Garmin 10-Q 2024-06-29

Filed 2024-07-31. 8 sections, 105K characters. Original on sec.gov · Markdown · JSON

Cover and table of contents

United States

Securities and Exchange Commission

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 29, 2024

or

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

For the transition period from to

Commission file number 001-41118

GARMIN LTD**.**

(Exact name of Company as specified in its charter)

Switzerland98-0229227
(State or other jurisdiction(I.R.S. Employer
of incorporation or organization)identification no.)
Mühlentalstrasse 2
8200 Schaffhausen
SwitzerlandN/A
(Address of principal executive offices)(Zip Code)

Company’s telephone number, including area code: +41 52 630 1600

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

Registered Shares, $0.10 Per Share Par ValueGRMNNew York Stock Exchange
(Title of each class)(Trading Symbol)(Name of each exchange on which registered)

Indicate by check mark whether the Company (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Company was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☑ NO ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes ☑ NO ☐

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

Large Accelerated Filer☑Accelerated Filer☐
Non-accelerated Filer☐Smaller reporting company☐
Emerging growth company☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. YES ☐ NO ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

YES ☐ NO ☑

Number of shares outstanding of the registrant’s common shares as of July 26, 2024

Registered Shares, $0.10 par value: 192,213,829 (excluding treasury shares)

Garmin Ltd.

Form 10-Q

Quarter Ended June 29, 2024

Table of Contents

Page
Part I - Financial Information1
Item 1.Condensed Consolidated Financial Statements1
Condensed Consolidated Statements of Income for the 13-Weeks and 26-Weeks ended June 29, 2024 and July 1, 2023 (Unaudited)1
Condensed Consolidated Statements of Comprehensive Income for the 13-Weeks and 26-Weeks ended June 29, 2024 and July 1, 2023 (Unaudited)2
Condensed Consolidated Balance Sheets at June 29, 2024 and December 30, 2023 (Unaudited)3
Condensed Consolidated Statements of Cash Flows for the 26-Weeks ended June 29, 2024 and July 1, 2023 (Unaudited)4
Condensed Consolidated Statements of Stockholders’ Equity for the 13-Weeks and 26-Weeks ended June 29, 2024 and July 1, 2023 (Unaudited)5
Notes to Condensed Consolidated Financial Statements (Unaudited)7
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations16
Item 3.Quantitative and Qualitative Disclosures About Market Risk23
Item 4.Controls and Procedures23
Part II - Other Information24
Item 1.Legal Proceedings24
Item 1A.Risk Factors24
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds24
Item 3.Defaults Upon Senior Securities24
Item 4.Mine Safety Disclosures24
Item 5.Other Information25
Item 6.Exhibits26
Signature Page27

i

Part I - Financial Information

Item I - Condensed Consolidated Financial Statements

Garmin Ltd. and Subsidiaries

Condensed Consolidated State****ments of Income (Unaudited)

(In thousands, except per share information)

13-Weeks Ended26-Weeks Ended
June 29, 2024July 1, 2023June 29, 2024July 1, 2023
Net sales$1,506,671$1,320,795$2,888,320$2,468,219
Cost of goods sold643,780561,3531,223,2901,055,983
Gross profit862,891759,4421,665,0301,412,236
Research and development expense243,151224,394485,686445,878
Selling, general and administrative expenses277,713250,693538,907485,021
Total operating expense520,864475,0871,024,593930,899
Operating income342,027284,355640,437481,337
Other income (expense):
Interest income29,28618,76054,31334,659
Foreign currency (losses) gains(4,828)10,797(2,547)18,484
Other (expense) income(513)2,0648093,268
Total other income (expense)23,94531,62152,57556,411
Income befor

