v3.26.1
Discontinued Operations
6 Months Ended
Jun. 30, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

2. DISCONTINUED OPERATIONS

Held for Sale

RUCKUS Segment:

On April 29, 2026, the Company entered into a definitive agreement with Belden pursuant to which Belden agreed to acquire the Company’s RUCKUS segment in exchange for approximately $1.846 billion in cash, subject to certain adjustments. The RUCKUS segment provided wireless networks for enterprises and service providers. The divestiture of the RUCKUS segment met the “held for sale” criteria in the second quarter of 2026 per Accounting Standard Codification (ASC) 360-10, Impairment and Disposal of Long Lived Assets (ASC 360-10), and the Company determined, qualitatively and quantitatively, that this transaction represented a strategic shift that would have a major effect on its operations and financial results. As such, the results of operations directly attributable to the RUCKUS segment have been reclassified to discontinued operations per ASC 205-20, Presentation of Financial Statements—Discontinued Operations (ASC 205-20), on the Condensed Consolidated Statements of Operations, retrospectively for all periods presented beginning in the second quarter of 2026. In addition, the assets and liabilities of the RUCKUS segment have been presented separately as assets and liabilities held for sale on the Condensed Consolidated Balance Sheets for both current and prior periods beginning in the second quarter of 2026. See Note 9 for further discussion of the sale of the RUCKUS segment.

Completed Divestitures

Connectivity and Cable Solutions (CCS) Segment:

On January 9, 2026, the Company completed the previously announced sale of the CCS segment to Amphenol Corporation (Amphenol), a Delaware corporation, pursuant to the Purchase Agreement dated August 3, 2025, in exchange for net cash consideration of $10.5 billion. The proceeds are net of $81.3 million of transaction expenses and $204.4 million of cash included in the assets sold. The CCS segment provided wired infrastructure for data centers, enterprises and service providers on a global scale.

The CCS segment met the “held for sale” criteria per ASC 360-10 in the fourth quarter of 2025, and the Company determined, qualitatively and quantitatively, that this transaction represented a strategic shift that would have a major effect on its operations and financial results. As such, the results of operations directly attributable to the CCS segment have been reclassified to discontinued operations per ASC 205-20 on the Condensed Consolidated Statements of Operations, retrospectively for all periods presented beginning in the fourth quarter of 2025. In addition, all assets and liabilities of the CCS segment were classified as assets and liabilities held for sale on the Condensed Consolidated Balance Sheets as of December 31, 2025. Upon the closing of the transaction, the Company recognized a gain of $5.4 billion on the disposal of the CCS segment, which is included in income (loss) from discontinued operations, net of income taxes, on the Condensed Consolidated Statements of Operations for the six months ended June 30, 2026.

In connection with the transaction, on the closing date, the Company repaid in full all outstanding indebtedness using a portion of the proceeds from the transaction and terminated all outstanding commitments under each of its then-existing (x) revolving credit agreement, dated as of April 4, 2019 (as amended, the Prior Revolving Credit Agreement), which provided for a senior secured asset-based revolving credit facility in an aggregate principal amount of up to $750.0 million (the Prior Revolving Credit Facility), and (y) term loan credit agreement, dated as of December 17, 2024 (as amended, the Prior Term Loan Credit Agreement), which provided for a senior secured term loan credit facility (the 2029 Term Loan) in an aggregate outstanding principal amount of $3,150 million. Also, the Company satisfied and discharged the indentures governing the (1) $1,000.0 million in outstanding aggregate principal amount of the 2031 Secured Notes, (2) $951.0 million in outstanding aggregate principal amount of the 2029 Secured Notes, (3) $641.6 million in outstanding aggregate principal amount of the 2028 Notes, (4) $866.9 million in outstanding aggregate principal amount of the 8.25% 2027 Notes and (5) $750.0 million in outstanding aggregate principal amount of the 5.00% 2027 Notes (collectively, the Notes). On the closing date of the transaction, notices of full redemption were issued to holders of all of the outstanding Notes, calling all outstanding Notes for redemption on January 26, 2026 using a portion of the proceeds from the transaction, and all outstanding Notes were redeemed on January 26, 2026. The Company subsequently wrote-off $101.3 million of unamortized debt issuance costs and original issuance discount associated with the debt redemption which were recorded in interest expense within income (loss) from discontinued operations, net of income taxes, on the Condensed Consolidated Statements of Operations for the six months ended June 30, 2026. The Company also recorded a loss of $11.3 million on the extinguishment of debt which was recorded in other expense within income (loss) from discontinued operations, net of income taxes, on the Condensed Consolidated Statements of Operations for the six months ended June 30, 2026.

