 years | |
Fair value measurements recurring basis | ||
Fair value of assets and liabilities measured on recurring basis | ||
Short-term investments | $ 177.9 | $ 61.1 |
Long-term investments | 0.8 | 50.8 |
Forward contracts | 1.5 | |
Forward contracts | (0.3) | |
Redeemable noncontrolling interest | (21.4) | (20.6) |
Total asset | 157 | 92.8 |
Fair value measurements recurring basis | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Fair value of assets and liabilities measured on recurring basis | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Forward contracts | 0 | |
Forward contracts | 0 | |
Redeemable noncontrolling interest | 0 | 0 |
Total asset | 0 | 0 |
Fair value measurements recurring basis | Significant Observable Inputs (Level 2) | ||
Fair value of assets and liabilities measured on recurring basis | ||
Short-term investments | 177.9 | 61.1 |
Long-term investments | 0.8 | 50.8 |
Forward contracts | 1.5 | |
Forward contracts | (0.3) | |
Redeemable noncontrolling interest | 0 | 0 |
Total asset | 178.4 | 113.4 |
Fair value measurements recurring basis | Significant Unobservable Inputs (Level 3) | ||
Fair value of assets and liabilities measured on recurring basis | ||
Short-term investments | 0 | 0 |
Long-term investments | 0 | 0 |
Forward contracts | 0 | |
Forward contracts | 0 | |
Redeemable noncontrolling interest | (21.4) | (20.6) |
Total liability | $ (21.4) | $ (20.6) |
Income Taxes, Provision and Eff
Income Taxes, Provision and Effective tax rate (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Income Taxes | ||||
Provision for income taxes | $ (130.6) | $ (144.5) | $ (247.8) | $ (278.7) |
Effective tax rate | 21.90% | 23.30% | 21.40% | 23.50% |
Excess tax benefit from option exercises | $ 11.9 | $ 7.5 | $ 29 | $ 11.3 |
Excess tax benefit, impact on effective tax rate | (2.00%) | (1.20%) | (2.50%) | (1.00%) |
Impact of gain associated with the bargain purchase acquisition on the effective tax rate | (0.20%) | (0.10%) | ||
Impact of acquisition-related expenses on the effective tax rate | 0.10% | 0.10% |
Income Taxes, 2017 Tax Cuts and
Income Taxes, 2017 Tax Cuts and Jobs Act (Details) | 6 Months Ended |
Jun. 30, 2023 | |
Income Taxes | |
Period for payment of Transition Tax | 8 years |
Income Taxes, Unrecognized tax
Income Taxes, Unrecognized tax benefits (Details) $ in Millions | Jun. 30, 2023 USD ($) |
Income Taxes | |
Unrecognized tax benefits, anticipated adjustment for changing facts and circumstances, over the next twelve month period | $ 21.7 |
Amount for unrecognized tax benefits, including penalties and interest, which if recognized would impact the effective tax rate | $ 194.1 |
Stockholders Equity and Noncont
Stockholders Equity and Noncontrolling Interests (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Oct. 25, 2022 | Oct. 24, 2022 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Increase (Decrease) In Equity | |||||||
Balance at beginning of period | $ 7,365.6 | $ 7,073.5 | $ 6,484 | $ 7,073.5 | $ 6,360.1 | ||
Redeemable noncontrolling interest, balance at beginning of period | 20.6 | 20.6 | |||||
Net income, excluding portion attributable to redeemable noncontrolling interest | 464.8 | 475.7 | 907.2 | 904.4 | |||
Net income | 465.3 | 476.1 | 908 | 905.3 | |||
Other comprehensive income (loss) | (103.2) | (175.4) | (60) | (192.4) | |||
Acquisitions resulting in noncontrolling interest | 0.8 | ||||||
Purchase of noncontrolling interest | (0.5) | ||||||
Distributions to shareholders of noncontrolling interests | (1.3) | (0.4) | (6.5) | (3.5) | |||
Purchase of treasury stock | (153.6) | (186) | (320.5) | (389.9) | |||
Retirement of treasury stock | 0 | 0 | 0 | 0 | |||
Stock options exercised | 99.9 | 22.3 | 180.9 | 41.8 | |||
Dividends declared | (125.1) | (119.1) | (250) | (238.6) | |||
Stock-based compensation expense | 23.8 | 20.9 | 45.5 | 40.6 | |||
Balance at end of period | 7,570.9 | 7,365.6 | $ 6,522 | 7,570.9 | $ 6,522 | ||