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

The discussion set forth below, as well as other portions of this Quarterly Report on Form 10-Q, contain statements concerning potential future events. Such forward-looking statements are based upon assumptions by management, as of the date of this Quarterly Report on Form 10-Q, including assumptions about risks and uncertainties faced by the Company. Readers can identify these forward-looking statements by their use of such words as "future", "expects", "anticipates", "believes", “estimates”, “would”, “could”, “can”, “may,” or other similar words or other comparable terms. If any of the Company’s assumptions prove incorrect or should unanticipated circumstances arise, actual results could materially differ from those anticipated by such forward-looking statements. The differences could be caused by a number of factors or combination of factors including, but not limited to, those factors identified in Part II, Item 1A of this Quarterly Report on Form 10-Q and in the Company’s Annual Report on Form 10-K for the year ended December 30, 2023. Readers are strongly encouraged to consider those factors when evaluating any forward-looking statement concerning the Company. These forward-looking statements are made as of the date hereof, and the Company disclaims any obligation to update any forward-looking statements in this Quarterly Report on Form 10-Q to reflect future events or developments, except as required by law.

The information contained in this Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Condensed Consolidated Financial Statements and Notes thereto included in this Quarterly Report on Form 10-Q and the audited financial statements and notes thereto in the Company’s Annual Report on Form 10-K for the year ended December 30, 2023. Unless the context otherwise requires, references in this document to "we", "us", "our", the "Company" and similar terms refer to Garmin Ltd. and its subsidiaries.

Unless otherwise indicated, amounts set forth in the discussion below are in thousands.

Company Overview

The Company is a leading worldwide provider of wireless devices, many of which feature Global Positioning System (GPS) navigation, and applications that are designed for people who live an active lifestyle. We are organized in the five operating segments of fitness, outdoor, aviation, marine, and auto OEM. Our products are sold through a variety of indirect distribution channels, including a large worldwide network of independent retailers, dealers, distributors, installation and repair shops, and original equipment manufacturers (OEMs). We also sell our products and services directly through our online webshop (garmin.com), subscriptions for connected services, and our own retail stores.

Results of Operations

As indicated in Note 1 to the Condensed Consolidated Financial Statements, in the first quarter of fiscal 2024, the Company changed the presentation of operating expense to include advertising expense within selling, general and administrative expenses on the Company's condensed consolidated statements of income, which management believes to be a more meaningful presentation.

This change in presentation had no effect on the Company's consolidated operating or net income. The amounts presented below for selling, general and administrative expenses for the 13-week and 26-week periods ended July 1, 2023 have been recast to conform with the current period presentation.

Comparison of 13-Weeks Ended June 29, 2024 and July 1, 2023

Net Sales

Net Sales13-Weeks Ended June 29, 2024Year-over-Year Change13-Weeks Ended July 1, 2023
Fitness$428,40428%$334,863
Percentage of Total Net Sales28%25%
Outdoor439,872(2%)448,114
Percentage of Total Net Sales29%34%
Aviation218,2530%217,454
Percentage of Total Net Sales15%17%
Marine272,95326%215,802
Percentage of Total Net Sales18%16%
Auto OEM147,18941%104,562
Percentage of Total Net Sales10%8%
Total$1,506,67114%$1,320,795

Net sales increased 14% for the 13-week period ended June 29, 2024 when compared to the year-ago quarter. Total unit sales in the second quarter of 2024 increased to 4,655 when compared to total unit sales of 4,162 in the second quarter of 2023, which differs from the percent increase in revenue primarily due to shifts in segment and product mix. Outdoor was the largest portion of our revenue mix at 29% in the second quarter of 2024 compared to 34% in the second quarter of 2023.

The increase in fitness revenue was primarily driven by sales growth in wearables. The increase in marine revenue was primarily driven by contributions from the Company's acquisition of JL Audio. Auto OEM revenue increased primarily due to growth in domain controllers. Aviation revenue was relatively flat as growth in OEM product categories was offset by declines in aftermarket product categories. Outdoor revenue decreased primarily due to declines in adventure watches.