In addition, on the closing date of the transaction, the Company redeemed 100% of the Convertible Preferred Stock for $1.3 billion of cash in accordance with the terms of the Certificate of Designations. Simultaneously with the consummation of the redemption, the Investment Agreement, dated as of November 8, 2018, by and among the Company and Carlyle Partners VII S1 Holdings, L.P. (Carlyle) pursuant to which such Convertible Preferred Stock was initially purchased, and all rights and obligations of the parties under the Investment Agreement, were terminated.

In connection with the transaction, the Company entered into a Transition Service Agreement (Amphenol TSA) (as described below under “Transition Service Agreements”).

Outdoor Wireless Networks (OWN) Segment and Distributed Antenna Systems (DAS) Business Unit:

In January 2025, the Company completed the sale of the OWN segment and the DAS business unit to Amphenol, pursuant to the Purchase Agreement dated July 18, 2024, in exchange for net cash consideration of $2.0 billion. The proceeds are net of $9.1 million of transaction expenses and $83.2 million of cash included in the assets sold.

The OWN segment and DAS business unit met the “held for sale” criteria per ASC 360-10 in the third quarter of 2024, and the Company determined, qualitatively and quantitatively, that this transaction represented a strategic shift that would have a major effect on the Company’s operations and financial results. As such, the results of operations directly attributable to the OWN segment and DAS business unit have been reclassified to discontinued operations per ASC 205-20 on the Condensed Consolidated Statements of Operations, retrospectively for all periods presented beginning in the third quarter of 2024. Upon the closing of the transaction on January 31, 2025, the Company recognized a gain on the disposal of the OWN segment and DAS business unit of $491.3 million, which is included in income (loss) from discontinued operations, net of income taxes, on the Condensed Consolidated Statements of Operations for the six months ended June 30, 2025.

In connection with the transaction, the Company entered into several contractual arrangements with Amphenol, including the Amphenol TSA (as described below under “Transition Service Agreements”), Manufacturing Supply Agreement (Amphenol MSA), Sales and Supply Agreement and a Master Professional Services Agreement.

Under the Amphenol MSA, the Company continues to manufacture and supply certain products to the divested business. Under the terms of the Amphenol MSA, the Company was obligated to provide manufacturing services for a period of up to twelve months following the closing date of the transaction, unless earlier terminated by the parties. The agreement was entered into to facilitate the operational transition and ensure continuity of supply for Amphenol’s customers. Pursuant to the Amphenol MSA, the Company acquired components directly from Amphenol and was also responsible for procuring certain components from suppliers for the manufacturing of finished goods at the direction of Amphenol. As the Company did not obtain control of these components before they were transferred to Amphenol, the Company accounts for revenue associated with such components on a net basis. Under the Amphenol MSA, the Company recognized net revenues of $(0.3) million and $(0.5) million for the three and six months ended June 30, 2026, respectively, and $2.4 million and $4.0 million for the three and six months ended June 30, 2025, respectively, presented within income (loss) from discontinued operations, net of income taxes, on the Condensed Consolidated Statements of Operations.

The Sales and Supply Agreement and Master Professional Services Agreement enable the companies to act as both a buyer and seller of each other’s products and services in instances where those offerings might be integral to the Company’s remaining operations. The Sales and Supply Agreement is effective for a term of thirty-six months, and the Master Professional Services Agreement term is indefinite, unless either of the agreements are terminated early. The Company has evaluated these arrangements and concluded that while they represent ongoing business activity, they do not constitute a continuation of the disposed business. Accordingly, revenues and expenses generated from these agreements are presented within income (loss) from continuing operations on the Condensed Consolidated Statements of Operations.

