Form 8-K Sensata Technologies For: Oct 28
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section�13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 28, 2014
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SENSATA TECHNOLOGIES HOLDING N.V.
(Exact name of Registrant as specified in its charter)
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The Netherlands | 001-34652 | 98-0641254 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
Kolthofsingel 8, 7602 EM Almelo
The Netherlands
(Address of Principal executive offices, including Zip Code)
31-546-879-555
(Registrant's telephone number, including area code)
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(Former name or former address, if changed since last report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item�2.02 | Results of Operations and Financial Condition. |
On October 28, 2014, Sensata Technologies Holding N.V. issued a press release announcing its financial results for the quarter ended September 30, 2014. The press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
The information in this Form 8-K and the exhibit attached hereto shall not be deemed "filed" for purposes of Section�18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
Item�9.01 | Financial Statements and Exhibits. |
(d) Exhibits
99.1�October 28, 2014 press release entitled "Sensata Technologies Holding N.V. Announces Third Quarter 2014 Results" (furnished pursuant to Item�2.02).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SENSATA TECHNOLOGIES HOLDING N.V. | ||||
/s/ Paul Vasington | ||||
Date: October 28, 2014 | Name: Paul Vasington | |||
Title: Executive Vice President and Chief Financial Officer | ||||
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EXHIBIT INDEX
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Exhibit�No. | Description | |
99.1 | October 28, 2014 press release entitled "Sensata Technologies Holding N.V. Announces Third Quarter 2014 Results." | |
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Contact: | ||
Investors | News Media | |
Jacob Sayer | Linda Megathlin | |
(508) 236-3800 | (508) 236-1761 | |
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SENSATA TECHNOLOGIES HOLDING N.V. ANNOUNCES THIRD QUARTER 2014 RESULTS
" | Third quarter 2014 Net revenue was $577.1 million. |
" | Third quarter 2014 Net income was $82.0 million, or $0.48 per diluted share. |
" | Third quarter 2014 Adjusted net income1 was $107.7 million, or $0.63 per diluted share. |
Almelo, the Netherlands October 28, 2014 - Sensata Technologies Holding N.V. (NYSE: ST) (the Company ) announces results of its operations for the three and nine months ended September�30, 2014.
Highlights of the Three and Nine Months ended September�30, 2014
Net revenue for the third quarter 2014 was $577.1 million, an increase of $78.2 million, or 15.7%, from $498.9 million for the third quarter 2013. Net income for the third quarter 2014 was $82.0 million, or $0.48 per diluted share. This compares to Net income for the third quarter 2013 of $66.0 million, or $0.37 per diluted share. Adjusted net income1 for the third quarter 2014 was $107.7 million, or $0.63 per diluted share, which was 18.7% of Net revenue. This was an increase of 10.1% compared to Adjusted net income1 for the third quarter 2013 of $97.9 million, or $0.55 per diluted share, which was 19.6% of Net revenue. Integration charges related to acquisitions were $2.4 million for the third quarter of 2014 as compared to $0.6 million for the third quarter of 2013.
Net revenue for the nine months ended September�30, 2014 was $1,704.5 million, an increase of $228.8 million, or 15.5%, from $1,475.7 million for the nine months ended September�30, 2013. Net income for the nine months ended September�30, 2014 was $214.2 million, or $1.24 per diluted share. This compares to Net income for the nine months ended September�30, 2013 of $121.1 million, or $0.67 per diluted share. Adjusted net income1 for the nine months ended September�30, 2014 was $312.6 million, or $1.81 per diluted share, which was 18.3% of Net revenue. This was an increase of 11.5% compared to Adjusted net income1 for the nine months ended September�30, 2013 of $280.3 million, or $1.56 per diluted share, which was 19.0% of Net revenue.
"We continue to deliver on our promises of strong organic revenue growth driven by increasing content and superior capital deployment through high-returning acquisitions," said Martha Sullivan, President and Chief Executive Officer. We are also excited to welcome the high-performance
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teams of both DeltaTech Controls and Schrader International. These businesses will make great additions to Sensata.
The Company spent $38.0 million, or 6.6% of Net revenue, on research, development and engineering related costs in the third quarter of 2014 to fund growth initiatives. These costs reside in both the Cost of revenue and the Research and development lines of the Condensed Consolidated Statements of Operations.