Gross Profit

Gross Profit13-Weeks Ended June 29, 2024Year-over-Year Change13-Weeks Ended July 1, 2023
Fitness$245,24842%$173,163
Percentage of Segment Net Sales57%52%
Outdoor284,2141%280,078
Percentage of Segment Net Sales65%63%
Aviation161,3660%160,957
Percentage of Segment Net Sales74%74%
Marine147,78723%120,344
Percentage of Segment Net Sales54%56%
Auto OEM24,276(3%)24,900
Percentage of Segment Net Sales16%24%
Total$862,89114%$759,442
Percentage of Total Net Sales57%57%

Gross profit dollars in the second quarter of 2024 increased 14%, primarily due to the increase in net sales when compared to the year-ago quarter, as described above. Consolidated gross margin was relatively flat as unfavorable segment mix was offset by favorable product mix within certain segments.

The fitness and outdoor gross margin increases of 550 basis points and 210 basis points, respectively, were primarily attributable to favorable product mix. The aviation gross margin was relatively flat when compared to the year-ago quarter. The marine and auto OEM gross margin decreases of 160 basis points and 730 basis points, respectively, were primarily attributable to unfavorable product mix.

Operating Expense

Operating Expense13-Weeks Ended June 29, 2024Year-over-Year Change13-Weeks Ended July 1, 2023
Research and development expense243,1518%224,394
Percentage of Total Net Sales16%17%
Selling, general and administrative expenses277,71311%250,693
Percentage of Total Net Sales18%19%
Total$520,86410%$475,087
Percentage of Total Net Sales35%36%

Total operating expense in the second quarter of 2024 increased 10% in absolute dollars and decreased 140 basis points as a percent of revenue when compared to the year-ago quarter.

Research and development expense increased 8% in absolute dollars and was relatively flat as a percent of revenue when compared to the year-ago quarter. The absolute dollar expense increase was primarily due to higher engineering personnel costs.

Selling, general and administrative expenses increased 11% in absolute dollars and was relatively flat as a percent of revenue when compared to the year-ago quarter. The absolute dollar expense increase was primarily attributable to increased personnel-related expenses, including the impact of the Company's acquisition of JL Audio.

Operating Income

Operating Income (Loss)13-Weeks Ended June 29, 2024Year-over-Year Change13-Weeks Ended July 1, 2023
Fitness$107,61098%$54,458
Percentage of Segment Net Sales25%16%
Outdoor135,592(2%)138,255
Percentage of Segment Net Sales31%31%
Aviation50,485(20%)62,766
Percentage of Segment Net Sales23%29%
Marine59,89229%46,377
Percentage of Segment Net Sales22%21%
Auto OEM(11,552)(34%)(17,501)
Percentage of Segment Net Sales(8%)(17%)
Total$342,02720%$284,355
Percentage of Total Net Sales23%22%

Total operating income in the second quarter of 2024 increased 20% in absolute dollars and increased 120 basis points as a percent of revenue when compared to the year-ago quarter. The increase in operating income as a percent of revenue was driven by increased sales and lower operating expenses as a percent of revenue, as described above. The improved operating income dollar performance in fitness, marine, and auto OEM was partially offset by decreases in outdoor and aviation.

Other Income (Expense)

Other Income (Expense)13-Weeks Ended June 29, 202413-Weeks Ended July 1, 2023
Interest income$29,286$18,760
Foreign currency (losses) gains(4,828)10,797
Other (expense) income(513)2,064
Total$23,945$31,621

The average interest rate return on cash and investments during the second quarter of 2024 was 3.4%, compared to 2.7% during the same quarter of 2023.

