Hubbell (HUBB) 10-K risk factor changes: FY2020 vs FY2019
The 2020-12-31 10-K against the 2019-12-31 one, compared heading by heading and sentence by sentence.
Item 1A33 rewritten41 added12 removed160 unchanged
All filing items1,418 rewritten981 added481 removed1,072 unchanged
Summary
counted, not written
- Item 1A lists 27 risk factor headings: 2 new, 4 reworded and 21 unchanged since FY2019. 1 heading from FY2019 no longer appears.
- Sentence by sentence, 981 added, 481 removed, 1,418 rewritten and 1,072 unchanged across 16 items that differ.
New Item 1A headings (2)
- Our business and operations, and the operations of our suppliers, have been, and may in the future be adversely affected by epidemics or pandemics such as the COVID-19 pandemic outbreak.
- Because tax laws and regulations are subject to interpretation and uncertainty, tax payments may ultimately differ from amounts currently recorded by the Company.
Removed Item 1A headings (1)
- Future tax law changes could increase our prospective tax expense. In addition, tax payments may ultimately differ from amounts currently recorded by the Company.
Reworded Item 1A headings (4)
- Our
[removed: inability][added: ability] to effectively develop and introduce new products could adversely affect our ability to compete. [removed: Inability][added: Our ability] to access capital markets or failure to maintain our credit ratings may adversely affect our business.- We have outstanding indebtedness; our indebtedness
[removed: has]increased as a result of the Aclara acquisition, and will further increase if we incur additional indebtedness in the future and do not retire existing indebtedness. - The uncertainty surrounding the implementation and effect of Brexit and related negative developments in the European Union [added: and elsewhere] could adversely affect our business, financial condition and results of operations.
A heading is new when no FY2019 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
21 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2020; struck-through words were in FY2019. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
33 rewritten, 41 added, 12 removed, 160 unchanged
Our [removed: inability] [added: ability] to effectively develop and introduce new products could adversely affect our ability to compete.
| [removed: 8 |] HUBBELL INCORPORATED [removed: - *Form] [added: *\- Form] 10-K* | [added: | | 9 | | |]
We have outstanding indebtedness; our indebtedness [removed: has] increased as a result of the Aclara acquisition, and will further increase if we incur additional indebtedness in the future and do not retire existing indebtedness.
[removed: Although we have quality control procedures in place, there] [added: There] is a risk that products may not meet our [added: quality control procedure] specifications which could adversely affect our ability to ship quality products to our customers on a timely basis and, could adversely affect our results of operations.
[removed: Although our] [added: Our] information technology systems are [removed: protected with robust backup and security systems, these systems are still] susceptible to cyber threats, malware, phishing attacks, break-ins and similar events, breaches of physical security or tampering and manipulation of these systems by employees or unauthorized third parties.
For example, the European Union’s implementation of the General Data Protection Regulation in 2018, the European Union’s pending ePrivacy [removed: Regulation,] [added: Regulation] and [added: the implementation of the ePrivacy Directive by the various European Union member states, and] California’s implementation of its Consumer Privacy Act of 2018 and Connected Device Privacy Act of [removed: 2018 all] [added: 2018, as well as data privacy statutes implemented by other states,] could [added: all] disrupt our ability to sell products and solutions or use and transfer data because such activities may not be in compliance with applicable law in certain jurisdictions.
| [added: 10 | | |] HUBBELL INCORPORATED [removed: *\- Form] [added: - *Form] 10-K* | [removed: 9] | [added: |]
We have continued to work on improving our utilization of our enterprise resource planning system, expanding standardization of business processes and performing implementations at our remaining [added: businesses, as well as acquired] businesses.
[removed: In addition,] [added: Because] tax [added: laws and regulations are subject to interpretation and uncertainty, tax] payments may ultimately differ from amounts currently recorded by the Company.
[removed: Although management believes its estimates are reasonable, the] [added: The] ultimate tax outcome may differ from the amounts recorded in [removed: its] [added: the Company's] financial statements and may adversely affect the Company's financial results for the period when such determination is made.
[removed: Throughout 2018 and 2019,] [added: Since enactment,] the U.S. Treasury and the Internal Revenue Service (“IRS”) issued numerous and complex proposed and final regulations, and related guidance on various aspects of the TCJA.
The legislation [removed: also] remains subject to potential [removed: amendments and] [added: amendments,] technical corrections, [added: and promulgation of additional Treasury Regulations,] any of which could lessen or increase certain impacts of the legislation.
In addition, foreign jurisdictions may [removed: also] enact tax legislation that could alter the manner in which corporations are subject to tax in their jurisdictions that could significantly affect our ongoing operations.
[removed: The] [added: Over the last four years, the] U.S. government has announced and, in some cases, implemented a new approach to trade policy, including renegotiating, or potentially terminating, certain existing bilateral or multi-lateral trade agreements, such as the North American Free Trade Agreement [removed: ("NAFTA") or its anticipated successor agreement, the U.S.-Mexico-Canada Agreement,] [added: ("NAFTA"),] which [removed: is still subject to formal ratification] [added: was replaced] by the [removed: United States and Canada,] [added: U.S.-Mexico-Canada Agreement, on July 1, 2020,] and proposed trade agreements, like the Trans-Pacific Partnership ("TPP"), from which the United States has formally withdrawn, as well as implementing the imposition of additional tariffs on certain foreign goods, including finished products and raw materials such as steel and aluminum.
| [removed: 10 |] HUBBELL INCORPORATED [removed: - *Form] [added: *\- Form] 10-K* | [added: | | 11 | | |]
These actions could, in turn, result in additional tariffs being adopted by the U.S. These conditions and future actions could have a significant adverse [removed: affect] [added: effect] on world trade and the world economy.
