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

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

This quarterly report on Form 10-Q, including the following management’s discussion and analysis, contains forward-looking information that you should read in conjunction with the condensed consolidated financial statements and notes to the condensed consolidated financial statements that we have included elsewhere in this report. For this purpose, any statements contained in this report that are not statements of historical fact may be deemed to be forward-looking statements. Words such as “believes,” “plans,” “anticipates,” “intends,” “expects,” “will” and similar expressions are intended to identify forward-looking statements. Our actual results may differ materially from the plans, intentions or expectations we disclose in the forward-looking statements we make. We have included important factors below under the heading “Risk Factors” in Part II, Item 1A. that we believe could cause actual results to differ materially from the forward-looking statements we make. We are not obligated to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

We are a leading provider of health science solutions, technologies, expertise and services that deliver complete workflows from discovery to development, and diagnosis to cure. Revvity is revolutionizing what’s possible in healthcare, with specialized focus areas in translational multi-omics technologies, biomarker identification, imaging, prediction, screening, detection and diagnosis, informatics and more.

The principal products and services of our two reportable segments are:

  • Life Sciences. Provides products and services targeted towards life sciences customers.

  • Diagnostics. Develops diagnostics, tools and applications focused on clinically-oriented customers, especially within the areas of reproductive health, emerging market diagnostics and applied genomics.

Overview of the Second Quarter of Fiscal Year 2024

Our overall revenue in the second quarter of fiscal year 2024 was $691.7 million which decreased by $17.4 million, or 2%, as compared to the second quarter of fiscal year 2023, reflecting a decrease of $22.5 million, or 7%, in our Life Sciences segment revenue, which was partially offset by an increase of $5.1 million, or 1%, in our Diagnostics segment revenue. The decrease in our Life Sciences segment revenue for the second quarter of fiscal year 2024 was driven by a decrease in reagents revenue and instruments revenue due to market headwinds, partially offset by an increase in software revenue. The increase in our Diagnostics segment revenue for the second quarter of fiscal year 2024 was driven by increased demand in our immunodiagnostics and reproductive health businesses, partially offset by a decrease in revenue from our applied genomics business.

Our consolidated gross margins decreased 101 basis points in the second quarter of fiscal year 2024, as compared to the second quarter of fiscal year 2023, primarily due to lower sales volume and increased material costs, partially offset by pricing actions, productivity gains, and transportation cost initiatives. Our consolidated operating margins increased from 11% to 12% in the second quarter of fiscal year 2024, as compared to the second quarter of fiscal year 2023, primarily due to productivity gains and cost containment more than offsetting lower gross margins.

Critical Accounting Policies and Estimates

The preparation of condensed consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to accounting for business combinations, divestitures, long-lived assets, including goodwill and other intangible assets, and employee compensation and benefits. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Critical accounting policies are those policies that affect our more significant judgments and estimates used in the preparation of our condensed consolidated financial statements. We believe our critical accounting policies include policies regarding business combinations, divestitures, valuation of long-lived assets, including goodwill and other intangibles and employee compensation and benefits.

For a more detailed discussion of our critical accounting policies and estimates, refer to the Notes to our audited consolidated financial statements and Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (our “2023 Form 10-K”), as filed with the Securities and Exchange Commission. There have been no significant changes in our critical accounting policies and estimates during the six months ended June 30, 2024.

Consolidated Results of Continuing Operations

Revenue

Revenue for the three months ended June 30, 2024 was $691.7 million, as compared to $709.1 million for the three months ended July 2, 2023, a decrease of $17.4 million, or approximately 2%, which includes a 1% decrease in revenue attributable to unfavorable changes in foreign exchange rates. The analysis in the remainder of this paragraph compares segment revenue and includes the effect of foreign exchange rate fluctuations. Life Sciences segment revenue was $313.8 million for the three months ended June 30, 2024, as compared to $336.4 million for the three months ended July 2, 2023, a decrease of $22.5 million, or 7%, driven by a decrease of $15.4 million in reagents revenue and a decrease of $13.8 million in instruments revenue, partially offset by an increase of $6.7 million in software revenue. Diagnostics segment revenue was $378.0 million for the three months ended June 30, 2024, as compared to $372.9 million for the three months ended July 2, 2023, an increase of $5.1 million, or 1%, due to an increase of $12.4 million in immunodiagnostics revenue and an increase of $0.6 million in reproductive health revenue, partially offset by a decrease of $7.8 million in applied genomics revenue.

