Ladies and gentlemen, thank you for standing by. Welcome to this morning's Belden Inc. Conference Call. Just a reminder, this call is being recorded. At this time, you are in a listen-only mode. Later, we will conduct a question-and-answer session. (Operator Instructions) I would now like to turn the call over to Matt Tractenberg. Please go ahead, sir.

Thank you, Joe. Good morning, everyone, and thank you for joining us today for Belden's First Quarter 2014 earnings conference call. My name is Matt Tractenberg, I'm Belden's Vice President of Investor Relations. With me here this morning are John Stroup, President and CEO; and Henk Derksen, Belden's CFO. John will provide a strategic overview of our business, and then Henk will provide a detailed review of our financial and operating results, followed by question and answer. We issued our earnings release earlier this morning, and we have prepared a slide presentation that we will reference on this call. The press release and the presentation are available online at investor.belden.com. Turning to Slide 2 in the presentation, during this call, management will make certain forward-looking statements. I would like to remind you that any forward-looking information we provide is given in reliance upon the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. The comments we will make today are management's best judgment based on information currently available. Actual results could differ materially from any forward-looking statements that we make, and the Company disclaims any obligation to update this information to reflect future developments after the call. For a more complete discussion of factors that could have an impact on the Company's actual results, please review today's press release and our annual report on Form 10-K. Additionally, during today's call, management will reference adjusted or non-GAAP financial information. In accordance with Regulation G, we have provided a reconciliation of the most closely associated GAAP financial information to the non-GAAP financial information we communicate. This reconciliation is in the appendix of the presentation and has been posted separately to the Investor Relations section of our Web-site. I will now turn the call over to our President and Chief Executive Officer, John Stroup. John?

Thank you, Matt, and good morning everyone. As a reminder, I'll be referring to adjusted results. Revenues for the first quarter were $488.3 million. After adjusting for changes in copper and currency, revenues declined 3.1% from the year ago period. This reduction in revenues was a result of challenging prior-year comparisons and unforeseen adjustments in channel inventory. We estimate this inventory reduction at approximately $12 million. When accounting for this change, revenues decreased approximately 80 basis points from the year ago period, in line with expectations. I'm pleased by our continued progress with gross profit margin expansion, now at 36.1%, the best in class. Operating profit margin of 13.1% was in line with the year ago period. Demand patterns in the first quarter were impacted by severe weather in much of United States. Order softness in both January and February recovered nicely in March, with daily order rates almost 20% higher than the prior two months. Overall, orders in March grew 9% from the year ago period, and the strength continued in April giving is comfort that our full year guidance is on target. It did however impact a number of metrics during the quarter, most notably our inventory and free cash flow measures which Henk will discuss in a moment. We completed the acquisition of Grass Valley and the team is off to a solid start with our previously communicated integration plan. As discussed last quarter, we believe there is an opportunity to improve operating profit margins through the application of our Lean Enterprise technique in the areas of SG&A. Our objective is to reduce SG&A expenses as a percentage of revenue by approximately 100 basis points by year end. We have incorporated both of these items in our full year guidance which I will discuss in greater detail…

Thank you, John. I'll start my comments with results for the quarter followed by a review of our operation and segment results, a discussion of the balance sheet, and close with our cash flow performance. As a reminder, I will be referencing adjusted results today. Please turn to Slide 6 for a detailed consolidated review. First quarter consolidated revenues were $488.3 million. Compared to the first quarter of 2013, revenue declined 4.3% from $510.4 million. After adjusting for changes in copper and currency, revenues decreased organically 3.1% year-over-year. As mentioned by John, this decrease is largely a function of the inventory adjustment made by our channel partners during the first quarter and difficult prior year comparison. We estimate the inventory reduction to be approximately $12 million. Additionally and included in our guidance, our Industrial businesses benefited from several large nonrecurring projects in the first quarter of 2013, with a year-over-year impact of approximately $17 million to $18 million. Sequentially, revenues declined $27.6 million, or 5.3% from $515.9 million. After adjusting for changes in copper, currency and channel inventory, revenues declined 2.5%, in line with difficult seasonal patterns. After a very [slow] (ph) start to the year, order rates accelerated throughout the first quarter as we saw a 9% order growth in March year-over-year. We expect [indiscernible] environment to return to normal patterns given the increased activity in both March and April. Best-in-class gross profit margins were 36.1%, increasing 160 basis points year-over-year and 90 basis points sequentially. The year-over-year improvement is a result of strong performance from our Broadcast platform, productivity improvements within Enterprise Connectivity and a richer mix of products within Industrial Connectivity. First quarter SG&A expenses were $93 million or 19% of revenue. R&D expenses for the quarter were $20.1 million or 4% of revenues. SG&A and R&D…