Home Networks (Home) Business:

The Company completed the sale of the Home business to Vantiva SA (Vantiva) in January 2024. The Home business qualified as “held for sale” per ASC 360-10 in the fourth quarter of 2023 and was classified as a discontinued operation per ASC 205-20, as the Company determined, qualitatively and quantitatively, that this transaction represented a strategic shift that would have a major effect on the Company’s operations and financial results.

Following the closing of the transaction, the Company entered into a Transition Service Agreement (Vantiva TSA), whereby the Company provided and received certain post-closing support on a transitional basis (as described below under “Transition Service Agreements”), and a Supply Agreement with Vantiva (Vantiva Supply Agreement), whereby the Company sold certain retained inventory at cost, or market price if below cost, for a period of two years.

The following table presents the summarized components of income (loss) from discontinued operations, net of income taxes, for the three months ended June 30, 2026 and 2025:

 

RUCKUS

 

CCS

 

OWN

 

Home

 

Total

 

 

2026

 

2025

 

2026

 

2025

 

2026

 

2025

 

2026

 

2025

 

2026

 

2025

 

Net sales

$

177.7

 

$

188.6

 

$

0.1

 

$

875.4

 

$

(0.3

)

$

2.4

 

$

0.3

 

$

5.7

 

$

177.8

 

$

1,072.1

 

Cost of sales

 

64.1

 

 

57.3

 

 

 

 

563.3

 

 

 

 

 

 

 

 

7.4

 

 

64.1

 

 

628.0

 

Gross profit (loss)

 

113.6

 

 

131.3

 

 

0.1

 

 

312.1

 

 

(0.3

)

 

2.4

 

 

0.3

 

 

(1.7

)

 

113.7

 

 

444.1

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and
   administrative

 

57.9

 

 

48.6

 

 

4.2

 

 

87.2

 

 

0.1

 

 

4.4

 

 

0.2

 

 

0.2

 

 

62.4

 

 

140.4

 

Research and development

 

28.5

 

 

29.1

 

 

 

 

18.7

 

 

 

 

 

 

 

 

 

 

28.5

 

 

47.8

 

Amortization of purchased
   intangible assets

 

1.2

 

 

12.5

 

 

 

 

17.7

 

 

 

 

 

 

 

 

 

 

1.2

 

 

30.2

 

Restructuring costs (credits), net

 

(0.1

)

 

1.0

 

 

 

 

0.4

 

 

 

 

 

 

 

 

 

 

(0.1

)

 

1.4

 

   Total operating expenses

 

87.5

 

 

91.2

 

 

4.2

 

 

124.0

 

 

0.1

 

 

4.4

 

 

0.2

 

 

0.2

 

 

92.0

 

 

219.8

 

Operating income (loss)

 

26.1

 

 

40.1

 

 

(4.1

)

 

188.1

 

 

(0.4

)

 

(2.0

)

 

0.1

 

 

(1.9

)

 

21.7

 

 

224.3

 

Interest expense (1)

 

 

 

 

 

 

 

(156.1

)

 

 

 

 

 

 

 

 

 

 

 

(156.1

)

Other income (expense), net

 

(0.6

)

 

(1.4

)

 

 

 

(8.3

)

 

 

 

0.1

 

 

2.5

 

 

0.2

 

 

1.9

 

 

(9.4

)

Income (loss) from operations of
   discontinued businesses
   before income taxes

 

25.5

 

 

38.7

 

 

(4.1

)

 

23.7

 

 

(0.4

)

 

(1.9

)

 

2.6

 

 

(1.7

)

 

23.6

 

 

58.8

 

Gain (loss) on disposal of
   discontinued operations
   before income taxes

 

 

 

 

 

0.4

 

 

 

 

1.0

 

 

(0.6

)

 

 

 

 

 

1.4

 

 

(0.6

)

Income tax (expense) benefit

 

320.9

 

 

(12.7

)

 

(76.1

)

 

(26.2

)

 

(0.1

)

 

6.2

 

 

(0.6

)

 

0.4

 

 

244.1

 

 

(32.3

)

Income (loss) from
   discontinued operations,
   net of income taxes

$

346.4

 

$

26.0

 