Revenue for the six months ended June 30, 2024 was $1,341.6 million, as compared to $1,383.9 million for the six months ended July 2, 2023, a decrease of $42.3 million, or approximately 3%, which includes a 1% decrease in revenue attributable to unfavorable changes in foreign exchange rates. The analysis in the remainder of this paragraph compares segment revenue and includes the effect of foreign exchange rate fluctuations. Life Sciences segment revenue was $616.9 million for the six months ended June 30, 2024, as compared to $664.8 million for the six months ended July 2, 2023, a decrease of $47.9 million, or 7%, driven by a decrease of $29.1 million in instruments revenue and a decrease of $28.0 million in reagents revenue, partially offset by an increase of $9.2 million in software revenue. Diagnostics segment revenue was $725.1 million for the six months ended June 30, 2024, as compared to $719.5 million for the six months ended July 2, 2023, an increase of $5.6 million, or 1%, due to an increase of $27.0 million in immunodiagnostics revenue and an increase of $2.3 million in reproductive health revenue, partially offset by a decrease of $23.8 million in applied genomics revenue.

Cost of Revenue

Cost of revenue for the three months ended June 30, 2024 was $306.2 million, as compared to $306.7 million for the three months ended July 2, 2023, a decrease of $0.6 million, or less than 1%. As a percentage of revenue, cost of revenue increased to 44.3% for the three months ended June 30, 2024, from 43.3% for the three months ended July 2, 2023, resulting in a decrease in gross margin of 101 basis points to 55.7% for the three months ended June 30, 2024, from 56.7% for the three months ended July 2, 2023, primarily due to lower sales volume and increased material costs, partially offset by pricing actions, productivity gains and transportation cost initiatives. Rebranding costs were $1.6 million for the three months ended June 30, 2024. Stock compensation expense related to awards given to BioLegend employees post-acquisition added an incremental expense of $0.2 million for the three months ended June 30, 2024, as compared to $0.8 million for the three months ended July 2, 2023. Amortization of intangible assets was $37.3 million for the three months ended June 30, 2024, as compared to $38.9 million for the three months ended July 2, 2023.

Cost of revenue for the six months ended June 30, 2024 was $601.1 million, as compared to $600.2 million for the six months ended July 2, 2023, an increase of $0.8 million, or less than 1%. As a percentage of revenue, cost of revenue increased to 44.8% for the six months ended June 30, 2024, from 43.4% for the six months ended July 2, 2023, resulting in a decrease in gross margin of 143 basis points to 55.2% for the six months ended June 30, 2024, from 56.6% for the six months ended July 2, 2023, primarily due to lower sales volume and increased material costs, partially offset by pricing actions and productivity gains. Rebranding costs were $6.1 million for the six months ended June 30, 2024. Stock compensation expense related to awards given to BioLegend employees post-acquisition added an incremental expense of $0.4 million for the six months ended June 30, 2024, as compared to $1.7 million for the six months ended July 2, 2023. Amortization of intangible assets was $72.7 million for the six months ended June 30, 2024, as compared to $77.3 million for the six months ended July 2, 2023.

Selling, General and Administrative Expenses

Selling, general and administrative expenses for the three months ended June 30, 2024 were $251.7 million, as compared to $267.0 million for the three months ended July 2, 2023, a decrease of $15.4 million, or 6%. As a percentage of revenue, selling, general and administrative expenses decreased and were 36.4% for the three months ended June 30, 2024, as compared to 37.7% for the three months ended July 2, 2023. Amortization of intangible assets decreased and was $53.3 million for the

three months ended June 30, 2024, as compared to $53.9 million for the three months ended July 2, 2023. Acquisition and divestiture-related expenses, which primarily consisted of legal and integration costs, and stock compensation expense related to the awards given to BioLegend employees post-acquisition added an incremental expense of $3.3 million for the three months ended June 30, 2024, as compared to $26.6 million for the three months ended July 2, 2023. Purchase accounting adjustments added an incremental expense of $0.2 million for the three months ended June 30, 2024, which primarily consisted of a change in contingent consideration, as compared to $2.5 million for the three months ended July 2, 2023. The above decreases were partially offset by an increase in restructuring and other costs, net, which was $9.8 million for the three months ended June 30, 2024, as compared to $2.0 million for the three months ended July 2, 2023. Significant litigation matters and settlements added an incremental expense of $6.3 million for the three months ended June 30, 2024. Excluding the factors above, the net decrease in selling, general and administrative expenses was the result of cost containment and productivity initiatives.