Redeemable noncontrolling interest, balance at end of period | $ 21.4 | $ 21.4 | |||||
Dividends [Abstract] | |||||||
Dividends declared per share (in dollars per share) | $ 0.21 | $ 0.20 | $ 0.21 | $ 0.20 | $ 0.42 | $ 0.40 | |
Redeemable Non-Controlling Interest [Member] | |||||||
Increase (Decrease) In Equity | |||||||
Redeemable noncontrolling interest, balance at beginning of period | $ 20.9 | 20.6 | $ 19.5 | $ 20.6 | $ 19 | ||
Net income, redeemable non-controlling interest | 0.5 | 0.4 | 0.8 | 0.9 | |||
Redeemable noncontrolling interest, other comprehensive income loss net of tax | 0 | 0 | 0 | 0 | |||
Redeemable noncontrolling interest, balance at end of period | $ 21.4 | $ 20.9 | $ 19.9 | $ 21.4 | $ 19.9 | ||
Common Stock | |||||||
Increase (Decrease) In Equity | |||||||
Balance (in shares) | 596.3 | 596 | 598.7 | 596 | 600.7 | ||
Balance at beginning of period | $ 0.6 | $ 0.6 | $ 0.6 | $ 0.6 | $ 0.6 | ||
Retirement of treasury stock | $ 0 | $ 0 | $ 0 | $ 0 | |||
Retirement of treasury stock (in shares) | (2) | (2.7) | (4.1) | (5) | |||
Stock options exercised | $ 0 | $ 0 | $ 0 | $ 0 | |||
Stock options exercised (in shares) | 2.4 | 0.7 | 4.8 | 1 | |||
Balance (in shares) | 596.7 | 596.3 | 596.7 | 596.7 | 596.7 | ||
Balance at end of period | $ 0.6 | $ 0.6 | $ 0.6 | $ 0.6 | $ 0.6 | ||
Treasury Stock | |||||||
Increase (Decrease) In Equity | |||||||
Balance (in shares) | (1) | (1.2) | (1.6) | (1.2) | (1.6) | ||
Balance at beginning of period | $ (69.7) | $ (79.8) | $ (101) | $ (79.8) | $ (100) | ||
Purchase of treasury stock | $ (153.6) | $ (186) | $ (320.5) | $ (389.9) | |||
Purchase of treasury stock (in shares) | (2) | (2.7) | (4.1) | (5.3) | |||
Retirement of treasury stock | $ 153.6 | $ 186 | $ 320.5 | $ 368.9 | |||
Retirement of treasury stock (in shares) | 2 | 2.7 | 4.1 | 5 | |||
Stock options exercised | $ 20.1 | $ 9 | $ 30.2 | $ 29 | |||
Stock options exercised (in shares) | 0.3 | 0.2 | 0.5 | 0.5 | |||
Balance at end of period | $ (49.6) | $ (69.7) | $ (92) | $ (49.6) | $ (92) | ||
Balance (in shares) | (0.7) | (1) | (1.4) | (0.7) | (1.4) | ||
Additional Paid in Capital | |||||||
Increase (Decrease) In Equity | |||||||
Balance at beginning of period | $ 2,748.5 | $ 2,650.4 | $ 2,438.5 | $ 2,650.4 | $ 2,409 | ||
Purchase of noncontrolling interest | (0.4) | ||||||
Stock options exercised | 88.1 | 18.4 | 164.5 | 28.6 | |||
Stock-based compensation expense | 23.8 | 20.9 | 45.5 | 40.6 | |||
Balance at end of period | 2,860.4 | 2,748.5 | 2,477.8 | 2,860.4 | 2,477.8 | ||
Retained Earnings | |||||||
Increase (Decrease) In Equity | |||||||
Balance at beginning of period | 5,121.3 | 4,979.4 | 4,391.5 | 4,979.4 | 4,278.9 | ||
Net income, excluding portion attributable to redeemable noncontrolling interest | 460.5 | 472.5 | 899.7 | 898.2 | |||
Retirement of treasury stock | (153.6) | (186) | (320.5) | (368.9) | |||
Stock options exercised | (8.3) | (5.1) | (13.8) | (15.8) | |||
Dividends declared | (125.1) | (119.1) | (250) | (238.6) | |||
Balance at end of period | 5,294.8 | 5,121.3 | 4,553.8 | 5,294.8 | 4,553.8 | ||
Accumulated Other Comprehensive Loss | |||||||
Increase (Decrease) In Equity | |||||||
Balance at beginning of period | (492.6) | (535) | (303.5) | (535) | (286.5) | ||
Other comprehensive income (loss) | (99.9) | (172.4) | (57.5) | (189.4) | |||
Balance at end of period | (592.5) | (492.6) | (475.9) | (592.5) | (475.9) | ||
Noncontrolling Interests | |||||||
Increase (Decrease) In Equity | |||||||
Balance at beginning of period | 57.5 | 57.9 | 57.9 | 57.9 | 58.1 | ||
Net income, excluding portion attributable to redeemable noncontrolling interest | 4.3 | 3.2 | 7.5 | 6.2 | |||
Other comprehensive income (loss) | (3.3) | (3) | (2.5) | (3) | |||
Acquisitions resulting in noncontrolling interest | 0.8 | ||||||
Purchase of noncontrolling interest | (0.1) | ||||||