The Companys ending cash balance at September�30, 2014 was $196.7 million. During the first nine months of 2014, the Company generated cash of $280.1 million from operations, used cash of $391.7 million in investing activities and used cash of $9.6 million in financing activities.
The Company recorded an income tax benefit of $22.0 million for the third quarter 2014. Approximately $7.0 million of the provision, or 5.1% of Adjusted EBIT, related to taxes that are payable in cash and approximately $(29.0) million related to deferred income tax expense and other income tax expense.
The Companys total indebtedness at September�30, 2014 was $1.9 billion. The Companys Net debt2 was $1.7 billion, resulting in a Net leverage ratio2 of 2.9x as of September 30, 2014. After the end of the quarter, the Company issued an additional $1.0 billion of debt comprised of new Senior Notes and Term Loans to fund the acquisition of Schrader International.
Segment Performance
Three months ended | Nine months ended | |||||||||||||||
$ in 000s | September�30, 2014 | September�30, 2013 | September�30, 2014 | September�30, 2013 | ||||||||||||
Sensors net revenue | $ | 429,020 | $ | 358,159 | $ | 1,261,736 | $ | 1,052,124 | ||||||||
Sensors profit from operations | 118,056 | 109,918 | 354,386 | 311,948 | ||||||||||||
% of Sensors net revenue | 27.5 | % | 30.7 | % | 28.1 | % | 29.6 | % | ||||||||
Controls net revenue | $ | 148,075 | $ | 140,727 | $ | 442,806 | $ | 423,593 | ||||||||
Controls profit from operations | 44,765 | 41,638 | 132,454 | 130,708 | ||||||||||||
% of Controls net revenue | 30.2 | % | 29.6 | % | 29.9 | % | 30.9 | % | ||||||||
Guidance
The Company anticipates Net revenue of $680 to $705 million for the fourth quarter 2014, which, at the midpoint, is 37% higher than fourth quarter 2013 Net revenue of $505 million. The Company further anticipates Adjusted EBITDA of $148 to $158 million for the fourth quarter 2014. In addition, the Company expects Adjusted net income1 of $84 to $92 million, or $0.49 to $0.54 per diluted share for the fourth quarter 2014. This guidance includes anticipated dilution of approximately $(0.09) to $(0.11) per diluted share associated with the acquisition of Schrader International. This guidance assumes a diluted share count of 170.9 million for the fourth quarter 2014.
1See Non-GAAP Measures for discussion of Adjusted net income which includes a reconciliation of this measure to Net income.
2Net debt represents total indebtedness including Capital lease and other financing obligations, less Cash and cash equivalents.� The Net leverage ratio represents Net debt divided by Adjusted EBITDA for the last twelve months.
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Company Earnings Conference Call
The Company will conduct a conference call today at 8:00 AM eastern time to discuss the financial results for its third quarter ended September�30, 2014. The U.S. dial in number is 877-486-0682 and the non-U.S. dial in number is 706-634-5536. The passcode is 14443880. A live webcast and a replay of the conference call will also be available on the investor relations page of the Companys website at http://investors.sensata.com.
About Sensata Technologies Holding N.V.
Sensata Technologies Holding N.V. is one of the worlds leading suppliers of sensing, electrical protection, control and power management solutions with operations and business centers in sixteen countries.� Sensatas products improve safety, efficiency and comfort for millions of people every day in automotive, appliance, aircraft, industrial, military, heavy vehicle, heating, air-conditioning and ventilation, data, telecommunications, recreational vehicle and marine applications. For more information, please visit Sensatas website at www.sensata.com.
Safe Harbor Statement
This earnings release contains forward-looking statements within the meaning of the federal securities laws.� These statements relate to analyses and other information, which are based on forecasts of future results and estimates of amounts not yet determinable, and our future prospects, developments and business.� Such forward-looking statements include, among other things, the Companys anticipated results for the fourth quarter 2014.� Such statements involve risks or uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements.� Factors that might cause these differences include, but are not limited to, risks associated with: worldwide economic conditions; general conditions in the automotive industry; continued fundamental changes in the industries in which the Company operates; the Companys ability to maintain existing relationships with customers and its exposure to industry and customer-specific demand fluctuations; pricing and other pressures from customers; resources required to integrate acquired companies; risks associated with the Companys non-US operations; the Company's ability to attract and retain key personnel; competitive pressures in the markets in which the Company competes, which could require the Company to lower its prices or result in reduced demand for its products; and the Companys ability to secure financing to operate and grow its business or to explore opportunities.� Readers are cautioned not to place undue reliance on these forward-looking statements, which speak to results only as of the date the statements were made; and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether to reflect any future events or circumstances or otherwise.� For a discussion of potential risks and uncertainties, please refer to the risk factors listed in the Companys SEC filings.� Copies of the Companys filings are available from its Investor Relations department or from the SEC website, www.sec.gov.
