ZEBRA TECHNOLOGIES CORP [ZBRA] Filings

10-Q 1 zbra-20220702.htm 10-Q zbra-20220702

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 July 2, 2022


☐			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: 000-19406

Zebra Technologies Corporation

(Exact name of registrant as specified in its charter)


Delaware			36-2675536
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

3 Overlook Point, Lincolnshire, IL 60069

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (847) 634-6700

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

Title of each class

Trading Symbol(s)

Name of exchange on which registered

Class A Common Stock, par value $.01 per share

ZBRA

The NASDAQ Stock Market, LLC

Indicate by check mark whether the registrant (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 registrant 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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 29, 2022, there were 51,789,941 shares of Class A Common Stock, $.01 par value, outstanding.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

QUARTER ENDED JULY 2, 2022

TABLE OF CONTENTS


		PAGE
PART I - FINANCIAL INFORMATION		3
Item 1.	Consolidated Financial Statements	3
	Consolidated Balance Sheets as of July 2, 2022 (unaudited) and December 31, 2021	3
	Consolidated Statements of Operations (unaudited) for the three and six months ended July 2, 2022 and July 3, 2021	4
	Consolidated Statements of Comprehensive Income (unaudited) for the three and six months ended July 2, 2022 and July 3, 2021	5
	Consolidated Statements of Stockholders’ Equity (unaudited) for the three and six months ended July 2, 2022 and July 3, 2021	6
	Consolidated Statements of Cash Flows (unaudited) for the six months ended July 2, 2022 and July 3, 2021	8
	Notes to Consolidated Financial Statements (unaudited)	8
	Note 1: Description of Business and Basis of Presentation	9
	Note 2: Significant Accounting Policies	9
	Note 3: Revenues	10
	Note 4: Inventories	11
	Note 5: Business Acquisitions	11
	Note 6: Goodwill & Other Intangibles	12
	Note 7: Investments	13
	Note 8: Fair Value Measurements	13
	Note 9: Derivative Instruments	15
	Note 10: Long-Term Debt	17
	Note 11: Leases	19
	Note 12: Accrued Liabilities, Commitments and Contingencies	19
	Note 13: Share-Based Compensation	20
	Note 14: Income Taxes	23
	Note 15: Earnings Per Share	24
	Note 16: Accumulated Other Comprehensive Income (Loss)	24
	Note 17: Accounts Receivable Factoring	25
	Note 18: Segment Information & Geographic Data	26
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	27
	Overview	27
	Results of Operations	29
	Results of Operations by Segment	31
	Liquidity and Capital Resources	34
	Significant Customers	36
	Safe Harbor	37
	New Accounting Pronouncements	37
	Non-GAAP Measures	37
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38
Item 4.	Controls and Procedures	38
PART II - OTHER INFORMATION		39
Item 1.	Legal Proceedings	39
Item 1A.	Risk Factors	39
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	40
Item 6.	Exhibits	41
Signatures		42

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PART I - FINANCIAL INFORMATION


Item 1.			Consolidated Financial Statements

ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In millions, except share data)


	July 2, 2022		December 31, 2021
	(Unaudited)
Assets
Current assets:
Cash and cash equivalents	$	98	$	332
Accounts receivable, net of allowances for doubtful accounts of $1 million each as of July 2, 2022 and December 31, 2021	925		752
Inventories, net	632		491
Income tax receivable	20		8
Prepaid expenses and other current assets	131		106
Total Current assets	1,806		1,689
Property, plant and equipment, net	265		272
Right-of-use lease assets	174		131
Goodwill	3,929		3,265
Other intangibles, net	659		469
Deferred income taxes	311		192
Other long-term assets	241		197
Total Assets	$	7,385	$	6,215
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of long-term debt	$	144	$	69
Accounts payable	827		700
Accrued liabilities	714		639
Deferred revenue	413		380
Income taxes payable	15		12
Total Current liabilities	2,113		1,800
Long-term debt	2,017		922
Long-term lease liabilities	155		121
Deferred income taxes	71		6
Long-term deferred revenue	318		315
Other long-term liabilities	198		67
Total Liabilities	4,872		3,231
Stockholders’ Equity:
Preferred stock, $.01 par value; authorized 10,000,000 shares; none issued	—		—
Class A common stock, $.01 par value; authorized 150,000,000 shares; issued 72,151,857 shares	1		1
Additional paid-in capital	512		462
Treasury stock at cost, 20,196,863 and 18,736,582 shares as of July 2, 2022 and December 31, 2021, respectively	(1,652)		(1,023)
Retained earnings	3,680		3,573
Accumulated other comprehensive loss	(28)		(29)
Total Stockholders’ Equity	2,513		2,984
Total Liabilities and Stockholders’ Equity	$	7,385	$	6,215