$

(79.8

)

$

(2.5

)

$

0.5

 

$

3.7

 

$

2.0

 

$

(1.3

)

$

269.1

 

$

25.9

 

(1)
In connection with the sale of the CCS segment that was completed on January 9, 2026, the terms of the Purchase Agreement with Amphenol required that the CCS segment be transferred on a debt‑free basis, and therefore, the Company repaid its third‑party borrowings at closing using a portion of the proceeds from the sale of the CCS segment. Accordingly, all third-party debt obligations remained classified as long-term debt on the Condensed Consolidated Balance Sheets as of December 31, 2025. However, in accordance with accounting guidance, interest expense on debt that is required to be repaid as a direct result of a disposal transaction that qualifies as a discontinued operation is reported within discontinued operations. Because the closing of the divestiture required repayment of all outstanding third‑party debt due to the contractual requirement to deliver the business debt‑free, all interest expense has been presented within discontinued operations for all periods presented.

The following table presents the summarized components of income (loss) from discontinued operations, net of income taxes, for the six months ended June 30, 2026 and 2025:

 

RUCKUS

 

CCS

 

OWN

 

DAS

 

Home

 

Total

 

 

2026

 

2025

 

2026

 

2025

 

2026

 

2025

 

2026

 

2025

 

2026

 

2025

 

2026

 

2025

 

Net sales

$

351.0

 

$

341.1

 

$

87.5

 

$

1,599.5

 

$

(0.5

)

$

89.3

 

$

 

$

11.7

 

$

0.4

 

$

9.9

 

$

438.4

 

$

2,051.5

 

Cost of sales

 

120.0

 

 

113.9

 

 

59.2

 

 

1,016.4

 

 

 

 

49.8

 

 

 

 

10.0

 

 

0.1

 

 

11.7

 

 

179.3

 

 

1,201.8

 

Gross profit (loss)

 

231.0

 

 

227.2

 

 

28.3

 

 

583.1

 

 

(0.5

)

 

39.5

 

 

 

 

1.7

 

 

0.3

 

 

(1.8

)

 

259.1

 

 

849.7

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling, general and
   administrative

 

111.5

 

 

90.1

 

 

11.8

 

 

172.5

 

 

0.1

 

 

20.2

 

 

 

 

3.4

 

 

0.2

 

 

(2.4

)

 

123.6

 

 

283.8

 

Research and development

 

53.8

 

 

56.3

 

 

1.9

 

 

36.5

 

 

 

 

3.1

 

 

 

 

3.0

 

 

 

 

 

 

55.7

 

 

98.9

 

Amortization of purchased
   intangible assets

 

13.7

 

 

25.0

 

 

 

 

35.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13.7

 

 

60.4

 

Restructuring costs, net

 

2.9

 

 

2.3

 

 

0.1

 

 

0.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3.0

 

 

2.7

 

   Total operating expenses

 

181.9

 

 

173.7

 

 

13.8

 

 

244.8

 

 

0.1

 

 

23.3

 

 

 

 

6.4

 

 

0.2

 

 

(2.4

)

 

196.0

 

 

445.8

 

Operating income (loss)

 

49.1

 

 

53.5

 

 

14.5

 

 

338.3

 

 

(0.6

)

 

16.2

 

 

 

 

(4.7

)

 

0.1

 

 

0.6

 

 

63.1

 

 

403.9

 

Interest expense (1)

 

 

 

 

 

(129.1

)

 

(329.7

)

 

 

 

 

 

 

 

 

 

 

 

 

 

(129.1

)

 

(329.7

)

Other income (expense),
   net
(2)

 

(0.2

)

 

(2.0

)

 

(11.4

)

 

(12.9

)

 

 

 

(1.1

)

 

 

 

 

 

2.5

 

 

0.2

 

 

(9.1

)

 

(15.8

)

Income (loss) from
   operations of discontinued
   businesses before income
   taxes

 

48.9

 

 

51.5

 

 

(126.0

)

 

(4.3

)

 

(0.6

)

 

15.1

 

 

 

 

(4.7

)

 

2.6

 

 

0.8

 

 

(75.1

)

 

58.4

 