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Statements of Operations |
(Unaudited) |
(In 000s, except per share amounts) | ||||||||||||||||
For the three months ended | For the nine months ended | |||||||||||||||
September�30, 2014 | September�30, 2013 | September�30, 2014 | September�30, 2013 | |||||||||||||
Net revenue | $ | 577,095 | $ | 498,886 | $ | 1,704,542 | $ | 1,475,717 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of revenue | 371,940 | 309,061 | 1,097,585 | 940,442 | ||||||||||||
Research and development | 19,525 | 15,189 | 55,681 | 43,113 | ||||||||||||
Selling, general and administrative | 52,985 | 40,355 | 148,295 | 121,430 | ||||||||||||
Amortization of intangible assets | 35,985 | 33,670 | 100,562 | 100,706 | ||||||||||||
Restructuring and special charges | 4,543 | 512 | 7,148 | 4,538 | ||||||||||||
Total operating costs and expenses | 484,978 | 398,787 | 1,409,271 | 1,210,229 | ||||||||||||
Profit from operations | 92,117 | 100,099 | 295,271 | 265,488 | ||||||||||||
Interest expense | (23,874 | ) | (23,476 | ) | (70,973 | ) | (71,573 | ) | ||||||||
Interest income | 321 | 232 | 910 | 780 | ||||||||||||
Other, net | (8,578 | ) | 9,390 | (4,108 | ) | (25,411 | ) | |||||||||
Income before taxes | 59,986 | 86,245 | 221,100 | 169,284 | ||||||||||||
(Benefit from)/provision for income taxes | (21,977 | ) | 20,223 | 6,871 | 48,226 | |||||||||||
Net income | $ | 81,963 | $ | 66,022 | $ | 214,229 | $ | 121,058 | ||||||||
Net income per share: | ||||||||||||||||
Basic | $ | 0.49 | $ | 0.38 | $ | 1.26 | $ | 0.69 | ||||||||
Diluted | $ | 0.48 | $ | 0.37 | $ | 1.24 | $ | 0.67 | ||||||||
Weighted-average ordinary shares outstanding: | ||||||||||||||||
Basic | 168,554 | 175,941 | 170,463 | 176,362 | ||||||||||||
Diluted | 170,765 | 178,629 | 172,611 | 179,519 | ||||||||||||
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Statements of Comprehensive Income |
(Unaudited) |
($ in 000s) | ||||||||||||||||
For the three months ended | For the nine months ended | |||||||||||||||
September�30, 2014 | September�30, 2013 | September�30, 2014 | September�30, 2013 | |||||||||||||
Net income | $ | 81,963 | $ | 66,022 | $ | 214,229 | $ | 121,058 | ||||||||
Other comprehensive income/(loss), net of tax: | ||||||||||||||||
Net unrealized gain/(loss) on derivative instruments designated and qualifying as cash flow hedges | 18,044 | (7,892 | ) | 22,097 | (1,044 | ) | ||||||||||
Amortization of net loss and prior service (credit)/cost on defined benefit and retiree healthcare plans | (170 | ) | 434 | (370 | ) | 1,306 | ||||||||||
Other comprehensive income/(loss) | 17,874 | (7,458 | ) | 21,727 | 262 | |||||||||||
Comprehensive income | $ | 99,837 | $ | 58,564 | $ | 235,956 | $ | 121,320 | ||||||||
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Balance Sheets |
(Unaudited) |
($ in 000s) | ||||||||
September�30, 2014 | December�31, 2013 | |||||||
Assets | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 196,737 | $ | 317,896 | ||||
Accounts receivable, net of allowances | 378,747 | 291,723 | ||||||
Inventories | 274,306 | 183,395 | ||||||
Deferred income tax assets | 25,408 | 20,975 | ||||||
Prepaid expenses and other current assets | 56,131 | 41,642 | ||||||
Total current assets | 931,329 | 855,631 | ||||||
Property, plant and equipment, net | 419,461 | 344,657 | ||||||
Goodwill | 1,886,002 | 1,756,049 | ||||||
Other intangible assets, net | 592,920 | 502,388 | ||||||
Deferred income tax assets | 10,623 | 10,623 | ||||||
Deferred financing costs | 18,459 | 19,132 | ||||||
Other assets | 21,846 | 10,344 | ||||||
Total assets | $ | 3,880,640 | $ | 3,498,824 | ||||
Liabilities and shareholders equity | ||||||||
Current liabilities: | ||||||||
Current portion of long-term debt, capital lease and other financing obligations | $ | 168,379 | $ | 8,100 | ||||
Accounts payable | 219,478 | 177,539 | ||||||
Income taxes payable | 3,788 | 5,785 | ||||||
Accrued expenses and other current liabilities | 172,301 | 123,239 | ||||||
Deferred income tax liabilities | 2,012 | 3,829 | ||||||
Total current liabilities | 565,958 | 318,492 | ||||||