Thank you, Henk. Please turn to Slide 10 for our outlook regarding the second quarter and full year 2014 results. Belden's outstanding business portfolio and improved organizational structure provide us with an opportunity to perform well in a variety of economic environments. We continue to emphasize our strategic initiatives, including our Market Delivery System and Lean Enterprise. We also remain confident in our ability to deliver consistent operating results as we continue in 2014. We expect that our second quarter 2014 revenues to be between $585 million and $605 million, and adjusted income from continuing operations per diluted share to be between $0.95 and $1.05. Please turn to Slide 11 for a review of the changes to 2014 guidance. For the full year, we now expect revenues of $2.3 billion to $2.35 billion, and adjusted income from continuing operations per diluted share of $4.05 to $4.35. These expected results now incorporate the favorable impact of both Grass Valley and the SG&A productivity initiatives as well as an unfavorable impact from inventory adjustments at our channel partners and likely lower copper prices. Joe, please open the call to questions.

(Operator Instructions) Your first question is from Shawn Harrison with Longbow Research.

Two questions on margins. First off, just the solid gross margin achieved this quarter, how sustainable is that for the remainder of the year understanding the mix dynamics? And then second, as we look at the SG&A reductions, if you could maybe split that up a bit between the divisions, where we should see that fall and when exactly in '15 would you see the full $18 million savings run rate?

Shawn, this is John. I'll let Henk comment on the second item. Taking the first item, I think the gross margins that we achieved in the first quarter, those are sustainable going forward. Obviously if we see a little bit of uptick in volume, which we would expect to see from Q1 to Q2, the leverage on that should be helpful, but I think we have a great deal of confidence in the gross margin levels where it's been.

And on the SG&A, [inaudible], Shawn, we expect annualized benefit to be approximately $18 million and the focus of the 50% will be on sales and marketing, 40% on back-office activities, and they will favorably impact effectively [all of us] (ph).

Okay. And when would you expect to see that full run rate number by, Henk?

So Q4 this year will be close to by my chart.

Okay. And then just one final question. John, one of your big distributors, one of your competitors yesterday highlighted improving trends in the enterprise market. What are you seeing there beyond just kind of the uptick in April? Is it improving, do you have kind of more confidence in that market coming back during the last three quarters this year?

So the Enterprise business was the business that experienced the most impact from channel inventory changes and it was one of our larger distributors that curtailed their inventory in the first quarter. That has impacted our business. If I exclude that, the order run rate in Enterprise has been good and we expect that business continue to improve. So sequentially, we would expect to see slightly better than typical trend from a sequential basis from Q1 to Q2. So that's an area of the business right now where we're pretty confident.

Our next question comes from John Quealy with Canaccord Genuity.

First question, Grass Valley, can you talk about integration, anything you've been doing there and seeing there, will they be included in some of these SG&A activities, and then I'll come for a follow-up?

Okay, so the integration of Grass Valley is right on schedule. The team began the process actually prior to the close. We had a significant industry show right after the close, NAB in Las Vegas, where we presented the new Grass Valley with integrated businesses of Miranda and Grass Valley. We've already started the process of integrating and seeing the benefits of scale and synergy in all areas that are working on some of the manufacturing integration. So we're in very, very good shape. The numbers that Henk gave you however are on top of the benefit that we expect from Grass Valley. So, when we communicated the expected accretion of Grass Valley [inaudible] in this calendar year, the $18 million that Henk talked about of cost reduction in the business, that is in addition to the Grass Valley.

Got it. And so, you guys gave some nice sort of forward looks on order books in some of the other divisions, but Broadcast came through nicely on the P&L, can you generally speak about what parts of Broadcast and looking forward how those order books and quotes are looking?

So the order rates in Broadcast accelerated through the quarter. So Broadcast had a very nice quarter and they also accelerated. So, the order rates in March in the Broadcast business were up 13% year-over-year, April up another 7% year-over-year. Certainly the star of the platform in the first quarter was Miranda, up 19% year-over-year, so a very strong quarter, and our PPC business also did very well. They were probably impacted more by weather in the January and February timeframe, but they came back nicely. So I would say, good order trends in Broadcast, and again gives us reason for optimism going forward.