Selling, general and administrative expenses for the six months ended June 30, 2024 were $512.2 million, as compared to $515.6 million for the six months ended July 2, 2023, a decrease of $3.4 million, or 1%. As a percentage of revenue, selling, general and administrative expenses increased and were 38.2% for the six months ended June 30, 2024, as compared to 37.3% for the six months ended July 2, 2023. Acquisition and divestiture-related expenses, which primarily consisted of legal and integration costs, and stock compensation expense related to the awards given to BioLegend employees post-acquisition, added an incremental expense of $9.4 million for the six months ended June 30, 2024, as compared to $42.4 million for the six months ended July 2, 2023. Costs for significant environmental matters added an incremental expense of $1.1 million for the six months ended July 2, 2023. The above decreases were partially offset by an increase in amortization of intangible assets, which was $109.2 million for the six months ended June 30, 2024, as compared to $107.3 million for the six months ended July 2, 2023. Restructuring and other costs, net, increased and was $22.2 million for the six months ended June 30, 2024, as compared to $5.1 million for the six months ended July 2, 2023. Purchase accounting adjustments added an incremental expense of $6.4 million for the six months ended June 30, 2024, which primarily consisted of a change in contingent consideration, as compared to $1.2 million for the six months ended July 2, 2023. Significant litigation matters and settlements added an incremental expense of $6.3 million for the six months ended June 30, 2024. Excluding the factors above, the net decrease in selling, general and administrative expenses was the result of cost containment and productivity initiatives.

Research and Development Expenses

Research and development expenses for the three months ended June 30, 2024 were $48.1 million, as compared to $57.3 million for the three months ended July 2, 2023, a decrease of $9.1 million, or 16%. As a percentage of revenue, research and development expenses decreased and were 7.0% for the three months ended June 30, 2024, as compared to 8.1% for the three months ended July 2, 2023. The decrease in research and development expenses was primarily driven by cost containment and productivity initiatives, as well as a decrease in stock compensation expense related to awards given to BioLegend employees post-acquisition, which added an incremental expense of $0.7 million for the three months ended June 30, 2024 as compared to $1.2 million for the three months ended July 2, 2023.

Research and development expenses for the six months ended June 30, 2024 were $98.5 million, as compared to $113.9 million for the six months ended July 2, 2023, a decrease of $15.5 million, or 14%. As a percentage of revenue, research and development expenses decreased and were 7.3% for the six months ended June 30, 2024, as compared to 8.2% for the six months ended July 2, 2023. The decrease in research and development expenses was primarily driven by cost containment and productivity initiatives, as well as a decrease in stock compensation expense related to awards given to BioLegend employees post-acquisition, which added an incremental expense of $1.4 million for the six months ended June 30, 2024 as compared to $2.4 million for the six months ended July 2, 2023.

Interest and Other Expense, Net

Interest and other expense, net, consisted of the following:

Three Months EndedSix Months Ended
June 30, 2024July 2, 2023June 30, 2024July 2, 2023
(In thousands)
Interest income$(20,512)$(25,046)$(40,598)$(30,318)
Interest expense24,71726,00749,11448,745
Change in fair value of financial securities(7,777)2,023(6,971)(745)
Other components of net periodic pension cost1,9052,2863,8224,475
Foreign exchange losses and other expense, net7291,2323,26231,024
Total interest and other (income) expense, net$(938)$6,502$8,629$53,181

The decrease in interest income for the three months ended June 30, 2024, as compared to the three months ended July 2, 2023 was primarily due to a decrease in investments. Interest expense was lower for the three months ended June 30, 2024 as compared to the same period in prior year primarily due to a lower debt balance as a result of the repayment of senior unsecured notes that matured in September 2023.