Foreign currency gains and losses for the Company are driven by movements of a number of currencies in relation to the U.S. Dollar. The Taiwan Dollar is the functional currency of Garmin Corporation, the Euro is the functional currency of several subsidiaries, and the U.S. Dollar is the functional currency of Garmin (Europe) Ltd., although some transactions and balances are denominated in British Pounds. Other notable currency exposures include the Australian Dollar, Chinese Yuan, Japanese Yen, and Polish Zloty. The majority of the Company’s consolidated foreign currency gain or loss is typically driven by the significant cash and marketable securities, receivables and payables held in a currency other than the functional currency at a given legal entity.

The $4.8 million currency loss recognized in the second quarter of 2024 was primarily due to the U.S. Dollar strengthening against the Euro and Polish Zloty, offset by the U.S. Dollar strengthening against the Taiwan Dollar, within the 13-week period ended June 29, 2024. During this period, the U.S. Dollar strengthened 0.7% against the Euro and 0.8% against the Polish Zloty, resulting in losses of $3.3 million and $1.7 million, respectively, while the U.S. Dollar strengthened 1.7% against the Taiwan Dollar, resulting in a gain of $8.4 million. The remaining net currency loss of $8.2 million was related to the impacts of other drivers, each of which was individually immaterial.

The $10.8 million currency gain recognized in the second quarter of 2023 was primarily due to the U.S. Dollar weakening against the Polish Zloty, British Pound Sterling, and Euro, and strengthening against the Taiwan Dollar, partially offset by the U.S. Dollar strengthening against the Chinese Yuan, Japanese Yen, and Australian Dollar, within the 13-week period ended July 1, 2023. During this period, the U.S. Dollar weakened 4.7% against the Polish Zloty, 3.0% against the British Pound Sterling, 0.7% against the Euro, and strengthened 2.0% against the Taiwan Dollar, resulting in gains of $9.4 million, $1.4 million, $0.9 million, and $7.1 million, respectively, partially offset by the U.S. Dollar strengthening 5.3% against the Chinese Yuan, 8.0% against the Japanese Yen, and 1.4% against the Australian Dollar, resulting in losses of $3.1 million, $2.1 million, and $0.8 million, respectively. The remaining net currency loss of $2.0 million was related to the impacts of other currencies, each of which was individually immaterial.

Income Tax Provision

The Company recorded income tax expense of $65.3 million in the 13-week period ended June 29, 2024, compared to income tax expense of $28.0 million in the 13-week period ended July 1, 2023. The effective tax rate was 17.9% in the second quarter of 2024, compared to 8.9% in the second quarter of 2023. The increase in effective tax rate between comparative periods was primarily due to the increase in the combined federal and cantonal Switzerland statutory tax rate in response to the implementation of global minimum tax requirements.

Net Income

As a result of the above, net income for the 13-week period ended June 29, 2024 was $300.6 million compared to $287.9 million for the 13-week period ended July 1, 2023, an increase of $12.7 million.

Comparison of 26-Weeks Ended June 29, 2024 and July 1, 2023

Net Sales

Net Sales26-Weeks Ended June 29, 2024Year-over-Year Change26-Weeks Ended July 1, 2023
Fitness$771,29633%$579,584
Percentage of Total Net Sales27%24%
Outdoor806,0654%776,776
Percentage of Total Net Sales28%31%
Aviation435,1081%431,036
Percentage of Total Net Sales15%17%
Marine599,68921%494,777
Percentage of Total Net Sales21%20%
Auto OEM276,16248%186,046
Percentage of Total Net Sales9%8%
Total$2,888,32017%$2,468,219

Net sales increased 17% for the 26-week period ended June 29, 2024 when compared to the year-ago period. Total unit sales in the first half of 2024 increased to 8,545 when compared to total unit sales of 7,372 in the first half of 2023, which differs from the percent increase in revenue primarily due to shifts in segment and product mix. Outdoor was the largest portion of our revenue mix at 28% in the first half of 2024 compared to 31% in the first half of 2023.

