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Sensata Technologies Holding N.V.'s SEC Filings

S-1/A
SENSATA TECHNOLOGIES HOLDING PLC filed this Form S-1/A on 03/09/2010
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Table of Contents

SENSATA TECHNOLOGIES HOLDING N.V.

 

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF SENSATA TECHNOLOGIES HOLDING N.V.

NOTES TO CONDENSED FINANCIAL STATEMENTS

 

1.   Basis of Presentation and Description of Business

 

Sensata Technologies Holding N.V. (Parent Company)—Schedule I—Condensed Financial Information of Sensata Technologies Holding N.V. (“Sensata Technologies Holding”), included in this Registration Statement provides all parent company information that is required to be presented in accordance with SEC rules and regulations for financial statement schedules. The accompanying condensed financial statements have been prepared in accordance with the reduced disclosure requirements permitted by the Securities and Exchange Commission (“SEC”). Sensata Technologies Holding and subsidiaries Consolidated Financial Statements are included elsewhere in this Registration Statement.

 

Sensata Technologies Holding conducts no separate operations and acts only as a holding company. The ability of Sensata Technologies Holding to obtain capital is adversely affected by the indebtedness of its subsidiaries and by the limitations on making distributions and other payments contained in the terms of Sensata Technologies B.V.’s outstanding indebtedness. Sensata Technologies B.V., however, is limited in its ability to pay dividends or otherwise make other distributions to its immediate parent company and, ultimately, to Sensata Technologies Holding, under the Senior Secured Credit Facility and the indentures governing the notes.

 

Sensata Technologies Holding has no direct outstanding debt obligations, but its subsidiaries do. For a discussion of the debt obligations of the subsidiaries of Sensata Technologies Holding, see Note 11 to the consolidated and combined financial statements included elsewhere in this Registration Statement.

 

Sensata Investment Company S.C.A. acquired the interest of Ekblads Holding B.V. and subsequently renamed it as Sensata Technologies Holding.

 

The ability of Sensata Technologies Holding to obtain capital from its Parent, Sensata Investment Company S.C.A., has no restrictions but is at the discretion of its Parent and its managers.

 

At December 31, 2009 and 2008, Sensata Technologies Holding’s subsidiaries, principally Sensata Technologies B.V. and its subsidiaries, had cash and cash equivalents of approximately $148.5 million and $77.7 million, respectively.

 

2.   Commitments and Contingencies

 

Sensata Technologies Holding has no direct commitments and contingencies, but its subsidiaries do. For a discussion of the commitments and contingencies of the subsidiaries of Sensata Technologies Holding, see Note 17 to the consolidated financial statements included elsewhere in this Registration Statement.

 

3.   Administrative Services Agreement

 

In March 2009, Sensata Technologies Holding entered into a fee for service arrangement with its parent, Sensata Investment Company S.C.A. for ongoing consulting, management advisory and other services (the “Administrative Services Agreement”), effective from January 1, 2008. In addition, Sensata Technologies Holding advanced $266 to Sensata Investment Company S.C.A. prior to executing the Administrative Services Agreement. Sensata Technologies Holding incurred $588 related to the Administrative Services Agreement during fiscal year 2009, of which $266 was settled by offsetting the advance paid to Sensata Investment Company S.C.A.

 

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