8-K/ARegulation FDExhibits & Filings

AMPHENOL CORP /DE/ 8-K/A Report, Regulation FD Disclosure (Mar 27, 2026)

Filed March 27, 2026For Securities:APH

Summary

Amphenol Corporation (APH) has filed an Amendment No. 1 to its initial Form 8-K, primarily to include the necessary financial statements and pro forma information related to its acquisition of Vistance Networks, Inc.'s Connectivity and Cable Solutions business (referred to as CommScope). This acquisition, valued at approximately $10.5 billion in cash, was completed on January 12, 2026. The amendment provides investors with the historical audited financial statements for the acquired business for the years ended December 31, 2025 and 2024, as well as unaudited pro forma combined financial information as of and for the year ended December 31, 2025. This filing is crucial for understanding the financial impact of this significant acquisition on Amphenol. Investors can now review the standalone financial performance of the acquired CommScope business and assess the potential combined entity's financial position and results. The company also furnished supplemental non-GAAP financial information, which may offer additional insights into performance metrics. Investors are reminded that the pro forma information is for illustrative purposes and not necessarily indicative of future results.

Key Highlights

  • 1Amphenol Corp. filed an amendment to its previous 8-K to include financial disclosures for the recently acquired CommScope business.
  • 2The acquisition of Vistance Networks' Connectivity and Cable Solutions (CommScope) business was completed on January 12, 2026, for approximately $10.5 billion in cash.
  • 3The filing includes audited historical financial statements for the CommScope business for the years ended December 31, 2025, and 2024.
  • 4Unaudited pro forma combined financial information, reflecting the acquisition's impact, is provided for the year ended December 31, 2025.
  • 5Supplemental non-GAAP financial information has also been furnished to provide further performance insights.
  • 6The amendment emphasizes that pro forma information is illustrative and not necessarily indicative of future financial performance.
  • 7The filing includes forward-looking statements, cautioning investors about inherent uncertainties and risks.

Frequently Asked Questions

This 8-K Amendment (Amendment No. 1) is primarily filed to provide investors with the historical audited financial statements of the acquired Connectivity and Cable Solutions business of Vistance Networks (CommScope) and pro forma combined financial information, which were not included in the original 8-K filing.

The acquisition of CommScope was a significant transaction, valued at approximately $10.5 billion in cash. The amendment provides the standalone financial performance of the acquired business for 2024 and 2025, and pro forma combined financial statements to help investors assess the combined entity's potential financial position and results.

This filing includes the audited combined financial statements of the Connectivity and Cable Solutions business of Vistance Networks for the years ended December 31, 2025, and 2024. It also includes unaudited pro forma condensed combined financial information for Amphenol Corporation, giving effect to the acquisition, for the year ended December 31, 2025.

Yes, the filing contains forward-looking statements related to the company's expected business and financial performance. Investors are advised to review the 'Risk Factors' section in Amphenol's Form 10-K and other SEC filings for a comprehensive understanding of the uncertainties and risks associated with these statements.