Deferred income tax liabilities | 322,440 | 281,364 | ||||||
Pension and post-retirement benefit obligations | 32,343 | 19,508 | ||||||
Capital lease and other financing obligations, less current portion | 46,525 | 48,845 | ||||||
Long-term debt, net of discount, less current portion | 1,663,708 | 1,667,021 | ||||||
Other long-term liabilities | 25,769 | 22,006 | ||||||
Total liabilities | 2,656,743 | 2,357,236 | ||||||
Total shareholders equity | 1,223,897 | 1,141,588 | ||||||
Total liabilities and shareholders equity | $ | 3,880,640 | $ | 3,498,824 | ||||
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SENSATA TECHNOLOGIES HOLDING N.V. |
Condensed Consolidated Statements of Cash Flows |
(Unaudited) |
($ in 000s) | For the nine months ended | |||||||
September�30, 2014 | September�30, 2013 | |||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 214,229 | $ | 121,058 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation | 45,161 | 38,034 | ||||||
Amortization of deferred financing costs and original issue discounts | 3,605 | 3,291 | ||||||
Currency remeasurement gain on debt | (2 | ) | (354 | ) | ||||
Share-based compensation | 9,920 | 7,358 | ||||||
Loss on debt refinancing | 7,111 | |||||||
Amortization of inventory step-up to fair value | 1,658 | |||||||
Amortization of intangible assets | 100,562 | 100,706 | ||||||
(Gain)/loss on disposition of assets | (578 | ) | 946 | |||||
Deferred income taxes | (13,280 | ) | 24,598 | |||||
Gains from insurance proceeds | (2,417 | ) | (5,000 | ) | ||||
Unrealized loss on hedges and other non-cash items | 7,023 | 12,203 | ||||||
Changes in operating assets and liabilities, net of effects of acquisitions | (85,734 | ) | (1,185 | ) | ||||
Net cash provided by operating activities | 280,147 | 308,766 | ||||||
Cash flows from investing activities: | ||||||||
Additions to property, plant and equipment and capitalized software | (101,104 | ) | (55,523 | ) | ||||
Insurance proceeds | 2,417 | 6,400 | ||||||
Proceeds from the sale of assets | 5,467 | 326 | ||||||
Acquisition payments, net of cash received | (298,525 | ) | (411 | ) | ||||
Net cash used in investing activities | (391,745 | ) | (49,208 | ) | ||||
Cash flows from financing activities: | ||||||||
Proceeds from exercise of stock options and issuance of ordinary shares | 18,083 | 17,229 | ||||||
Proceeds from issuance of debt | 195,000 | 500,000 | ||||||
Payments on debt | (40,993 | ) | (709,816 | ) | ||||
Repurchase of ordinary shares from SCA | (169,680 | ) | ||||||
Payments to repurchase ordinary shares | (11,971 | ) | (126,155 | ) | ||||
Payments of debt issuance costs | (6,156 | ) | ||||||
Net cash used in financing activities | (9,561 | ) | (324,898 | ) | ||||
Net change in cash and cash equivalents | (121,159 | ) | (65,340 | ) | ||||
Cash and cash equivalents, beginning of period | 317,896 | 413,539 | ||||||
Cash and cash equivalents, end of period | $ | 196,737 | $ | 348,199 | ||||
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Net Revenue by Business, Geography and End Market
(% of total net revenue) | Three months ended September 30, | Nine months ended September 30, | ||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
Sensors | 74.3 | % | 71.8 | % | 74.0 | % | 71.3 | % | ||||
Controls | 25.7 | % | 28.2 | % | 26.0 | % | 28.7 | % | ||||
Total | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | ||||
(% of total net revenue) | Three months ended September 30, | Nine months ended September 30, | ||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
Americas | 40.8 | % | 37.8 | % | 39.4 | % | 37.9 | % | ||||
Europe | 27.4 | % | 29.0 | % | 28.5 | % | 29.6 | % | ||||
Asia | 31.8 | % | 33.2 | % | 32.1 | % | 32.5 | % | ||||
Total | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | ||||
(% of total net revenue) | Three months ended September 30, | Nine months ended September 30, | ||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
European automotive | 22.4 | % | 22.8 | % | 23.8 | % | 23.8 | % | ||||
North American automotive | 15.9 | % | 16.8 | % | 16.4 | % | 16.1 | % | ||||
Asian automotive | 19.9 | % | 20.0 | % | 20.0 | % | 19.9 | % | ||||