The increase in interest income for the six months ended June 30, 2024 as compared to the six months ended July 2, 2023 was primarily due to an increase in investments and higher interest rates. Foreign exchange losses and other expense, net, was lower for the six months ended June 30, 2024 as compared to the same period in prior year mainly due to a foreign exchange loss of $23.7 million that was recognized during the six months ended July 2, 2023, related to the cash proceeds from the sale of the Business that were held offshore.

Provision for Income Taxes

The provision for income taxes from continuing operations was $14.1 million for the three months ended June 30, 2024, as compared to $12.9 million for the three months ended July 2, 2023. The provision for income taxes from continuing operations was $19.9 million for the six months ended June 30, 2024, as compared to $17.5 million for the six months ended July 2, 2023.

The effective tax rate from continuing operations was 16.2% and 16.4% for the three and six months ended June 30, 2024, respectively, as compared to 18.1% and 17.4% for the three and six months ended July 2, 2023, respectively. The effective tax rate during the three months ended June 30, 2024 was lower primarily due to return to provision adjustments

in foreign locations pertaining to prior year provision that were recorded in 2024. The effective tax rate during the six months ended June 30, 2024 was lower primarily due to return to provision adjustments in foreign locations pertaining to prior year provision that were recorded in 2024. We expect that the effective tax rate on continuing operations, before discrete items, will be approximately 20% during fiscal year 2024.

Reporting Segment Results of Continuing Operations

Life Sciences

Revenue for the three months ended June 30, 2024 was $313.8 million, as compared to $336.4 million for the three months ended July 2, 2023, a decrease of $22.5 million, or 7%, which includes a 1% decrease in revenue attributable to unfavorable changes in foreign exchange rates. The decrease in our Life Sciences segment revenue during the three months ended June 30, 2024 was driven by a decrease of $15.4 million in reagents revenue and a decrease of $13.8 million in instruments revenue, partially offset by an increase of $6.7 million in software revenue.

Revenue for the six months ended June 30, 2024 was $616.9 million, as compared to $664.8 million for the six months ended July 2, 2023, a decrease of $47.9 million, or 7%. The decrease in our Life Sciences segment revenue during the six months ended June 30, 2024 was driven by a decrease of $29.1 million in instruments revenue and a decrease of $28.0 million in reagents revenue, partially offset by an increase of $9.2 million in software revenue.

Segment operating income for the three months ended June 30, 2024 was $112.4 million, as compared to $127.8 million for the three months ended July 2, 2023, a decrease of $15.4 million, or 12%. Segment operating margin decreased 217 basis

points in the three months ended June 30, 2024, as compared to the three months ended July 2, 2023, primarily due to lower sales volume and unfavorable product mix, partially offset by pricing actions and cost containment.

Segment operating income for the six months ended June 30, 2024 was $214.1 million, as compared to $257.2 million for the six months ended July 2, 2023, a decrease of $43.1 million, or 17%. Segment operating margin decreased 398 basis points in the six months ended June 30, 2024, as compared to the six months ended July 2, 2023, primarily due to lower sales volume and unfavorable product mix, partially offset by pricing actions and productivity initiatives.

Diagnostics

Revenue for the three months ended June 30, 2024 was $378.0 million, as compared to $372.9 million for the three months ended July 2, 2023, an increase of $5.1 million, or 1%, which includes a 1% decrease in revenue attributable to unfavorable changes in foreign exchange rates. The increase in our Diagnostics segment revenue during the three months ended June 30, 2024 was driven by an increase of $12.4 million in immunodiagnostics revenue and an increase of $0.6 million in reproductive health revenue, partially offset by a decrease of $7.8 million in applied genomics revenue.

Revenue for the six months ended June 30, 2024 was $725.1 million, as compared to $719.5 million for the six months ended July 2, 2023, an increase of $5.6 million, or 1%, which includes a 1% decrease in revenue attributable to unfavorable changes in foreign exchange rates. The increase in our Diagnostics segment revenue during the six months ended June 30, 2024 was driven by an increase of $27.0 million in immunodiagnostics revenue and an increase of $2.3 million in reproductive health revenue, partially offset by a decrease of $23.8 million in applied genomics revenue.

Segment operating income for the three months ended June 30, 2024 was $97.9 million, as compared to $85.2 million for the three months ended July 2, 2023, an increase of $12.7 million, or 15%. Segment operating margin increased 304 basis points in the three months ended June 30, 2024, as compared to the three months ended July 2, 2023, primarily due to higher sales volume, pricing actions, cost containment, and productivity initiatives.