Distributions to shareholders of noncontrolling interests | (1.3) | (0.4) | (6.5) | (3.5) | |||
Balance at end of period | $ 57.2 | $ 57.5 | $ 57.7 | $ 57.2 | $ 57.7 |
Stockholders Equity and Nonco_2
Stockholders Equity and Noncontrolling Interests, Stock Repurchase (Details) - USD ($) shares in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 27, 2021 | Jul. 25, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Stockholders' Equity | ||||||
Treasury stock retired (in dollars) | $ 0 | $ 0 | $ 0 | $ 0 | ||
Payments for shares repurchased (in dollars) | $ 153.6 | $ 186 | $ 320.5 | $ 389.9 | ||
2021 Stock Repurchase Program | ||||||
Stockholders' Equity | ||||||
Value of shares authorized to be repurchased (in dollars) | $ 2,000 | |||||
Repurchase of stock program, period | 3 years | |||||
Number of treasury shares retired | 4.1 | 5 | ||||
Treasury stock retired (in dollars) | $ 320.5 | $ 368.9 | ||||
Number of shares repurchased | 2 | 2.7 | 4.1 | 5.3 | ||
Payments for shares repurchased (in dollars) | $ 153.6 | $ 186 | $ 320.5 | $ 389.9 | ||
Subsequent Event | 2021 Stock Repurchase Program | ||||||
Stockholders' Equity | ||||||
Number of shares repurchased | 0.5 | |||||
Payments for shares repurchased (in dollars) | $ 39.4 | |||||
Value of shares remaining that may be repurchased under the stock repurchase program (in dollars) | $ 451.8 |
Stockholders Equity and Nonco_3
Stockholders Equity and Noncontrolling Interests, Dividends (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Oct. 25, 2022 | Oct. 24, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Stockholders' Equity and Noncontrolling Interests | ||||||
Dividends declared per share (in dollars per share) | $ 0.21 | $ 0.20 | $ 0.21 | $ 0.20 | $ 0.42 | $ 0.40 |
Dividends declared | $ 125.1 | $ 119.1 | $ 250 | $ 238.6 | ||
Dividends paid (including those declared in the prior year) | $ 125 | $ 119.5 | $ 249.9 | $ 239.3 |
Stock-Based Compensation, Stock
Stock-Based Compensation, Stock-based Comp Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Stock-Based Compensation | ||||
Expense incurred for stock-based compensation plans | $ 23.8 | $ 20.9 | $ 45.5 | $ 40.6 |
Recognized tax benefit related to stock-based compensation | 14.2 | 9.6 | 33.5 | 15.4 |
Excess tax benefit from option exercises | $ 11.9 | $ 7.5 | $ 29 | $ 11.3 |
Stock-Based Compensation, Sto_2
Stock-Based Compensation, Stock Options (Details) - shares | 6 Months Ended | ||
May 19, 2021 | Jun. 30, 2023 | May 18, 2021 | |
2009 Employee Option Plan | |||
Stock-Based Compensation | |||
Additional shares available for the granting of stock options | 0 | ||
Options ratable vesting period | 5 years | ||
Options exercisable period | 10 years | ||
2017 Option Plan | |||
Stock-Based Compensation | |||
Additional shares available for the granting of stock options | 40,000,000 | ||
Number of shares originally authorized for issuance of stock options under stock option plan | 60,000,000 | ||
Remaining shares available for the granting of stock options under plan | 31,193,052 | ||
Options ratable vesting period | 5 years | ||
Options exercisable period | 10 years |
Stock-Based Compensation, Sto_3
Stock-Based Compensation, Stock Option Activity (Details) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Stock option activity | ||||
Options outstanding at the beginning of the period (in shares) | 63,537,988 | 66,135,037 | 66,135,037 | |
Non-vested options, options granted (in shares) | 5,909,147 | 29,900 | ||
Options exercised (in shares) | (2,678,572) | (2,568,529) | ||
Options forfeited (in shares) | (284,616) | (58,420) | ||
Options outstanding at the end of the period (in shares) | 66,483,947 | 63,537,988 | 66,483,947 | 66,135,037 |
Vested and non-vested options expected to vest at the end of the period (in shares) | 64,311,102 | 64,311,102 | ||
Exercisable at the end of the period (in shares) | 43,722,624 | 43,722,624 | ||
Weighted Average Exercise Price | ||||