Rest of world automotive | 0.5 | % | 0.6 | % | 0.5 | % | 0.9 | % | ||||
Heavy vehicle off-road | 14.9 | % | 10.6 | % | 12.5 | % | 9.6 | % | ||||
Appliance and heating, ventilation and air-conditioning | 8.0 | % | 9.3 | % | 8.7 | % | 10.1 | % | ||||
Industrial | 7.7 | % | 9.2 | % | 7.8 | % | 9.2 | % | ||||
All other | 10.7 | % | 10.7 | % | 10.3 | % | 10.4 | % | ||||
Total | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | ||||
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Non-GAAP Measures
Adjusted net income is a non-GAAP financial measure. The Company defines Adjusted net income as follows: Net income before costs associated with financing and other transaction costs; deferred (gain)/loss on other hedges and (gain)/loss on currency remeasurement on debt, net; depreciation and amortization expense related to the step-up in fair value of fixed and intangible assets and inventory; deferred income tax and other tax expense; amortization of deferred financing costs; and restructuring and special charges. The Company believes Adjusted net income provides investors with helpful information with respect to the performance of the Companys operations, and management uses Adjusted net income to evaluate its ongoing operations and for internal planning and forecasting purposes. Adjusted net income is not a measure of liquidity. See the tables below which reconcile Net income to Adjusted net income and projected GAAP earnings per share to projected Adjusted net income per share.
The following unaudited table reconciles the Companys Net income to Adjusted net income for the three and nine months ended September�30, 2014 and 2013.
(In 000s, except per share amounts) | Three months ended September 30, | Nine months ended September 30, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Net income | $ | 81,963 | $ | 66,022 | $ | 214,229 | $ | 121,058 | ||||||||
Financing and other transaction costs | 4,242 | 5,500 | 9,179 | |||||||||||||
Deferred (gain)/loss on other hedges and (gain)/loss on currency remeasurement on debt, net | 7,200 | (12,723 | ) | (3,424 | ) | 13,595 | ||||||||||
Depreciation and amortization expense related to the step-up in fair value of fixed and intangible assets and inventory | 36,951 | 34,130 | 105,001 | 101,997 | ||||||||||||
Deferred income tax and other tax expense | (29,008 | ) | 12,594 | (15,965 | ) | 25,560 | ||||||||||
Amortization of deferred financing costs | 1,219 | 1,028 | 3,605 | 3,291 | ||||||||||||
Restructuring and special charges | 5,153 | (3,188 | ) | 3,657 | 5,605 | |||||||||||
Total adjustments | $ | 25,757 | $ | 31,841 | $ | 98,374 | $ | 159,227 | ||||||||
Adjusted net income | $ | 107,720 | $ | 97,863 | $ | 312,603 | $ | 280,285 | ||||||||
Weighted average diluted shares outstanding used in Adjusted net income per share calculation | 170,765 | 178,629 | 172,611 | 179,519 | ||||||||||||
Adjusted net income per diluted share | $ | 0.63 | $ | 0.55 | $ | 1.81 | $ | 1.56 | ||||||||
The Companys definition of Adjusted net income includes the current tax expense (benefit) that will be payable (realized) on the Companys income tax return and excludes deferred income tax and other tax expense. As the Company treats deferred income tax and other tax expense as an adjustment to compute Adjusted net income, the deferred income tax effect associated with the reconciling items would not change Adjusted net income for each period presented. The theoretical current income tax expense/(benefit)associated with the reconciling items above would be as follows: Depreciation and amortization expense related to the step-up in fair value of fixed and intangible assets and inventory: $0.2 million and $0.3 million for the three months ended September�30, 2014 and 2013, respectively, and $1.0 million and $0.8 million for the nine months ended September�30, 2014 and 2013, respectively; Restructuring and special charges: $0.3 million and ($1.0) million for the three months ended September�30, 2014 and 2013, respectively, and $0.3 million and $0.9 million for the nine months ended September�30, 2014 and 2013, respectively.