The increase in fitness revenue was driven by sales growth across all categories, led by strong demand for advanced wearables. Outdoor revenue increased primarily due to growth in sportsman products. Aviation revenue increased due to growth in OEM product categories, partially offset by declines in aftermarket categories. Marine revenue increased primarily driven by contributions from the Company's acquisition of JL Audio. Auto OEM revenue increased primarily due to growth in domain controllers.

Gross Profit

Gross Profit26-Weeks Ended June 29, 2024Year-over-Year Change26-Weeks Ended July 1, 2023
Fitness$440,05050%$294,073
Percentage of Segment Net Sales57%51%
Outdoor526,9539%485,026
Percentage of Segment Net Sales65%62%
Aviation323,9923%315,410
Percentage of Segment Net Sales74%73%
Marine327,03921%269,976
Percentage of Segment Net Sales55%55%
Auto OEM46,996(2%)47,751
Percentage of Segment Net Sales17%26%
Total$1,665,03018%$1,412,236
Percentage of Total Net Sales58%57%

Gross profit dollars in the first half of 2024 increased 18%, primarily due to the increase in net sales when compared to the year-ago period, as described above. Consolidated gross margin was relatively flat when compared to the year-ago period.

The fitness and outdoor gross margin increases of 630 and 290 basis points, respectively, were primarily attributable to favorable product mix. The aviation gross margin increase of 130 basis points was primarily attributable to lower warranty costs. The marine gross margin was relatively flat when compared to the year-ago period. The auto OEM gross margin decrease of 870 basis points was primarily attributable to unfavorable product mix.

Operating Expense

Operating Expense26-Weeks Ended June 29, 2024Year-over-Year Change26-Weeks Ended July 1, 2023
Research and development expense$485,6869%$445,878
Percentage of Total Net Sales17%18%
Selling, General and administrative expenses538,90711%485,021
Percentage of Total Net Sales19%20%
Total$1,024,59310%$930,899
Percentage of Total Net Sales35%38%

Total operating expense in the first half of 2024 increased 10% in absolute dollars and decreased 220 basis points as a percent of revenue when compared to the year-ago period.

Research and development expense increased 9% in absolute dollars and decreased 130 basis points as a percent of revenue when compared to the year-ago period. The absolute dollar expense increase was primarily due to higher engineering personnel costs.

Selling, general and administrative expense increased 11% in absolute dollars and decreased 100 basis points as a percent of revenue compared to the year-ago period. The absolute dollar expense increase was primarily attributable to increased personnel-related expenses, including the impact of the Company's acquisition of JL Audio.

Operating Income

Operating Income (Loss)26-Weeks Ended June 29, 2024Year-over-Year Change26-Weeks Ended July 1, 2023
Fitness$175,743170%$65,036
Percentage of Segment Net Sales23%11%
Outdoor242,54313%214,999
Percentage of Segment Net Sales30%28%
Aviation102,619(15%)120,460
Percentage of Segment Net Sales24%28%
Marine147,58325%118,285
Percentage of Segment Net Sales25%24%
Auto OEM(28,051)(25%)(37,443)
Percentage of Segment Net Sales(10%)(20%)
Total$640,43733%$481,337
Percentage of Total Net Sales22%20%

Total operating income in the first half of 2024 increased 33% in absolute dollars and 270 basis points as a percent of revenue when compared to the year-ago period. The increase as a percent of revenue was primarily due to increased sales and lower operating expenses as a percent of revenue, as described above. The improved operating income dollar performance in fitness, outdoor, marine, and auto OEM was partially offset by a decrease in aviation.

Other Income (Expense)

Other Income (Expense)26-Weeks Ended June 29, 202426-Weeks Ended July 1, 2023
Interest income$54,313$34,659
Foreign currency (losses) gains(2,547)18,484
Other Income8093,268
Total$52,575$56,411

The average interest returns on cash and investments during the 26-week periods ended June 29, 2024 and July 1, 2023 were 3.3% and 2.5%, respectively.