Segment operating income for the six months ended June 30, 2024 was $173.3 million, as compared to $159.7 million for the six months ended July 2, 2023, an increase of $13.7 million, or 9%. Segment operating margin increased 171 basis points in the six months ended June 30, 2024, as compared to the six months ended July 2, 2023, primarily due to higher sales volume, pricing actions, cost containment, and productivity initiatives.

Discontinued Operations

On March 13, 2023, we completed the sale (the “Closing”) of certain assets and the equity interests of certain entities constituting our Applied, Food and Enterprise Services businesses (the “Business”) to PerkinElmer Topco, L.P. (formerly known as Polaris Purchaser, L.P.) (the “Purchaser”), a Delaware limited partnership owned by funds managed by affiliates of New Mountain Capital L.L.C. (the “Sponsor”), for an aggregate purchase price of up to $2.45 billion. We received approximately $2.27 billion in cash proceeds before transaction costs. At Closing, we were entitled to an additional $75.0 million in proceeds payable in installments to commence upon our ceasing the use of the PerkinElmer brand and related trademarks and transferring them to the Purchaser (“Brand Fee”). The discounted value of the $75.0 million was measured as $65.2 million and was included in the proceeds. During the second quarter of fiscal year 2024, we received the first installment of the Brand Fee. We expect to receive the remaining balance of the Brand Fee in installments through the first quarter of 2025. In addition, we are entitled to additional consideration of up to $150.0 million that is contingent on the exit valuation the Sponsor and its affiliated funds receive on a sale or other capital events related to the Business. The fair value of this element of consideration was determined to be $15.9 million and was included in the proceeds at Closing. We received approximately $138.5 million of cash for post-closing adjustments during the second quarter of fiscal year 2024.

The Business is reported for all periods as discontinued operations in our condensed consolidated financial statements. The following table summarizes the results of discontinued operations which are presented as (Loss) income from discontinued operations in our condensed consolidated statements of operations:

Three Months EndedSix Months Ended
June 30, 2024July 2, 2023June 30, 2024July 2, 2023
(In thousands)
Revenue$—$—$—$175,423
Cost of revenue———124,647
Selling, general and administrative expenses———74,794
Research and development expenses———10,434
Operating loss———(34,452)
Other (expense) income:
(Loss) gain on sale(23,749)(31,232)(25,459)835,687
Other income, net———913
Total other (expense) income(23,749)(31,232)(25,459)836,600
(Loss) income from discontinued operations before income taxes(23,749)(31,232)(25,459)802,148
(Benefit from) provision for income tax(6,503)(8,169)(5,530)280,581
(Loss) income from discontinued operations$(17,246)$(23,063)$(19,929)$521,567

The results of discontinued operations during the three and six months ended July 2, 2023 include the results of the Business through March 13, 2023. During the three and six months ended June 30, 2024, we recognized $23.7 million and $25.5 million, respectively, of other expense primarily due to the adjustment to the receivable related to the post-closing adjustment and divestiture-related costs in gain on sale. During the three and six months ended July 2, 2023, we recognized $31.2 million and $31.7 million, respectively, of other expense primarily due to divestiture-related costs in gain on sale.

Liquidity and Capital Resources

We require cash to pay our operating expenses, make capital expenditures, make strategic acquisitions, service our debt and other long-term liabilities, repurchase shares of our common stock and pay dividends on our common stock. Our principal sources of funds are from our operations, borrowing capacity available under our senior unsecured revolving credit facility and access to debt markets. We anticipate that our internal operations will generate sufficient cash to fund our operating expenses, capital expenditures, smaller acquisitions, interest payments on our debt and dividends on our common stock. However, we expect to use external sources to satisfy the balance of our debt when due, any larger acquisitions and other long-term liabilities, such as contributions to our postretirement benefit plans. The sale of the Business generated approximately $2.27 billion in cash proceeds. We expect to continue to use these proceeds for a combination of funding upcoming debt maturities, opportunistic share repurchases and continued strategic and value creating acquisitions.