See accompanying Notes to Consolidated Financial Statements.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except share data)

(Unaudited)


	Three Months Ended				Six Months Ended
	July 2, 2022		July 3, 2021		July 2, 2022		July 3, 2021
Net sales:
Tangible products	$	1,259	$	1,192	$	2,466	$	2,345
Services and software	209		185		434		379
Total Net sales	1,468		1,377		2,900		2,724
Cost of sales:
Tangible products	685		618		1,366		1,209
Services and software	109		101		223		202
Total Cost of sales	794		719		1,589		1,411
Gross profit	674		658		1,311		1,313
Operating expenses:
Selling and marketing	151		148		303		282
Research and development	148		141		285		281
General and administrative	97		92		196		174
Settlement and related costs	372		—		372		—
Amortization of intangible assets	35		26		68		52
Acquisition and integration costs	14		4		18		5
Exit and restructuring costs	2		—		2		—
Total Operating expenses	819		411		1,244		794
Operating (loss) income	(145)		247		67		519
Other (loss) income, net:
Foreign exchange (loss) gain	(3)		(1)		5		1
Interest (expense) income, net	(3)		(7)		27		(5)
Other (expense) income, net	(2)		(1)		(2)		(1)
Total Other (expense) income, net	(8)		(9)		30		(5)
(Loss) income before income tax	(153)		238		97		514
Income tax (benefit) expense	(55)		19		(10)		67
Net (loss) income	$	(98)	$	219	$	107	$	447
Basic (loss) earnings per share	$	(1.87)	$	4.10	$	2.04	$	8.36
Diluted (loss) earnings per share	$	(1.87)	$	4.07	$	2.02	$	8.29

See accompanying Notes to Consolidated Financial Statements.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)

(Unaudited)


	Three Months Ended				Six Months Ended
	July 2, 2022		July 3, 2021		July 2, 2022		July 3, 2021
Net (loss) income	$	(98)	$	219	$	107	$	447
Other comprehensive income (loss), net of tax:
Changes in unrealized gains on anticipated sales hedging transactions	7		2		12		34


Foreign currency translation adjustment	(6)		—		(11)		(3)
Comprehensive (loss) income	$	(97)	$	221	$	108	$	478

See accompanying Notes to Consolidated Financial Statements.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In millions, except share data)

(Unaudited)


	Class A Common Stock Shares	Class A Common Stock Value		Additional Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Loss		Total
Balance at December 31, 2021	53,415,275	$	1	$	462	$	(1,023)	$	3,573	$	(29)	$	2,984

Issuances of treasury shares related to share-based compensation plans, net of forfeitures	20,082	—		8		(2)		—		—		6
Shares withheld to fund withholding tax obligations related to share-based compensation plans	(1,639)	—		—		(1)		—		—		(1)
Share-based compensation	—	—		17		—		—		—		17
Repurchases of common stock	(648,875)	—		—		(305)		—		—		(305)
Net income	—	—		—		—		205		—		205
Changes in unrealized gains and losses on anticipated sales hedging transactions (net of income taxes)	—	—		—		—		—		5		5

Foreign currency translation adjustment	—	—		—		—		—		(5)		(5)
Balance at April 2, 2022	52,784,843	$	1	$	487	$	(1,331)	$	3,778	$	(29)	$	2,906

Issuances of treasury shares related to share-based compensation plans, net of forfeitures	70,821	—		—		1		—		—		1
Shares withheld to fund withholding tax obligations related to share-based compensation plans	(56,431)	—		—		(22)		—		—		(22)
Share-based compensation	—	—		25		—		—		—		25
Repurchases of common stock	(844,239)	—		—		(300)		—		—		(300)
Net loss	—	—		—		—		(98)		—		(98)
Changes in unrealized gains and losses on anticipated sales hedging transactions (net of income taxes)	—	—		—		—		—		7		7