Weighted average exercise price, options outstanding at the beginning of the period (in dollars per share) | $ 46.14 | $ 45.57 | $ 45.57 | |
Weighted average exercise price, options granted (in dollars per share) | 75.80 | 79.74 | ||
Weighted average exercise price, options exercised (in dollars per share) | 37.26 | 31.58 | ||
Weighted average exercise price, options forfeited (in dollars per share) | 54.97 | 53.54 | ||
Weighted average exercise price, options outstanding at the end of the period (in dollars per share) | 49.10 | $ 46.14 | 49.10 | $ 45.57 |
Weighted average exercise price, vested and non-vested options expected to vest (in dollars per share) | 48.68 | 48.68 | ||
Weighted average exercise price, exercisable (in dollars per share) | $ 41.85 | $ 41.85 | ||
Weighted Average Remaining Contractual Term | ||||
Weighted average remaining contractual term of options outstanding | 6 years 25 days | 5 years 10 months 20 days | 6 years 10 days | |
Weighted average remaining contractual term of options vested options and non-vested expected to vest | 6 years | |||
Weighted average remaining contractual term of options exercisable | 4 years 11 months 12 days | |||
Aggregate Intrinsic Value | ||||
Aggregate intrinsic value of options outstanding | $ 2,384.3 | $ 1,911.4 | $ 2,384.3 | $ 2,027.2 |
Aggregate intrinsic value of options, vested and non-vested options expected to vest | 2,333.2 | 2,333.2 | ||
Aggregate intrinsic value of options exercisable | $ 1,884.7 | $ 1,884.7 |
Stock-Based Compensation, Non-V
Stock-Based Compensation, Non-Vested Stock Option Activity (Details) - Employee Stock Option [Member] - $ / shares | 3 Months Ended | |
Jun. 30, 2023 | Mar. 31, 2023 | |
Status of the Company's non-vested options and changes during the year | ||
Non-vested options at the beginning of the period (in shares) | 26,542,024 | 26,721,012 |
Non-vested options, options granted (in shares) | 5,909,147 | 29,900 |
Non-vested options, options vested (in shares) | (9,421,232) | (150,468) |
Non-vested options, options forfeited (in shares) | (268,616) | (58,420) |
Non-vested options at the end of the period (in shares) | 22,761,323 | 26,542,024 |
Weighted Average Fair Value at Grant Date | ||
Weighted average fair value at the grant date, Non-vested options at the beginning of the period (in dollars per share) | $ 11.03 | $ 11.04 |
Weighted average fair value at grant date, options granted (in dollars per share) | 21.36 | 20.87 |
Weighted average fair value at grant date, options vested (in dollars per share) | 9.15 | 15.32 |
Weighted average fair value at grant date, options forfeited (in dollars per share) | 11.13 | 10.45 |
Weighted average fair value at the grant date, Non-vested options at the end of the period (in dollars per share) | $ 14.48 | $ 11.03 |
Stock-Based Compensation, Optio
Stock-Based Compensation, Option Plans (Details) - Employee Stock Option [Member] - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Stock-Based Compensation | ||||
Total intrinsic value of stock options exercised (in dollars) | $ 113.9 | $ 34.9 | $ 239.5 | $ 69.2 |
Total fair value of stock options vested (in dollars) | 86.3 | $ 78.1 | 88.6 | $ 78.8 |
Total compensation cost related to non-vested options not yet recognized (in dollars) | $ 296 | $ 296 | ||
Weighted average expected amortization period | 3 years 8 months 23 days |
Stock-Based Compensation, Restr
Stock-Based Compensation, Restricted Shares (Details) - 2012 Directors Restricted Stock Plan - shares | May 17, 2023 | Jun. 30, 2023 |
Restricted share activity | ||
Restricted shares vested (in shares) | 21,312 | |
Restricted Shares | ||
Stock-Based Compensation | ||
Remaining shares available for the granting of stock options under plan | 0 | |
Restricted share activity | ||
Restricted shares outstanding (in shares) | 0 |
Stock-Based Compensation, Phant