Gain on disposal of
   discontinued operations
   before income taxes

 

 

 

 

 

7,008.3

 

 

 

 

1.0

 

 

869.2

 

 

 

 

 

 

 

 

 

 

7,009.3

 

 

869.2

 

Income tax (expense) benefit

 

512.5

 

 

(16.9

)

 

(1,685.6

)

 

(49.6

)

 

(0.1

)

 

(385.6

)

 

 

 

2.0

 

 

(0.6

)

 

(0.1

)

 

(1,173.8

)

 

(450.2

)

Income (loss) from
   discontinued operations,
   net of income taxes

$

561.4

 

$

34.6

 

$

5,196.7

 

$

(53.9

)

$

0.3

 

$

498.7

 

$

 

$

(2.7

)

$

2.0

 

$

0.7

 

$

5,760.4

 

$

477.4

 

(1)
In connection with the sale of the CCS segment that was completed on January 9, 2026, the terms of the Purchase Agreement with Amphenol required that the CCS segment be transferred on a debt‑free basis, and therefore, the Company repaid its third‑party borrowings at closing using a portion of the proceeds from the sale of the CCS segment. Accordingly, all third-party debt obligations remained classified as long-term debt on the Condensed Consolidated Balance Sheets as of December 31, 2025. However, in accordance with accounting guidance, interest expense on debt that is required to be repaid as a direct result of a disposal transaction that qualifies as a discontinued operation is reported within discontinued operations. Because the closing of the divestiture required repayment of all outstanding third‑party debt due to the contractual requirement to deliver the business debt‑free, all interest expense, including the write-off of $101.3 million of unamortized debt issuance costs and original issuance discount associated with the debt redemption, has been presented within discontinued operations for all periods presented.
(2)
Other income (expense), net includes a loss of $11.3 million on the extinguishment of debt, for the six months ended June 30, 2026, associated with the divestiture of the CCS segment.

The following table presents balance sheet information for assets and liabilities held for sale related to the discontinued operations:

 

 

 

 

 

 

 

 

 

 

 

June 30, 2026

 

 

December 31, 2025

 

Cash and cash equivalents

 

 

$

38.0

 

 

$

309.2

 

Accounts receivable, net

 

 

 

134.8

 

 

 

703.5

 

Inventories, net

 

 

 

84.5

 

 

 

584.2

 

Prepaid expenses and other current assets

 

 

 

15.7

 

 

 

87.0

 

Property, plant, and equipment, net

 

 

 

7.9

 

 

 

293.4

 

Goodwill

 

 

 

495.9

 

 

 

2,160.6

 

Other intangible assets, net

 

 

 

106.4

 

 

 

186.0

 

Deferred income taxes

 

 

 

68.9

 

 

 

107.0

 

Other assets

 

 

 

25.0

 

 

 

193.7

 

Total current assets held for sale

 

 

$

977.1

 

 

$

4,624.6

 

Property, plant, and equipment, net

 

 

 

 

 

 

8.3

 

Goodwill

 

 

 

 

 

 

495.9

 

Other intangible assets, net

 

 

 

 

 

 

120.1

 

Deferred income taxes

 

 

 

 

 

 

43.6

 

Other noncurrent assets

 

 

 

 

 

 

28.1

 

Total noncurrent assets

 

 

$

 

 

$

696.0

 

Total assets held for sale

 

 

$

977.1

 

 

$

5,320.6

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

$

34.3

 

 

$

474.1

 

Accrued and other liabilities

 

 

 

306.0

 

 

 

531.1

 

Deferred income taxes

 

 

 

 

 

 

22.2

 

Total current liabilities held for sale

 

 

$

340.3

 

 

$

1,027.4

 

Other noncurrent liabilities

 

 

 

 

 

 

120.0

 

Total liabilities held for sale

 

 

$

340.3

 

 

$

1,147.4

 

 

The following table presents the details of the gain on disposal of the CCS segment and the OWN segment and DAS business unit, collectively:

 

 

CCS

 

 

OWN/DAS

 

 

 

January 9, 2026

 

 

January 31, 2025

 

Cash consideration received (net of cash acquired)

 

$

10,541.7

 

 