Foreign currency translation adjustment	—	—		—		—		—		(6)		(6)
Balance at July 2, 2022	51,954,994	$	1	$	512	$	(1,652)	$	3,680	$	(28)	$	2,513

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	Class A Common Stock Shares	Class A Common Stock Value		Additional Paid-in Capital		Treasury Stock		Retained Earnings		Accumulated Other Comprehensive Loss		Total
Balance at December 31, 2020	53,462,082	$	1	$	395	$	(919)	$	2,736	$	(69)	$	2,144

Issuances of treasury shares related to share-based compensation plans, net of forfeitures	48,584	—		(6)		—		—		—		(6)
Shares withheld to fund withholding tax obligations related to share-based compensation plans	(400)	—		—		—		—		—		—
Share-based compensation	—	—		16		—		—		—		16
Repurchases of common stock	(100)	—		—		—		—		—		—
Net income	—	—		—		—		228		—		228
Changes in unrealized gains and losses on anticipated sales hedging transactions (net of income taxes)	—	—		—		—		—		32		32

Foreign currency translation adjustment	—	—		—		—		—		(3)		(3)
Balance at April 3, 2021	53,510,166	$	1	$	405	$	(919)	$	2,964	$	(40)	$	2,411

Issuances of treasury shares related to share-based compensation plans, net of forfeitures	27,226	—		—		—		—		—		—
Shares withheld to fund withholding tax obligations related to share-based compensation plans	(81,810)	—		—		(40)		—		—		(40)
Share-based compensation	—	—		22		—		—		—		22
Repurchases of common stock	(52,289)	—		—		(25)		—		—		(25)
Net income	—	—		—		—		219		—		219
Changes in unrealized gains and losses on anticipated sales hedging transactions (net of income taxes)	—	—		—		—		—		2		2


Balance at July 3, 2021	53,403,293	$	1	$	427	$	(984)	$	3,183	$	(38)	$	2,589

See accompanying Notes to Consolidated Financial Statements.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)


	Six Months Ended
	July 2, 2022		July 3, 2021
Cash flows from operating activities:
Net income	$	107	$	447
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	103		88


Share-based compensation	42		38

Deferred income taxes	(124)		(5)
Unrealized gain on forward interest rate swaps	(52)		(13)
Other, net	3		1
Changes in operating assets and liabilities:
Accounts receivable, net	(170)		(59)
Inventories, net	(108)		26
Other assets	(52)		(22)
Accounts payable	121		(10)
Accrued liabilities	(77)		2
Deferred revenue	34		67
Income taxes	(9)		(23)
Settlement and related costs, net	320		—
Other operating activities	16		2
Net cash provided by operating activities	154		539
Cash flows from investing activities:
Acquisition of businesses, net of cash acquired	(875)		(17)
Purchases of property, plant and equipment	(31)		(25)

Purchases of long-term investments	(6)		(17)
Net cash used in investing activities	(912)		(59)
Cash flows from financing activities:
Payment of debt issuance costs, extinguishment costs and discounts	(8)		—
Payments of long-term debt	(119)		(264)
Proceeds from issuance of long-term debt	1,294		8

Payments for repurchases of common stock	(605)		(25)
Net payments related to share-based compensation plans	(16)		(46)
Change in unremitted cash collections from servicing factored receivables	(28)		(2)

Net cash provided by (used in) financing activities	518		(329)
Effect of exchange rate changes on cash and cash equivalents, including restricted cash	(6)		(4)
Net (decrease) increase in cash and cash equivalents, including restricted cash	(246)		147
Cash and cash equivalents, including restricted cash, at beginning of period	344		192
Cash and cash equivalents, including restricted cash, at end of period	$	98	$	339
Less restricted cash, included in Prepaid expenses and other current assets	—		(21)
Cash and cash equivalents at end of period	$	98	$	318
Supplemental disclosures of cash flow information:
Income taxes paid	$	120	$	94
Interest paid	$	15	$	17

See accompanying Notes to Consolidated Financial Statements.