Stock-Based Compensation, Phantom Stock (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 05, 2023 | Jun. 30, 2023 | |
Phantom stock for non-employee directors | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of phantom stock granted (in shares) | 19,000 | |
Total compensation cost related to non-vested restricted shares not yet recognized (in dollars) | $ 1.3 | |
Weighted average expected amortization period | 10 months 13 days | |
Phantom stock for non-employee directors, Each non-employee director | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares of phantom stock granted (in shares) | 2,375 |
Earnings Per Share, Reconciliat
Earnings Per Share, Reconciliation (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Earnings Per Share | ||||
Net Income (Loss) | $ 460.5 | $ 472.5 | $ 899.7 | $ 898.2 |
Weighted average common shares outstanding - Basic (in shares) | 595 | 596.2 | 595 | 597.3 |
Effect of dilutive stock options (in shares) | 23.2 | 23.5 | 24.1 | 25.3 |
Weighted average common shares outstanding - Diluted (in shares) | 618.2 | 619.7 | 619.1 | 622.6 |
Net income attributable to Amphenol Corporation per common share - Basic: | ||||
Net income attributable to Amphenol Corporation per common share - Basic (in dollars per share) | $ 0.77 | $ 0.79 | $ 1.51 | $ 1.50 |
Net income attributable to Amphenol Corporation per common share - Diluted: | ||||
Net income attributable to Amphenol Corporation per common share - Diluted (in dollars per share) | $ 0.74 | $ 0.76 | $ 1.45 | $ 1.44 |
Anti-dilutive common shares | ||||
Anti-dilutive stock options, excluded from the computations of earnings per share (in shares) | 10 | 11.1 | 8.8 | 7.6 |
Benefit Plans and Other Postr_3
Benefit Plans and Other Postretirement Benefits, Net pension expense (Details) - Pension Benefits - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Components of net pension expense: | ||||
Service cost | $ 1.8 | $ 1.5 | $ 3.7 | $ 3 |
Interest cost | 6.5 | 3.5 | 13 | 7.1 |
Expected return on plan assets | (7.3) | (7.5) | (14.6) | (15) |
Amortization of prior service cost | 0.5 | 0.4 | 0.9 | 0.7 |
Amortization of net actuarial losses | 0.5 | 4 | 1.1 | 8.1 |
Net pension expense | 2 | $ 1.9 | 4.1 | $ 3.9 |
United States | ||||
Defined Benefit Plan Disclosure | ||||
Estimated future employer contribution in fiscal year | $ 0 | $ 0 |
Benefit Plans and Other Postr_4
Benefit Plans and Other Postretirement Benefits, Defined contribution plans (Details) - United States - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | ||
Jan. 01, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Defined Contribution Plan Disclosure | ||||
Contributions to U.S. defined contribution plans by the Company, maximum percentage of eligible compensation | 7% | 7% | 6% | |
Matching contributions to U.S. defined contribution plans by the Company | $ 13.1 | $ 9.6 |
Acquisitions (Details)
Acquisitions (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2023 USD ($) agreement | Mar. 31, 2023 agreement | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) agreement segment | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) agreement | |
Acquisitions | ||||||
Number of reportable business segments | segment | 3 | |||||
Number of acquisitions | agreement | 1 | 2 | 2 | |||
Acquisition-related expenses | $ 4 | $ 0 | $ 9.4 | $ 0 | ||
Purchase price, net of cash acquired | 113.2 | 74.5 | $ 288.2 | |||
Bargain purchase gain on acquisition | 5.4 | 0 | 5.4 | 0 | ||
Amortization expense | $ 18.1 | $ 16.8 | $ 41.2 | $ 34.8 | ||
2022 Acquisitions [Member] | ||||||
Acquisitions | ||||||
Number of acquisitions whose acquisition accounting has not yet been completed | agreement | 1 | 1 | ||||
Number of acquisitions for which acquisition accounting has been completed | agreement | 1 | 1 | ||||
2023 Acquisitions [Member] | ||||||
Acquisitions | ||||||
Acquisition-related expenses | $ 4 | $ 9.4 | ||||
Acquisition-related expenses, net of tax | $ 3.8 | 7.8 | ||||