At June 30, 2024, we had cash and cash equivalents of $1,248.1 million, of which $430.9 million was held by our non-U.S. subsidiaries, and we had $1.5 billion of borrowing capacity available under our senior unsecured revolving credit facility. We use a variety of cash redeployment and financing strategies to ensure that our worldwide cash is available in the locations in which it is needed. At June 30, 2024, we had investments in U.S. treasury securities with a carrying amount of $706.1 million whose proceeds upon maturity are intended to be utilized to repay our outstanding 0.850% Senior Unsecured Notes due in September 2024 (“2024 Notes”).

In connection with the sale of the Business, we expect to receive the remaining balance related to the Brand Fee of $65.6 million as of June 30, 2024, in installments through the first quarter of 2025.

On April 27, 2023, our Board of Directors (our “Board”) authorized us to repurchase shares of common stock for an aggregate amount up to $600.0 million under a stock repurchase program (the “Repurchase Program”). The Repurchase Program will expire on April 26, 2025, unless terminated earlier by the Board and may be suspended or discontinued at any time. During the three months ended June 30, 2024, we repurchased 188,532 shares of common stock under the Repurchase Program for an aggregate cost of $19.3 million. During the six months ended June 30, 2024, we repurchased 251,702 shares of common stock under the Repurchase Program for an aggregate cost of $25.8 million. As of June 30, 2024, $329.6 million remained available for aggregate repurchases of shares under the Repurchase Program. If we continue to repurchase shares, the Repurchase Program will be funded using our existing financial resources, including cash and cash equivalents, and our existing senior unsecured revolving credit facility.

As of June 30, 2024, we may have to pay contingent consideration related to acquisitions with open contingency periods of up to $80.9 million. As of June 30, 2024, we have recorded contingent consideration obligations of $30.5 million, of which $12.5 million was recorded in accrued expenses and other current liabilities, and $18.0 million was recorded in long-term liabilities. The maximum earnout period for acquisitions with open contingency periods is 7.4 years from June 30, 2024, and the remaining weighted average expected earnout period at June 30, 2024 was 4.6 years.

Distressed global financial markets could adversely impact general economic conditions by reducing liquidity and credit availability, creating increased volatility in security prices, widening credit spreads, increasing the cost of borrowings and decreasing valuations of certain investments. The widening of credit spreads may create a less favorable environment for certain of our businesses and may affect the fair value of financial instruments that we issue or hold. Increases in credit spreads, as well as limitations on the availability of credit at rates we consider to be reasonable, could affect our ability to borrow under future potential facilities on a secured or unsecured basis, which may adversely affect our liquidity and results of operations. In difficult global financial markets, we may be forced to fund our operations at a higher cost, or we may be unable to raise as much funding as we need to support our business activities or fund our strategic transactions.

Our pension plans have not experienced a material impact on liquidity or counterparty exposure due to the volatility and uncertainty in the credit markets. During the six months ended June 30, 2024, we contributed $3.4 million, in the aggregate, to pension plans outside of the United States, and expect to contribute an additional $3.5 million by the end of fiscal year 2024. We could potentially have to make additional contributions in future periods for all pension plans. We expect to use existing cash and external sources to satisfy future contributions to our pension plans.

We may from time to time, evaluate various opportunities to deploy capital towards the repayment or early retirement of our outstanding debt, including without limitation through the purchase of U.S. treasury securities whose proceeds upon maturity may be utilized to repay outstanding debt securities or used to fund our operations. We and our subsidiaries may from time to time, in our sole discretion, purchase, repay, redeem or retire any of our outstanding debt securities (including any publicly issued debt securities), in privately negotiated or open market transactions, by tender offer or otherwise, or extend or refinance any of our outstanding indebtedness.

Principal factors that could affect the availability of our internally generated funds include:

  • changes in sales due to weakness in markets in which we sell our products and services, and

  • changes in our working capital requirements and capital expenditures.

Principal factors that could affect our ability to obtain cash from external sources include:

  • financial covenants contained in the financial instruments controlling our borrowings that limit our total borrowing capacity,

  • increases in interest rates applicable to our outstanding variable rate debt,

  • a ratings downgrade that could limit the amount we can borrow under our senior unsecured revolving credit facility and our overall access to the corporate debt market,

  • increases in interest rates or credit spreads, as well as limitations on the availability of credit, that affect our ability to borrow under future potential facilities on a secured or unsecured basis,

  • a decrease in the market price for our common stock, and

  • volatility in the public debt and equity markets.