$

2,034.5

 

Transaction expense

 

 

(81.3

)

 

 

(9.1

)

Total disposal consideration

 

 

10,460.4

 

 

 

2,025.4

 

Carrying value of net assets sold (1)

 

 

(3,325.7

)

 

 

(1,057.3

)

Gain on disposal before income taxes and reclassification of
   foreign currency translation and other

 

 

7,134.7

 

 

 

968.1

 

Reclassification of foreign currency translation and other (2)

 

 

(126.4

)

 

 

(97.9

)

Gain on disposal before income taxes

 

 

7,008.3

 

 

 

870.2

 

Income tax expense (1)

 

 

(1,653.3

)

 

 

(378.9

)

Gain on disposal, net of income taxes (1)

 

$

5,355.0

 

 

$

491.3

 

(1)
During the three months ended June 30, 2026, the Company recorded a $1.0 million adjustment to the carrying value of the OWN/DAS disposal group, along with the related tax effects, which impacted the gain on disposal recognized in discontinued operations.
(2)
Includes the reclassifications of foreign currency translation, defined benefit plan activity and hedging instrument amounts from accumulated other comprehensive income (loss) on the Condensed Consolidated Balance Sheets related to the divestiture of the CCS segment during the first quarter of 2026. Includes the reclassification of foreign currency translation from accumulated other comprehensive income (loss) on the Condensed Consolidated Balance Sheets related to the divestiture of the OWN segment and DAS business unit during the first quarter of 2025.

The cash flows related to discontinued operations have not been segregated on the Condensed Consolidated Statements of Cash Flows, and accordingly, they include the results from continuing and discontinued operations. The following table summarizes the Company’s net cash inflows (outflows) related to the ongoing activities of the discontinued operations, including the Amphenol and Vantiva TSAs, as described below, and inventory sales resulting from the Amphenol MSA and Vantiva Supply Agreement, as described above:

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2026

 

 

2025

 

Amphenol TSA fees

 

$

(5.7

)

 

$

10.6

 

Amphenol MSA inventory sales

 

 

8.1

 

 

 

8.1

 

Vantiva Supply Agreement and other inventory sales

 

 

 

 

 

8.5

 

Vantiva TSA fees

 

 

 

 

 

3.5

 

The following table summarizes significant non-cash operating items of the discontinued operations included on the Condensed Consolidated Statements of Cash Flows:

 

 

Six Months Ended

 

 

 

June 30,

 

 

 

2026

 

 

2025

 

Gain on disposal of discontinued operations

 

$

7,009.3

 

 

$

869.2

 

Depreciation and amortization

 

 

14.6

 

 

 

86.4

 

Additions to property, plant and equipment

 

 

1.4

 

 

 

22.9

 

Equity-based compensation

 

 

5.0

 

 

 

5.5

 

 

Transition Service Agreements

In conjunction with the closing of the sale of the OWN segment and DAS business unit, the Company entered into the Amphenol TSA. The terms of the Amphenol TSA vary based on the services provided thereunder and provide options to extend services for up to two renewal terms of three months each. Subsequent to the closing of the sale of the CCS segment, the Company extended the Amphenol TSA, including a reverse TSA for which the Company receives specified transition services from Amphenol for a defined transition period, with the ability to continue certain services for limited additional periods in accordance with the applicable services schedules. The Company is responsible for fees and related third‑party costs incurred in connection with the provision of such services, including applicable taxes, and may incur incremental costs if services are continued beyond the initial transition period. The Company recognized income under the Amphenol TSA of $0.5 million and $1.6 million for the three and six months ended June 30, 2026, respectively, and $9.8 million and $16.9 million for the three and six months ended June 30, 2025, respectively. For the three and six months ended June 30, 2025, the Company recognized income of $0.5 million and $2.1 million under the Vantiva TSA. TSA income is included in transition service agreement income within income (loss) from continuing operations on the Condensed Consolidated Statements of Operations. The Company incurred costs under the reverse TSA of $3.9 million and $7.9 million for the three and six months ended June 30, 2026, respectively, which is primarily included in selling, general and administrative expenses within income (loss) from continuing operations on the Condensed Consolidated Statements of Operations.