Backlog | 2023 Acquisitions [Member] | ||||||
Acquisitions | ||||||
Amortization expense | $ 5.4 | |||||
Harsh Environment Solutions | ||||||
Acquisitions | ||||||
Number of acquisitions | agreement | 1 | 1 | ||||
Interconnect and Sensor Systems | ||||||
Acquisitions | ||||||
Number of acquisitions | agreement | 1 | |||||
Communications Solutions | ||||||
Acquisitions | ||||||
Number of acquisitions | agreement | 1 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets, Goodwill (Details) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Mar. 31, 2023 USD ($) agreement | Jun. 30, 2023 USD ($) agreement | Dec. 31, 2022 USD ($) agreement | |
Goodwill. | |||
Goodwill, Beginning Balance | $ 6,446.1 | $ 6,446.1 | |
Acquisition-related | 64.8 | ||
Foreign currency translation | 7.7 | ||
Goodwill, Ending Balance | $ 6,518.6 | $ 6,446.1 | |
Number of acquisitions | agreement | 1 | 2 | 2 |
Harsh Environment Solutions | |||
Goodwill. | |||
Goodwill, Beginning Balance | $ 1,667.1 | $ 1,667.1 | |
Acquisition-related | 65.3 | ||
Foreign currency translation | 1.8 | ||
Goodwill, Ending Balance | $ 1,734.2 | $ 1,667.1 | |
Number of acquisitions | agreement | 1 | 1 | |
Communications Solutions | |||
Goodwill. | |||
Goodwill, Beginning Balance | 2,908.1 | $ 2,908.1 | |
Acquisition-related | 0 | ||
Foreign currency translation | (6.1) | ||
Goodwill, Ending Balance | $ 2,902 | $ 2,908.1 | |
Number of acquisitions | agreement | 1 | ||
Interconnect and Sensor Systems | |||
Goodwill. | |||
Goodwill, Beginning Balance | $ 1,870.9 | $ 1,870.9 | |
Acquisition-related | (0.5) | ||
Foreign currency translation | 12 | ||
Goodwill, Ending Balance | $ 1,882.4 | $ 1,870.9 | |
Number of acquisitions | agreement | 1 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets, Intangible Assets (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Intangible Assets | ||
Weighted average useful lives of acquired amortizable intangible assets | 10 years | |
Gross Carrying Amount (definite-lived) | $ 1,104 | $ 1,073.9 |
Accumulated Amortization | 649.6 | 608.9 |
Net Carrying Amount, (definite-lived) | 454.4 | 465 |
Indefinite-lived trade name intangible asset | 269.1 | 269.1 |
Intangible assets, gross (excluding goodwill) | 1,373.1 | 1,343 |
Net Carrying Amount, intangible assets | $ 723.5 | 734.1 |
Customer relationships | ||
Intangible Assets | ||
Weighted average useful lives of acquired amortizable intangible assets | 10 years | |
Gross Carrying Amount (definite-lived) | $ 701.6 | 677 |
Accumulated Amortization | 422.5 | 398.3 |
Net Carrying Amount, (definite-lived) | $ 279.1 | 278.7 |
Proprietary technology | ||
Intangible Assets | ||
Weighted average useful lives of acquired amortizable intangible assets | 13 years | |
Gross Carrying Amount (definite-lived) | $ 310 | 310 |
Accumulated Amortization | 134.8 | 123.8 |
Net Carrying Amount, (definite-lived) | $ 175.2 | 186.2 |
Backlog and other | ||
Intangible Assets | ||
Weighted average useful lives of acquired amortizable intangible assets | 1 year | |
Gross Carrying Amount (definite-lived) | $ 92.4 | 86.9 |
Accumulated Amortization | 92.3 | 86.8 |
Net Carrying Amount, (definite-lived) | $ 0.1 | $ 0.1 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets, Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Intangible assets | ||||
Amortization expense | $ 18.1 | $ 16.8 | $ 41.2 | $ 34.8 |
Amortization expense estimated for each of the next five fiscal years | ||||
Remainder of 2023 | 36 | 36 | ||
2024 | 66.6 | 66.6 | ||
2025 | 57.1 | 57.1 | ||
2026 | 55.5 | 55.5 | ||
2027 | 48.8 | 48.8 | ||
2028 | $ 41.5 | 41.5 | ||
2023 Acquisitions [Member] | Backlog | ||||
Intangible assets | ||||
Amortization expense | $ 5.4 |
Reportable Business Segments, N
Reportable Business Segments, Net sales by segment (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) segment entity | Jun. 30, 2022 USD ($) | |
Segment reporting information | ||||