And then last question, we know we have industrial tough comps through the year. When do they start to tail off in the back half of the year, is it Q4 or Q3 we'll see some goodness or how should we think about those comps going away?

Q3 is, John, when we would expect to see the kind of growth rates in both Industrial IT and Industrial Connectivity that we should expect the roll-off of tough comps in both businesses after the second quarter.

We'll come back to Steven Fox with Cross Research.

So just following up on that question, John, you mentioned the Miranda numbers. I was curious, can you give us any color on what drove the 19% growth year-over-year and what kind of growth you're now looking for the Miranda business going forward?

So the Miranda business, the growth rates I'd say are clearly good execution by the team. So I'm pleased with how they executed. And it has a lot to do with growth in Europe compared to prior year. So we saw some recovery there. We've also seen some nice benefit of synergies from a commercial point of view. But some of it does have to do with the market as well. So you may recall, the first quarter of last year for Miranda was a little tough. So to be fair, we called out the Industrial businesses having tough comps year-over-year. Miranda I think is probably the other side of the coin. We had a little bit easier comps in the first quarter. First quarter of course followed the Olympics of a prior year during the Presidential elections. So, I think we saw some improved market environment for Miranda, but then we also benefit from a number of the large projects that we booked and shipped in the quarter.

Thanks. And then secondly, in terms of the SG&A focus with some of this restructuring activity, I guess can you just sort of talk about how are you balancing investments also into the sales force, because obviously the Company has been a little bit top line challenged the last several quarters, not necessarily your fault, but I'm wondering if at this point in the cycle how you're thinking about a return on investing in the top line, maybe to gain a little bit more market share coming out of sort of the downturn?

It's a great question. So as Henk mentioned, there's really three areas that we focus on, on productivity improvement, finance, some of the back-office functions of the Company, and then also the sales area s well. This is really a result of some of the benchmarks that we've done externally and internally where we have found just redundancies in the way that we invest our money. So it will have some impact on some of the customer facing resources where we have overlapped, but it also will impact some of the areas of sales and marketing where it has to do more with transactions, so customer service transaction, some of the supporting functions. So each of the platforms have done very nice job of making certain that we allocate our investments in the areas of growth and in the areas of high margin, and I think that's one of the reasons we're seeing the favorable mix and the improved gross margin and I would expect that to continue. So it's a very thoughtful approach and exercise and something we've been working on by the way for about nine months.

Great, that's very helpful. And then just one final quick question just talking about the inventory corrections and the weather in the quarter, it's kind of a chicken and the egg scenario I think, just to confirm, do you feel like those corrections are over with, and given how it was combined with some bad weather during the quarter, does that mean maybe some of your distributors are under-stocked or how you look at the channel right now?

So in terms of the channel inventory levels, we have included in our full year guidance that they will not go back up again, and the reason we've done that, the feedback we've gotten from our distributors is that we reduced our lead times and we've become more predictable in our on-time delivery, they are comfortable holding less inventory. So I think this falls in the category of, no good deed goes unpunished. So the fact that we're doing a better job in servicing them is the reason why they are comfortable holding less inventory, which in the long run is a good thing. Obviously in the short run it creates a little bit of challenge. I think that's totally unrelated from the weather phenomenon. I think clearly weather had an impact on our business in January and February, but I think we saw most of that come back in the March timeframe. So in terms of weather creating issues for us, I think it had more to do with inventory turnover DSO rather than stock level.

(Operator Instructions) We'll take our next question from Matt McCall with BB&T Capital Markets. Matthew McCall - BB&T Capital Markets: So I think you told on a few of these blanks, but could you go, you made some comments about order rates in March and April, can you just give us kind of a view segment by segment? I think I have most of them but I don't have all of them. Just wondering specifically about the Enterprise businesses – I'm sorry the Industrial businesses.

So the Industrial businesses in March saw a double-digit growth in orders year-over-year, and in April when you combine them together, again about 10% year-over-year. So it varies a little bit by platform. But both of them saw significant improvement coming out of February into March and April. Matthew McCall - BB&T Capital Markets: And I think you gave the Broadcast business, did you give Enterprise, I missed that?