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ZEBRA TECHNOLOGIES CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 Description of Business and Basis of Presentation

Zebra Technologies Corporation and its subsidiaries (“Zebra” or the “Company”) is a global leader providing innovative Enterprise Asset Intelligence (“EAI”) solutions in the automatic identification and data capture solutions industry. We design, manufacture, and sell a broad range of products and solutions, including cloud-based software subscriptions, that capture and move data. We also provide a full range of services, including maintenance, technical support, repair, managed and professional services. End-users of our products, solutions and services include those in retail and e-commerce, manufacturing, transportation and logistics, healthcare, public sector, and other industries. We provide our products, solutions and services globally through a direct sales force and an extensive network of channel partners.

Management prepared these unaudited interim consolidated financial statements according to the rules and regulations of the Securities and Exchange Commission for interim financial information and notes. As permitted under Article 10 of Regulation S-X and the instructions of Form 10-Q, these consolidated financial statements do not include all the information and notes required by United States Generally Accepted Accounting Principles (“GAAP”) for complete financial statements, although management believes that the disclosures made are adequate to make the information not misleading. These interim financial statements should be read in conjunction with the audited consolidated financial statements and notes included in the Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

In the opinion of the Company, these interim financial statements include all adjustments (of a normal, recurring nature) necessary to fairly present its Consolidated Balance Sheet as of July 2, 2022, the Consolidated Statements of Operations, Comprehensive Income and Stockholders’ Equity for the three and six months ended July 2, 2022 and July 3, 2021, and the Consolidated Statement of Cash Flows for the six months ended July 2, 2022 and July 3, 2021. These results, however, are not necessarily indicative of the results expected for the full fiscal year ending December 31, 2022.

Effective January 1, 2022, the location solutions offering, which provides a range of real-time location systems (“RTLS”) and services that generate on-demand information about the physical location and status of assets, equipment, and people, moved from our Asset Intelligence & Tracking (“AIT”) segment into our Enterprise Visibility & Mobility (“EVM”) segment contemporaneous with a change in our organizational structure and management of the business. We have reported our results reflecting this change, including historical periods, on a comparable basis. This change does not have an impact to the Consolidated Financial Statements. See Note 18, Segment Information & Geographic Data for additional information related to each segment’s results.

Note 2 Significant Accounting Policies

For a discussion of our significant accounting policies, see Note 2, Significant Accounting Policies within Part II, Item 8. “Financial Statements and Supplementary Data” in the Annual Report on Form 10-K for the year ended December 31, 2021. There have been no changes to our significant accounting policies since our Annual Report on Form 10-K for the year ended December 31, 2021.

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Note 3 Revenues

The Company recognizes revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration which it expects to receive for providing those goods or services.

Revenues for products are generally recognized upon shipment, whereas revenues for services and solution offerings are generally recognized over time by using an output or time-based method, assuming all other criteria for revenue recognition have been met. Revenues for software are recognized either upon delivery or over time using a time-based method, depending upon how control is transferred to the customer. In cases where a bundle of products, services, solutions and/or software are delivered to the customer, judgment is required to select the method of progress which best reflects the transfer of control.

Disaggregation of Revenue

The following table presents our Net sales disaggregated by product category for each of our segments, AIT and EVM, for the three and six months ended July 2, 2022 and July 3, 2021 (in millions):


	Three Months Ended
	July 2, 2022						July 3, 2021
Segment	Tangible Products		Services and Software		Total		Tangible Products		Services and Software		Total
AIT	$	422	$	24	$	446	$	390	$	24	$	414
EVM	837		185		1,022		802		164		966
Corporate, eliminations(1)	—		—		—		—		(3)		(3)
Total	$	1,259	$	209	$	1,468	$	1,192	$	185	$	1,377

	Six Months Ended
	July 2, 2022						July 3, 2021
Segment	Tangible Products		Services and Software		Total		Tangible Products		Services and Software		Total
AIT	$	792	$	48	$	840	$	797	$	46	$	843
EVM	1,674		386		2,060		1,548		339		1,887
Corporate, eliminations(1)	—		—		—		—		(6)		(6)
Total	$	2,466	$	434	$	2,900	$	2,345	$	379	$	2,724

(1)Amounts included in Corporate, eliminations consist of purchase accounting adjustments.