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The following unaudited table identifies where in the Condensed Consolidated Statement of Operations the adjustments to reconcile Net income to Adjusted net income were recorded for the three and nine months ended September�30, 2014 and 2013.
($ in 000s) | Three months ended September 30, | Nine months ended September 30, | ||||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||||
Cost of revenue | $ | 2,495 | $ | (2,841 | ) | $ | 4,280 | $ | 3,156 | |||||||
Selling, general and administrative | 5,273 | 6,531 | 971 | |||||||||||||
Amortization of intangible assets | 35,095 | 33,327 | 98,943 | 99,657 | ||||||||||||
Restructuring and special charges | 3,483 | 456 | 4,404 | 4,789 | ||||||||||||
Interest expense | 1,219 | 1,028 | 3,605 | 3,291 | ||||||||||||
Other, net | 7,200 | (12,723 | ) | (3,424 | ) | 21,803 | ||||||||||
(Benefit from)/provision for income taxes | (29,008 | ) | 12,594 | (15,965 | ) | 25,560 | ||||||||||
Total adjustments | $ | 25,757 | $ | 31,841 | $ | 98,374 | $ | 159,227 | ||||||||
The following unaudited table reconciles the Companys projected GAAP earnings per share to projected Adjusted net income per diluted share for the three months ended December 31, 2014 and full year ended December�31, 2014. Amounts in the table below do not include the per share impact of depreciation and amortization expense related to the step-up in fair value of fixed and intangible assets and inventory or deferred income tax and other tax expense associated with the acquisition of Schrader International. The amounts in the table below have been calculated based on unrounded numbers. Accordingly, certain amounts may not add due to the effect of rounding.
Three months ended December 31, 2014 | Full year ended December 31, 2014 | |||||||||||||||
Low End | High End | Low End | High End | |||||||||||||
Projected GAAP earnings per diluted share | $ | 0.15 | $ | 0.19 | $ | 1.40 | $ | 1.44 | ||||||||
Financing and other transaction costs | 0.06 | 0.07 | 0.09 | 0.10 | ||||||||||||
Deferred gain on other hedges and gain on currency remeasurement on debt, net | (0.02 | ) | (0.02 | ) | ||||||||||||
Depreciation and amortization expense related to the step-up in fair value of fixed and intangible assets and inventory | 0.21 | 0.21 | 0.81 | 0.81 | ||||||||||||
Deferred income tax and other tax expense | 0.06 | 0.06 | (0.04 | ) | (0.04 | ) | ||||||||||
Amortization of deferred financing costs | 0.01 | 0.01 | 0.03 | 0.03 | ||||||||||||
Restructuring and special charges | 0.03 | 0.03 | ||||||||||||||
Projected Adjusted net income per diluted share | $ | 0.49 | $ | 0.54 | $ | 2.30 | $ | 2.35 | ||||||||
Weighted average diluted shares outstanding used in Adjusted net income per share calculation (in 000s) | 170,900 | 170,900 | 172,200 | 172,200 | ||||||||||||
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SENSATA TECHNOLOGIES HOLDING N.V.
Notes to unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Income, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows
Basis of Presentation
The accompanying unaudited Condensed Consolidated Statements of Operations, Condensed Consolidated Statements of Comprehensive Income, Condensed Consolidated Balance Sheets and Condensed Consolidated Statements of Cash Flows do not include all of the information and note disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. This information should be read in conjunction with the consolidated financial statements and notes thereto included in the Companys Annual Report on Form 10-K for the year ended December 31, 2013 and the interim condensed consolidated financial statements included in the Company's Quarterly Report on Form 10-Q for the period ended June 30, 2014. U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements. Estimates used may change as new events occur or additional information is obtained. Actual results could differ from those estimates.
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