Foreign currency gains and losses for the Company are driven by movements of a number of currencies in relation to the U.S. Dollar. The Taiwan Dollar is the functional currency of Garmin Corporation, the Euro is the functional currency of several subsidiaries, and the U.S. Dollar is the functional currency of Garmin (Europe) Ltd., although some transactions and balances are denominated in British Pounds. Other notable currency exposures include the Australian Dollar, Chinese Yuan, Japanese Yen, and Polish Zloty. The majority of the Company’s consolidated foreign currency gain or loss is typically driven by the significant cash and marketable securities, receivables and payables held in a currency other than the functional currency at a given legal entity.

The $2.5 million currency loss recognized in the 26-week period ended June 29, 2024 was primarily due to the U.S. Dollar strengthening against the Polish Zloty, Euro, and Australian Dollar, offset by the U.S. Dollar strengthening against the Taiwan Dollar, within the 26-week period ended June 29, 2024. During this period, the U.S. Dollar strengthened 2.6% against the Polish Zloty, 2.9% against the Euro, and 2.7% against the Australian Dollar, resulting in losses of $8.5 million, $6.2 million, and $2.9 million, respectively, while the U.S. Dollar strengthened 5.6% against the Taiwan Dollar, resulting in a gain of $30.0 million. The remaining net currency loss of $14.9 million was related to the impacts of other drivers, each of which was individually immaterial.

The $18.5 million currency gain recognized in the 26-week period ended July 1, 2023 was primarily due to the U.S. Dollar weakening against the Polish Zloty, British Pound Sterling, and Euro, and strengthening against the Taiwan Dollar, partially offset by the U.S. Dollar strengthening against the Chinese Yuan, Japanese Yen, and Australian Dollar, within the 26-week period ended July 1, 2023. During this period, the U.S. Dollar weakened 7.5% against the Polish Zloty, 5.0% against the British Pound Sterling, 1.9% against the Euro, and strengthened 1.6% against the Taiwan Dollar, resulting in gains of $13.9 million, $2.7 million, $1.4 million, and $5.9 million, respectively, partially offset by the U.S. Dollar strengthening 4.0% against the Chinese Yuan, 9.1% against the Japanese Yen, and 2.4% against the Australian Dollar, resulting in losses of $2.4 million, $2.0 million, and $0.5 million, respectively. The remaining net currency loss of $0.5 million was related to the impacts of other currencies, each of which was individually immaterial.

Income Tax Provision

The Company recorded income tax expense of $116.4 million in the first half of 2024, compared to income tax expense of $47.5 million in the first half of 2023. The effective tax rate was 16.8% in the first half of 2024, compared to 8.8% in the first half of 2023. The increase in effective tax rate between comparative periods was primarily due to the increase in the combined federal and cantonal Switzerland statutory tax rate in response to the implementation of global minimum tax requirements.

Net Income

As a result of the above, net income for the 26-week period ended June 29, 2024 was $576.6 million compared to $490.3 million for the 26-week period ended July 1, 2023, an increase of $86.3 million.

Liquidity and Capital Resources

We primarily use cash flow from operations, and expect that future cash requirements may be used, to fund our capital expenditures, support our working capital requirements, pay dividends, fund share repurchases, and fund strategic acquisitions. We believe that our existing cash balances and cash flow from operations will be sufficient to meet our short- and long-term projected working capital needs, capital expenditures, and other cash requirements.

Cash, Cash Equivalents, and Marketable Securities

As of June 29, 2024, we had approximately $3.4 billion of cash, cash equivalents and marketable securities. Management invests idle or surplus cash in accordance with the Company's investment policy, which has been approved by the Company’s Board of Directors. The investment policy’s primary objectives are to preserve capital, maintain an acceptable degree of liquidity, and maximize yield within the constraint of low credit risk. Garmin’s average interest rate returns on cash and investments during the first halves of 2024 and 2023 were 3.3% and 2.5%, respectively. The fair value of our securities varies from period to period due to changes in interest rates, the performance of the underlying collateral, and the credit performance of the underlying issuer, among other factors. See Note 4 in the Notes to the Condensed Consolidated Financial Statements for additional information regarding marketable securities.