Cash Flows

Operating Activities. Net cash provided by operating activities of our continuing operations was $332.5 million for the six months ended June 30, 2024, as compared to $28.0 million for the six months ended July 2, 2023, an increase of $304.4 million, primarily due to higher income from continuing operations and less cash used for investments in working capital during the six months ended June 30, 2024 as compared to the six months ended July 2, 2023. The cash provided by operating activities for the six months ended June 30, 2024 was principally a result of income from continuing operations of $101.3 million, adjustments for non-cash charges aggregating to $261.6 million, including depreciation and amortization of $215.1 million, and a net cash decrease in working capital of $30.4 million. The cash provided by operating activities for the six months ended July 2, 2023 was principally a result of income from continuing operations of $83.5 million, and adjustments for non-cash charges aggregating to $271.1 million, including depreciation and amortization of $217.9 million, as well as net cash decrease in working capital of $326.5 million.

Investing Activities. Net cash used in investing activities of our continuing operations was $44.2 million for the six months ended June 30, 2024, as compared to $771.8 million for the six months ended July 2, 2023, a decrease of $727.6 million. For the six months ended June 30, 2024, the net cash used for capital expenditures was $39.9 million, as compared to $34.9 million for the six months ended July 2, 2023. During the six months ended June 30, 2024, purchases of investments and notes receivables were $4.3 million, as compared to $5.0 million for the six months ended July 2, 2023. During the six months ended July 2, 2023, purchases of investments in U.S. treasury securities amounted to $831.2 million, and net cash used for acquisitions was $0.7 million, which were partially offset by proceeds from maturity of U.S. treasury securities totaling $100.0 million.

Financing Activities. Net cash used in financing activities was $61.5 million for the six months ended June 30, 2024, as compared to $341.5 million for the six months ended July 2, 2023, a decrease in net cash used in financing activities of $280.0 million. During the six months ended June 30, 2024, we made net payments of $11.2 million on debts, as compared to $43.6 million during the six months ended July 2, 2023. The changes in both periods reflect our intentions to pay down debt, which we expect to continue throughout fiscal year 2024. During the six months ended June 30, 2024, we repurchased shares of our common stock for a total cost of $30.3 million, as compared to $273.3 million in the prior year period. We paid $8.7 million for acquisition-related contingent consideration during the six months ended June 30, 2024, as compared to $10.1 million in the prior year period. We paid $17.3 million in dividends for the six months ended June 30, 2024, as compared to $17.6 million for the six months ended July 2, 2023. The cash used in financing activities during the six months ended June 30, 2024 was partially offset by proceeds from the issuance of common stock under our stock plans of $6.0 million during the six months ended June 30, 2024, as compared to $3.2 million for the six months ended July 2, 2023.

Borrowing Arrangements

At June 30, 2024, our 2024 Notes had $711.5 million in outstanding principal and we had investments in U.S. treasury securities with a carrying amount of $706.1 million whose proceeds upon maturity are intended to be utilized to repay the outstanding 2024 Notes. See Note 6, Debt, in the Notes to Condensed Consolidated Financial Statements and Note 13, Debt, to our audited consolidated financial statements in the 2023 Form 10-K for a detailed discussion of our borrowing arrangements.

Dividends

Our Board declared a regular quarterly cash dividend of $0.07 per share for the first and second quarters of fiscal year 2024 and in each quarter of fiscal year 2023. At June 30, 2024, we had accrued $8.6 million for dividends declared on April 25, 2024 for the second quarter of fiscal year 2024 that will be paid in August 2024. On July 25, 2024, we announced that our Board had declared a quarterly dividend of $0.07 per share for the third quarter of fiscal year 2024 that will be payable in November 2024. In the future, our Board may determine to reduce or eliminate our common stock dividend in order to fund investments for growth, repurchase shares or conserve capital resources.

Effects of Recently Adopted and Issued Accounting Pronouncements

On January 1, 2024, we adopted Accounting Standards Update 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”) and it will first apply to the annual disclosures for the year ending December 29, 2024, which we are in the process of drafting. See Note 1, Basis of Presentation, in the Notes to the Consolidated Statements for a detailed discussion.

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