In addition, refer to Note 18, Segment Information & Geographic Data for Net sales to customers by geographic region.

Performance Obligations

The Company’s remaining performance obligations primarily relate to repair and support services, as well as solution offerings. The aggregated transaction price allocated to remaining performance obligations for arrangements with an original term exceeding one year was $1,055 million and $1,033 million, inclusive of deferred revenue, as of July 2, 2022 and December 31, 2021, respectively. On average, remaining performance obligations as of July 2, 2022 and December 31, 2021 are expected to be recognized over a period of approximately two years.

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Contract Balances

Progress on satisfying performance obligations under contracts with customers related to billed revenues is reflected on the Consolidated Balance Sheets in Accounts receivable, net. Progress on satisfying performance obligations under contracts with customers related to unbilled revenues (“contract assets”) is reflected on the Consolidated Balance Sheets as Prepaid expenses and other current assets for revenues expected to be billed within the next twelve months, and Other long-term assets for revenues expected to be billed thereafter. The total contract asset balances were $12 million and $10 million as of July 2, 2022 and December 31, 2021, respectively. These contract assets result from timing differences between billing and satisfying performance obligations, as well as the impact from the allocation of the transaction price among performance obligations for contracts that include multiple performance obligations. Contract assets are evaluated for impairment and no impairment losses have been recognized during the three and six months ended July 2, 2022 and July 3, 2021, respectively.

Deferred revenue on the Consolidated Balance Sheets consists of payments and billings in advance of our performance. The combined short-term and long-term deferred revenue balances were $731 million and $695 million as of July 2, 2022 and December 31, 2021, respectively. During the three and six months ended July 2, 2022, the Company recognized $108 million and $237 million in revenue, which was previously included in the beginning balance of deferred revenue as of December 31, 2021. During the three and six months ended July 3, 2021, the Company recognized $75 million and $185 million in revenue, which was previously included in the beginning balance of deferred revenue as of December 31, 2020.

Note 4 Inventories

The components of Inventories, net are as follows (in millions):


	July 2, 2022		December 31, 2021
Raw materials	$	275	$	196
Work in process	3		3
Finished goods	354		292
Total Inventories, net	$	632	$	491

Note 5 Business Acquisitions

Matrox

On June 3, 2022, the Company acquired Matrox Electronic Systems Ltd. (“Matrox”), a developer of advanced machine vision components and software. Through its acquisition of Matrox, the Company intends to expand its machine vision products and software offerings.

The acquisition was accounted for under the acquisition method of accounting for business combinations. The Company’s total purchase consideration was $878 million comprised of $875 million in cash paid at closing, net of Matrox’s cash on-hand and an additional $3 million of cash that will be paid in the third quarter of 2022.

The Company utilized estimated fair values as of the acquisition date to allocate the total purchase consideration to the identifiable assets acquired and liabilities assumed. The fair value of the net assets acquired was based on several estimates and assumptions, as well as customary valuation techniques, primarily the excess earnings method for customer relationships as well as the relief from royalty method for technology and patent intangible assets. While we believe these estimates provide a reasonable basis to record the net assets acquired, the purchase price allocation is considered preliminary and subject to adjustment during the measurement period, which is up to one year from the acquisition date. The primary fair value estimates still considered preliminary as of July 2, 2022 include intangible assets and income tax-related items.

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The preliminary purchase price allocation to assets acquired and liabilities assumed was as follows (in millions):


Identifiable intangible assets	$	257
Inventory	33

Other assets acquired	13
Deferred tax liabilities	(68)


Other liabilities assumed	(21)
Net assets acquired	$	214
Goodwill on acquisition	664
Total purchase price	$	878

The $664 million of goodwill, which is non-deductible for tax purposes, has been allocated to the EVM segment and principally relates to the planned global expansion and integration of Matrox into the Company’s machine vision offerings.

The preliminary purchase price allocation to identifiable intangible assets acquired was as follows:


	Fair Value (in millions)		Useful Life (in years)
Customer and other relationships	$	196	11
Technology and patents	59		7
Trade names	2		2
Total identifiable intangible assets	$	257

In connection with the acquisition of Matrox, the Company granted $13 million of cash-settled RSUs to certain employees, which are attributable to service to be rendered subsequent to the acquisition and will generally be expensed over a 3-year service period.