No, I don't think I did. So the Enterprise business order rates in March and April were actually fairly similar to where they were last year, so not a big change there, although these order rates are not corrected for changes in channel inventory. So funnel rates of the business have been good and that sequential uptick that we expect in Enterprise, we think that that will be underlying activity in the commercial area to get that done. Matthew McCall - BB&T Capital Markets: And John, taking it a step further, if we look, if we put all these parts together with the order rates and the tough comps in the Company, can you just talk about segment by segment the trajectory of growth as we move through the year, quantified or even quantitatively?

So the second quarter, the Industrial Connectivity and the Industrial IT businesses, as I mentioned earlier, you have difficult comparison, I don't think we'll see the same pressure from channel inventory that we saw in the first quarter. I think it's likely that channel inventory balances in the second quarter will remain approximately the same. In the Broadcast business, I think we'll continue to see good growth year-over-year in Q2, and I would expect the same with the Enterprise business. So, on a consolidated basis, right now our expectation is that growth is going to be approximately flat at the midpoint of the range, maybe up 2% on the high end of the range, and that's largely going to be growth with Enterprise and Broadcast, offsetting the tough comps in Industrial businesses year-over-year. Matthew McCall - BB&T Capital Markets: Okay, alright. And maybe one on M&A front, can you give us any thoughts on the targeted verticals, targeted product categories, size of candidates that you're taking a look at, what you would be comfortable with, if there's any other details about M&A?

So the activity in the quarter on M&A was actually greater than normal, and that was the result of a number of opportunities that seemed to be possible, and they really do fall into all four areas. So we've got activity in all four of our platforms on what we would consider to be highly strategic, outstanding fit companies, revenue size ranging from $60 million or $70 million up to $250 million to $300 million of annual revenue.

We'll take our next question from Steven Folse with Stifel. Steven Folse - Stifel Nicolaus & Company: A question on the project weakness in Industrial businesses. Is there a particular geography or in end markets with the focus is that predominantly oil and gas or is something else, and I know that you're going to be facing some easier comps, but outside of that do you see the project business improving in that market?

So year-over-year business, the difficult comps that we had in Industrial IT and Industrial Connectivity were a couple of big projects in Asia a year ago. One of them actually related to a big military project in Southeast Asia. The other was a pretty big activity in China on [indiscernible]. And in the Industrial Connectivity side, we saw a little bit of weakness in Europe on a year-over-year basis. So I think it has more to do with activity a year ago that was fairly sizable that had to do with a significant reduction in the quarter this year. So we were very clear about that going into the quarter and incorporated into our guidance. So that happens to be much the way we thought. The thing that happened in the quarter though that we didn't expect was in Industrial Connectivity especially, a fairly sizable deduction in channel inventory that's almost [$18 million] (ph) on a year-over-year basis, and that's really the disconnect between the top line achieved at $159 million and kind of where we thought we might be. Steven Folse - Stifel Nicolaus & Company: Great, thanks. And then just one more quick one. It sounds like the integration of Grass Valley is going as planned, so is it safe to assume that that $0.50 accretion target that you laid out previously is still intact?

Absolutely. Steven Folse - Stifel Nicolaus & Company: Okay, great. That's all I had, thank you.

We'll go back to Shawn Harrison with Longbow Research for a follow-up.

Two brief follow-ups. What's the revenue contribution expected from Grass Valley for the quarter and then also the non-GAAP accretion? And then the second would be just on the buyback, limited this quarter, I think some of that was tied to Grass Valley, but just how you're thinking about buyback activity going forward?

So the buyback in the first quarter, the fact that we didn't execute on the buyback was only because of the fact that we had material information for most of the quarter and [inaudible] less to do the buyback. We do expect to continue forward, as Henk said, with the buyback, the [inaudible] in place [inaudible] moving forward. Then on the second part of Grass Valley, Henk will respond.

So, revenues for the second quarter, Shawn, [$65 million] (ph), no accretion, accretion of $0.07 in the first quarter and remaining $0.13 in the fourth quarter.

That's fantastic, Henk. Thanks so much.

Matt Tractenberg, there are no further questions at this time. Please continue.

Great. Thank you, Joe, and thank you to everyone for joining today's call, and if you have any questions, please reach out to the IR team here at Belden. Our e-mail address is investor.relations@belden.com. We're happy to help. Have a great day everyone.