Cash Flows

Cash provided by operating activities totaled $690.6 million for the first half of 2024, compared to $552.9 million for the first half of 2023. The increase was primarily due to an increase in cash received from customers primarily driven by higher net sales as well as less cash paid for income taxes, partially offset by increases in cash paid for cost of goods sold and operating expenses in the first half of 2024 compared to the first half of 2023.

Cash used in investing activities totaled $143.2 million for the first half of 2024, compared to $70.1 million for the first half of 2023. The increase was primarily due to net purchases of marketable securities in the first half of 2024, compared to the net redemptions of marketable securities in the first half of 2023, partially offset by a decrease in purchases of property and equipment.

Cash used in financing activities totaled $285.7 million for the first half of 2024, compared to $337.1 million for the first half of 2023. This decrease was primarily due to lower purchases of treasury shares under share repurchase plans and partially offset by an increase in the purchase of treasury shares related to equity awards in the first half of 2024 compared to the first half of 2023.

Use of Cash

Operating Leases

The Company has lease arrangements for certain real estate properties, vehicles, and equipment. Leased properties are typically used for office space, distribution, and retail. As of June 29, 2024, the Company had fixed lease payment obligations of $147.7 million, with $32.5 million payable within 12 months.

Inventory Purchase Obligations

The Company obtains various raw materials and components for its products from a variety of third party suppliers. The Company’s inventory purchase obligations are primarily noncancelable. As of June 29, 2024, the Company had inventory purchase obligations of $862.7 million, with $685.2 million payable within 12 months.

Other Purchase Obligations

The Company’s other purchase obligations primarily consist of noncancelable commitments for capital expenditures and other indirect purchases in connection with conducting our business. As of June 29, 2024, the Company had other purchase obligations of $373.7 million, with $170.5 million payable within 12 months.

Critical Accounting Policies and Estimates

General

Our discussion and analysis of financial condition and results of operations are based upon the Company’s condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States. The presentation of these financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, we evaluate our estimates, including those related to customer sales programs and incentives, product returns, bad debts, inventories, investments, intangible assets, income taxes, warranty obligations, and contingencies and litigation. We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

For a description of the significant accounting policies and methods used in the preparation of the Company’s condensed consolidated financial statements, refer to Note 1, “Summary of Significant Accounting Policies” in the Notes to the Consolidated Financial Statements in Part II, Item 8 and “Critical Accounting Policies and Estimates” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended December 30, 2023. There were no significant changes to the Company’s critical accounting policies and estimates in the 13-week and 26-week periods ended June 29, 2024.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There are numerous market risks that can affect our future business, financial condition and results of operations. In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part II, Item 7A, "Quantitative and Qualitative Disclosures About Market Risk” in our Annual Report on Form 10-K for the fiscal year ended December 30, 2023. There have been no material changes during the 13-week and 26-week periods ended June 29, 2024 in the risks described in our Annual Report on Form 10-K related to market sensitivity, inflation, foreign currency exchange rate risk and interest rate risk.

Item 4. Controls and Procedures

(a) Evaluation of disclosure controls and procedures. The Company maintains a system of disclosure controls and procedures that are designed to provide reasonable assurance that information, which is required to be timely disclosed, is accumulated and communicated to management in a timely fashion. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. As of June 29, 2024, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded as of June 29, 2024 that our disclosure controls and procedures were effective such that the information relating to the Company, required to be disclosed in our Securities and Exchange Commission (SEC) reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to the Company’s management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

(b) Changes in internal control over financial reporting. There has been no change in the Company’s internal controls over financial reporting that occurred during the Company’s fiscal quarter ended June 29, 2024 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Part II - Othe****r Information

