SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Item 2.02. Results of Operations and Financial Condition.
On April 28, 2021, Amphenol Corporation (the “Company”) issued a press release setting forth the Company’s 2021 first quarter earnings. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 8.01. Other Events.
On April 28, 2021, the Company also announced that its Board of Directors authorized a new three-year open market stock repurchase plan (the “2021 Stock Repurchase Program”) for the purchase of up to $2.0 billion of the Company’s common stock. As of April 28, 2021, the Company had repurchased approximately 41.0 million shares for $2.0 billion under the previously announced $2 billion stock repurchase plan (the “2018 Stock Repurchase Program”), thus completing the 2018 Stock Repurchase Program. A copy of the press release announcing the 2021 Stock Repurchase Program is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
This Form 8-K may include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which relate to future events and are subject to risks and uncertainties. The forward-looking statements, which address the Company’s expected business and financial performance and financial condition as well as expectations regarding the anticipated timing and estimated expenses associated with the closing of certain acquisitions and divestitures, among other matters, may contain words and terms such as: “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “forecast,” “guidance,” “intend,” “look ahead,” “may,” “ongoing,” “optimistic,” “plan,” “potential,” “predict,” “project,” “seek,” “should,” “target,” “will,” or “would” and other words and terms of similar meaning. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about expected earnings, revenues, growth, liquidity or other financial matters, together with any forward-looking statements related in any way to the coronavirus (“COVID-19”) pandemic including its future impact on the Company and the closing or financial impact of certain acquisitions and divestitures. A further description of these uncertainties and other risks can be found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, Quarterly Reports on Form 10-Q and the Company’s other reports filed with the Securities and Exchange Commission. These or other uncertainties may cause the Company’s actual future results to be materially different from those expressed in any forward-looking statements. The Company undertakes no obligation to update or revise any forward-looking statements except as required by law.
The information set forth in this Item 2.02 and Item 8.01, including the attached Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
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.
/s/ Craig A. Lampo
Craig A. Lampo
Senior Vice President and Chief Financial Officer
Date: April 28, 2021