The Company has not included unaudited pro forma results, as if Matrox had been acquired as of January 1, 2021, as doing so would not yield materially different results.

The Company incurred approximately $14 million of acquisition-related costs during the second quarter of 2022, primarily related to third-party transaction and advisory fees associated with the Matrox acquisition. These costs are included within Acquisition and integration costs on the Consolidated Statement of Operations.

Note 6 Goodwill and Other Intangibles

Goodwill

Changes in the net carrying value of goodwill by segment were as follows (in millions):


	AIT		EVM		Total
Goodwill as of December 31, 2021	$	169	$	3,096	$	3,265
Matrox acquisition	—		664		664


Goodwill as of July 2, 2022	$	169	$	3,760	$	3,929

See Note 5, Business Acquisitions for further details related to the Company’s acquisitions and purchase price allocation adjustments.

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Other Intangibles, net

The balances in Other Intangibles, net consisted of the following (in millions):


	As of July 2, 2022						As of December 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
Amortized intangible assets:
Technology and patents	$	948	$	(592)	$	356	$	889	$	(566)	$	323
Customer and other relationships	826		(541)		285		631		(503)		128
Trade names	66		(48)		18		64		(46)		18
Total	$	1,840	$	(1,181)	$	659	$	1,584	$	(1,115)	$	469

Amortization expense was $35 million and $26 million during the three months ended July 2, 2022 and July 3, 2021, respectively, and $68 million and $52 million during the six months ended July 2, 2022 and July 3, 2021, respectively.

As of July 2, 2022, estimated future intangible asset amortization expense is as follows (in millions):



2022 (remaining 6 months)	$	66
2023	99
2024	94
2025	93
2026	89
Thereafter	218
Total	$	659

Note 7 Investments

The carrying value of the Company’s venture investments was $107 million and $101 million as of July 2, 2022 and December 31, 2021, respectively, which are included in Other long-term assets on the Consolidated Balance Sheets.

During the three and six months ended July 2, 2022, the Company paid $1 million and $6 million for the purchases of long-term investments, respectively. Comparatively, during the three and six months ended July 3, 2021, the Company paid $4 million and $17 million for the purchases of new long-term investments, respectively.

Net gains and losses related to the Company’s investments are included within Other (expense) income, net on the Consolidated Statements of Operations. The Company recognized net losses of $0 million and $1 million during the three months ended July 2, 2022 and July 3, 2021, respectively. The Company did not recognize any net gains or losses in the six months ended July 2, 2022 or July 3, 2021.

Note 8 Fair Value Measurements

Financial assets and liabilities are measured using inputs from three levels of the fair value hierarchy in accordance with Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. It establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into the following three broad levels:

•Level 1: Quoted prices in active markets that are accessible at the measurement date for identical assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs (e.g. U.S. Treasuries and money market funds).

•Level 2: Observable prices that are based on inputs not quoted in active markets but corroborated by market data.

•Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.

Table of Contents

In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs to the extent possible. In addition, the Company considers counterparty credit risk in the assessment of fair value.

The Company’s financial assets and liabilities carried at fair value as of July 2, 2022, are classified below (in millions):


	Level 1		Level 2		Level 3		Total
Assets:
Foreign exchange contracts (1)	$	3	$	37	$	—	$	40
Forward interest rate swap contracts (2)	—		36		—		36
Money market investments related to deferred compensation plan	33		—		—		33
Total Assets at fair value	$	36	$	73	$	—	$	109
Liabilities:


Liabilities related to the deferred compensation plan	33		—		—		33
Total Liabilities at fair value	$	33	$	—	$	—	$	33

The Company’s financial assets and liabilities carried at fair value as of December 31, 2021, are classified below (in millions):


	Level 1		Level 2		Level 3		Total
Assets:
Foreign exchange contracts (1)	$	—	$	23	$	—	$	23

Money market investments related to deferred compensation plan	37		—		—		37
Total Assets at fair value	$	37	$	23	$	—	$	60
Liabilities:

Forward interest rate swap contracts (2)	$	—	$	16	$	—	$	16
Liabilities related to the deferred compensation plan	37		—		—		37
Total Liabilities at fair value	$	37	$	16	$	—	$