Number of reportable business segments | segment | 3 | |||
Number of segment managers | entity | 3 | |||
Net sales | $ 3,053.9 | $ 3,136.8 | $ 6,028 | $ 6,088.6 |
Harsh Environment Solutions | ||||
Segment reporting information | ||||
Net sales | 888.9 | 790.4 | 1,743.1 | 1,518 |
Communications Solutions | ||||
Segment reporting information | ||||
Net sales | 1,161.6 | 1,378.5 | 2,288.4 | 2,698.6 |
Interconnect and Sensor Systems | ||||
Segment reporting information | ||||
Net sales | 1,003.4 | 967.9 | 1,996.5 | 1,872 |
Operating Segment | Harsh Environment Solutions | ||||
Segment reporting information | ||||
Net sales | 888.9 | 790.4 | 1,743.1 | 1,518 |
Operating Segment | Communications Solutions | ||||
Segment reporting information | ||||
Net sales | 1,161.6 | 1,378.5 | 2,288.4 | 2,698.6 |
Operating Segment | Interconnect and Sensor Systems | ||||
Segment reporting information | ||||
Net sales | 1,003.4 | 967.9 | 1,996.5 | 1,872 |
Inter-Segment | ||||
Segment reporting information | ||||
Net sales | 40.4 | 44.9 | 83.2 | 84.8 |
Inter-Segment | Harsh Environment Solutions | ||||
Segment reporting information | ||||
Net sales | 24 | 19.8 | 47.8 | 35.3 |
Inter-Segment | Communications Solutions | ||||
Segment reporting information | ||||
Net sales | 12.1 | 20.8 | 26 | 40.1 |
Inter-Segment | Interconnect and Sensor Systems | ||||
Segment reporting information | ||||
Net sales | $ 4.3 | $ 4.3 | $ 9.4 | $ 9.4 |
Reportable Business Segments, R
Reportable Business Segments, Reconciliation of Segment Operating Income to Consolidated Income Before Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment Reporting Information | ||||
Operating income | $ 619.9 | $ 648.8 | $ 1,211.6 | $ 1,238.6 |
Stock-based compensation expense | (23.8) | (20.9) | (45.5) | (40.6) |
Acquisition-related expenses | (4) | 0 | (9.4) | 0 |
Other operating expenses | (17) | (17.3) | (33.9) | (33.6) |
Interest expense | (35) | (30.5) | (71) | (58.6) |
Gain on bargain purchase acquisition | 5.4 | 0 | 5.4 | 0 |
Other income (expense), net | 5.6 | 2.3 | 9.8 | 4 |
Income before income taxes | 595.9 | 620.6 | 1,155.8 | 1,184 |
Operating Segment | ||||
Segment Reporting Information | ||||
Operating income | 664.7 | 687 | 1,300.4 | 1,312.8 |
Operating Segment | Harsh Environment Solutions | ||||
Segment Reporting Information | ||||
Operating income | 240.3 | 206.5 | 466.6 | 389.7 |
Operating Segment | Communications Solutions | ||||
Segment Reporting Information | ||||
Operating income | 238.5 | 303 | 469.1 | 585.6 |
Operating Segment | Interconnect and Sensor Systems | ||||
Segment Reporting Information | ||||
Operating income | $ 185.9 | $ 177.5 | $ 364.7 | $ 337.5 |
Reportable Business Segments, D
Reportable Business Segments, Depreciation & Amortization by Segment (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Segment reporting information | ||||
Depreciation and amortization | $ 94.1 | $ 90.8 | $ 190.4 | $ 182 |
Harsh Environment Solutions | ||||
Segment reporting information | ||||
Depreciation and amortization | 19.8 | 18.8 | 44.3 | 37.2 |
Communications Solutions | ||||
Segment reporting information | ||||
Depreciation and amortization | 40.6 | 41.4 | 79.8 | 83.4 |
Interconnect and Sensor Systems | ||||
Segment reporting information | ||||
Depreciation and amortization | 31.8 | 28.9 | 62.8 | 58.1 |
Corporate and Other | ||||
Segment reporting information | ||||
Depreciation and amortization | $ 1.9 | $ 1.7 | $ 3.5 | $ 3.3 |
Revenue Recognition (Details)
Revenue Recognition (Details) - item | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue recognition | ||||
Remaining performance obligation, expected timing for substantial portion of performance obligations | 3 months | |||
Practical expedient, performance obligation | true | |||
Minimum | ||||
Revenue recognition | ||||
Number of reporting periods that may be extended across for multiple delivery dates | 1 | |||
