8-KEarnings & ResultsRegulation FDExhibits & Filings

TE Connectivity plc 8-K Report, Financial Results (Mar 23, 2015)

Filed March 23, 2015For Securities:TEL

Summary

TE Connectivity Ltd. (TEL) filed an 8-K on March 23, 2015, announcing significant changes in its business structure and reporting. A key development is the definitive agreement to sell its Broadband Network Solutions (BNS) business for $3.0 billion in cash, a transaction expected to close in calendar year 2015. The BNS business will be classified as held for sale and reported as discontinued operations starting in the second quarter of fiscal year 2015. Furthermore, TEL is implementing a new segment structure effective the second quarter of fiscal year 2015 to better align with its strategic objectives. The former Network Solutions and Consumer Solutions segments will be combined into a new "Communications Solutions" segment, which will also include the Data and Devices business. The company also provided extensive unaudited financial information for historical periods, including detailed segment results and net sales, and a reconciliation of non-GAAP financial measures to GAAP. Investors should note the company's detailed explanation and rationale for using various non-GAAP measures, such as Adjusted Operating Income and Adjusted Earnings Per Share, which are intended to provide insights into underlying operational performance and comparability.

Key Highlights

  • 1TE Connectivity is selling its Broadband Network Solutions (BNS) business for $3.0 billion in cash, subject to customary closing conditions and working capital adjustments.
  • 2The BNS business will be reported as discontinued operations starting in the second quarter of fiscal year 2015.
  • 3The company is reorganizing its reporting segments effective Q2 FY2015 to better align with its strategy.
  • 4A new "Communications Solutions" segment will be formed by combining the former Network Solutions and Consumer Solutions segments, along with the Data and Devices business.
  • 5Prior period segment results and financial statements are being restated to reflect the new segment structure.
  • 6The 8-K provides unaudited historical financial information, including statements of operations, segment results, net sales by segment/end market, and reconciliations of non-GAAP to GAAP measures.
  • 7TE Connectivity explicitly defines and explains the use of several non-GAAP financial measures, including Adjusted Operating Income and Adjusted Earnings Per Share, to offer insights into core operating performance.

Frequently Asked Questions

The most significant event is the definitive agreement to sell TE Connectivity's Broadband Network Solutions (BNS) business for $3.0 billion in cash. This business will be classified as held for sale and reported as discontinued operations in upcoming financial statements.

The company is reorganizing its management and segments to better align the organization with its overall strategy. This includes creating a new 'Communications Solutions' segment to house businesses from the former Network Solutions and Consumer Solutions segments, along with the Data and Devices business.

The filing includes extensive unaudited historical financial information, such as consolidated statements of operations, segment results, net sales broken down by segment and industry end market, and detailed reconciliations of non-GAAP financial measures to their comparable GAAP measures for various past periods.

TE Connectivity uses several non-GAAP financial measures (e.g., Adjusted Operating Income, Adjusted Earnings Per Share) that exclude 'special items' like restructuring charges, acquisition-related costs, or impairment charges. The company states these measures are used to provide investors with a clearer view of underlying operating performance, trends, and comparability between periods, as these special items can obscure the core business results.