Item 1. Legal Proceedings

In the normal course of business, the Company and its subsidiaries are parties to various legal claims, actions, and complaints, including matters involving patent infringement, other intellectual property, product liability, customer claims and various other risks. It is not possible to predict with certainty whether or not the Company and its subsidiaries will ultimately be successful in any of these legal matters, or if not, what the impact might be. However, the Company’s management does not expect that the results in any of these legal proceedings will have a material adverse effect on the Company’s business, results of operations, financial position or cash flows. For additional information, see Note 8, "Commitments and Contingencies" in the above Condensed Consolidated Financial Statements and Part I, Item 3, “Legal Proceedings” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 30, 2023.

Item 1A. Risk Factors

There are many risks and uncertainties that can affect our future business, financial performance or share price. In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A, “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended December 30, 2023. There have been no material changes during the 26-week period ended June 29, 2024 in the risks described in our Annual Report on Form 10-K. These risks, however, are not the only risks facing our Company. Additional risks and uncertainties, including those not currently known to us or that we currently deem to be immaterial, also may materially adversely affect our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equi****ty Securities and Use of Proceeds

Issuer Purchases of Equity Securities

Share repurchase activity during the 13-week period ended June 29, 2024, summarized on a trade-date basis, was as follows (in thousands, except per share amounts):

PeriodTotal Number of Shares Purchased (1)Average Price Paid Per Share (2)Total Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsApproximate Dollar Value of Shares That May Yet Be Purchased Under the Program
March 31, 2024 - April 27, 20242$139.482$299,721
April 28, 2024 - May 25, 202410$165.9910$298,061
May 26, 2024 - June 29, 202448$161.9648$290,287
Total6060

(1) The Board of Directors approved a share repurchase program on February 16, 2024 (the "2024 Program"), which was announced on February 21, 2024. The 2024 Program authorizes the Company to purchase up to $300 million of its common shares, exclusive of the cost of any associated excise tax. Share repurchases may be made in the open market or in privately negotiated transactions, including under plans complying with the provisions of Rule 10b5-1 and Rule 10b-18 of the Securities Exchange Act of 1934, as amended. The timing and volume of share repurchases are subject to market conditions, business conditions and applicable laws, and are at management’s discretion. The 2024 Program does not require the purchase of any minimum number of shares and may be suspended or discontinued at any time. The 2024 Program expires on December 26, 2026. Refer to Note 9 in the Notes to the Condensed Consolidated Financial Statements for additional information related to share repurchases.

(2) Average price paid per share includes costs associated with the repurchases, except for the cost of any associated excise tax.

Item 3. Defaults Upo****n Senior Securities

None.

Item 4. Mine Saf****ety Disclosures

Not applicable.

Item 5. Other Information

(c) Trading Plans

During the 13-week period ended June 29, 2024, no directors or officers (as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934) of the Company adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

Exhibit 3.1Articles of Association of Garmin Ltd., as amended and restated on June 7, 2024 (incorporated by reference to Exhibit 10.2 of the Registrant’s Current Report on Form 8-K filed on June 11, 2024).
Exhibit 3.2Organizational Regulations of Garmin Ltd., as amended on October 25, 2019 (incorporated by reference to Exhibit 3.2 of the Registrant’s Amendment No.1 to Current Report on Form 8-K/A filed on November 21, 2019).
Exhibit 31.1‡Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a).
Exhibit 31.2‡Certification of Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a) or 15d-14(a).
Exhibit 32.1†Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 32.2†Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Exhibit 101.INS‡Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
Exhibit 101.SCH‡Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
Exhibit 104‡Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

‡ Filed herewith.

† Furnished herewith.

SIGNA****TURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

GARMIN LTD.
By/s/ Douglas G. Boessen
Douglas G. Boessen
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)

Dated: July 31, 2024