Maximum | ||||
Revenue recognition | ||||
Percentage of net sales recognized over time | 5% | 5% | 5% | 5% |
Remaining performance obligation, expected timing for nearly all performance obligations | 1 year | |||
Practical expedient, performance obligation | true |
Revenue Recognition, Disaggrega
Revenue Recognition, Disaggregation of Net Sales (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue recognition | ||||
Net sales | $ 3,053.9 | $ 3,136.8 | $ 6,028 | $ 6,088.6 |
United States | ||||
Revenue recognition | ||||
Net sales | 1,097 | 1,041.6 | 2,149.3 | 1,955.5 |
China | ||||
Revenue recognition | ||||
Net sales | 667.6 | 759.2 | 1,286.8 | 1,515.2 |
Other foreign locations | ||||
Revenue recognition | ||||
Net sales | 1,289.3 | 1,336 | 2,591.9 | 2,617.9 |
End customers and contract manufacturers | ||||
Revenue recognition | ||||
Net sales | 2,532.6 | 2,539.1 | 4,997.7 | 4,960.8 |
Distributors and resellers | ||||
Revenue recognition | ||||
Net sales | 521.3 | 597.7 | 1,030.3 | 1,127.8 |
Harsh Environment Solutions | ||||
Revenue recognition | ||||
Net sales | 888.9 | 790.4 | 1,743.1 | 1,518 |
Harsh Environment Solutions | United States | ||||
Revenue recognition | ||||
Net sales | 453.3 | 388.3 | 872.1 | 743.1 |
Harsh Environment Solutions | China | ||||
Revenue recognition | ||||
Net sales | 89.8 | 125.1 | 176.1 | 233.3 |
Harsh Environment Solutions | Other foreign locations | ||||
Revenue recognition | ||||
Net sales | 345.8 | 277 | 694.9 | 541.6 |
Harsh Environment Solutions | End customers and contract manufacturers | ||||
Revenue recognition | ||||
Net sales | 651.5 | 541.8 | 1,275.3 | 1,053.9 |
Harsh Environment Solutions | Distributors and resellers | ||||
Revenue recognition | ||||
Net sales | 237.4 | 248.6 | 467.8 | 464.1 |
Communications Solutions | ||||
Revenue recognition | ||||
Net sales | 1,161.6 | 1,378.5 | 2,288.4 | 2,698.6 |
Communications Solutions | United States | ||||
Revenue recognition | ||||
Net sales | 347 | 377.7 | 683.3 | 693.5 |
Communications Solutions | China | ||||
Revenue recognition | ||||
Net sales | 385.2 | 421.7 | 735.2 | 875.5 |
Communications Solutions | Other foreign locations | ||||
Revenue recognition | ||||
Net sales | 429.4 | 579.1 | 869.9 | 1,129.6 |
Communications Solutions | End customers and contract manufacturers | ||||
Revenue recognition | ||||
Net sales | 920.3 | 1,063 | 1,811.1 | 2,098.5 |
Communications Solutions | Distributors and resellers | ||||
Revenue recognition | ||||
Net sales | 241.3 | 315.5 | 477.3 | 600.1 |
Interconnect and Sensor Systems | ||||
Revenue recognition | ||||
Net sales | 1,003.4 | 967.9 | 1,996.5 | 1,872 |
Interconnect and Sensor Systems | United States | ||||
Revenue recognition | ||||
Net sales | 296.7 | 275.6 | 593.9 | 518.9 |
Interconnect and Sensor Systems | China | ||||
Revenue recognition | ||||
Net sales | 192.6 | 212.4 | 375.5 | 406.4 |
Interconnect and Sensor Systems | Other foreign locations | ||||
Revenue recognition | ||||
Net sales | 514.1 | 479.9 | 1,027.1 | 946.7 |
Interconnect and Sensor Systems | End customers and contract manufacturers | ||||
Revenue recognition | ||||
Net sales | 960.8 | 934.3 | 1,911.3 | 1,808.4 |
Interconnect and Sensor Systems | Distributors and resellers | ||||
Revenue recognition | ||||
Net sales | $ 42.6 | $ 33.6 | $ 85.2 | $ 63.6 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 3 Months Ended | 11 Months Ended |
Jun. 30, 2023 plaintiff lawsuit | Oct. 31, 2020 lawsuit | |
Commitments and Contingencies | ||
Number of lawsuits | lawsuit | 4 | 4 |
Domicile of litigation | Indiana | |
Number of groups of plaintiffs settled during period | plaintiff | 1 | |
Number of groups of plaintiffs that Company is currently in active discussions to settle with which, if successful, would be resolved | plaintiff | 2 | |
Number of cases in active discussions to settle which, if successful would be resolved | lawsuit | 2 |