The uncertainty surrounding the implementation and effect of Brexit and related negative developments in the European Union [added: and elsewhere] could adversely affect our business, financial condition and results of operations.
We conduct business in both the UK and EU and shipments from our UK subsidiaries represented [added: 2% and] 3% of our total net sales in [removed: both 2019] [added: 2020] and [removed: 2018.][added: 2019, respectively.]
We are not dependent on a single customer, however, our top ten customers account for approximately [removed: 41%] [added: 42%] of our net sales.
[removed: Inability] [added: Our ability] to access capital markets or failure to maintain our credit ratings may adversely affect our business.
[removed: Market] [added: The capital and credit markets could deteriorate and market] conditions could make it more difficult for us to access capital to finance our investments and [removed: acquisitions.][added: acquisitions, which could adversely affect our results of operations, financial condition and cash flows.]
| [added: 12 | | |] HUBBELL INCORPORATED [removed: *\- Form] [added: - *Form] 10-K* | [removed: 11] | [added: |]
Our international operations accounted for approximately [removed: 9%] [added: 8%] of our net sales in [removed: 2019.][added: 2020.]
In addition, currency fluctuations may affect the prices we pay suppliers for materials used in our [removed: products.][added: products, along with other local costs incurred in foreign countries for foreign entities with U.S. dollar functional currency.]
[removed: Although management believes that the loss or expiration of any single intellectual property right would not have a material impact on its operating results, intellectual] [added: Intellectual] property litigation could be costly and time consuming and the Company could incur significant legal expenses pursuing these claims against others.
As of December 31, [removed: 2019,] [added: 2020,] the net carrying value of our goodwill and other intangible assets totaled approximately [removed: $2.6] [added: $2.7] billion.
| [removed: 12 |] HUBBELL INCORPORATED [removed: - *Form] [added: *\- Form] 10-K* | [added: | | 13 | | |]
In addition, [removed: while] we maintain insurance coverage with respect to certain claims, [removed: such] [added: which] insurance may not provide adequate coverage against such claims.
Natural disasters, the economic uncertainty resulting from the spread of global [removed: epidemics,] [added: pandemics,] acts or threats of war or terrorism, international conflicts, and the actions taken by the United States and other governments in response to such events could cause damage to or disrupt our business operations, our suppliers or our customers, and could create political or economic instability, any of which could have an adverse effect on our business.
Our 2018 Credit Facility [removed: and Term Loan Agreement use] [added: uses] LIBOR as a reference rate, such that the interest due pursuant to such [removed: loans] [added: borrowings] may be calculated using LIBOR plus an applicable margin (determined by reference to a ratings based grid) or the alternate base rate.
In July 2017, the UK’s Financial Conduct Authority, which regulates LIBOR, announced its intent to phase out LIBOR by the end of [removed: 2021.][added: 2021 or, for certain tenors of USD LIBOR, by the end of 2023.]
Further, we may need to renegotiate our 2018 Credit Facility [removed: or Term Loan Agreement] to replace LIBOR with the new standard that is established.
| [added: 14 | | |] HUBBELL INCORPORATED [removed: *\- Form] [added: - *Form] 10-K* | [removed: 13] | [added: |]
COVID-19 Pandemic Risks
Our business and operations, and the operations of our suppliers, have been, and may in the future be adversely affected by epidemics or pandemics such as the COVID-19 pandemic outbreak.
We may face risks related to health epidemics and pandemics or other outbreaks of communicable diseases.
The global spread of COVID-19 has created significant volatility, uncertainty and economic disruption, including significant volatility in the capital markets.
The extent to which the COVID-19 pandemic impacts our business, operations, financial results and the trading price of our common stock will depend on numerous evolving factors that we may not be able to accurately predict, as there are no comparable recent events that provide guidance as to the potential effect of the spread of a global pandemic.
These include: the duration and scope and possible resurgence of the pandemic or continued emergence of new strains of COVID-19; the availability of an effective vaccine and the speed with which it is administered to the public; governmental, business individuals' actions that have been and continue to be taken in response to the pandemic (including mitigation efforts such as stay at home and other social distancing orders) and the impact of the pandemic on economic activity and actions taken in response (including stimulus efforts such as the Families First Coronavirus Act and the CARES Act).
A public health epidemic or pandemic, such as the COVID-19 pandemic, poses the risk that our employees, contractors, suppliers, customers and other business partners may be prevented from conducting business activities for an indefinite period of time, including due to shutdowns that may be requested or mandated by governmental authorities, or that such epidemic may otherwise interrupt or impair business activities.
In the first and second quarters of 2020, we were subject to such shutdowns, which resulted in supply chain down-time negatively affecting sales volume and contributing to inefficiencies, primarily within the second quarter.
These temporary disruptions included work stoppages in several of our manufacturing operations in the U.S., Mexico, and the United Kingdom.
We also experienced a temporary stoppage of certain large meter installation services within our Aclara business in the second quarter and pandemic related project delays continued to affect this business during the remainder of 2020, and may continue in 2021.
We have adjusted standard operating procedures within our business operations to ensure continued worker, vendor and customer safety.
We are taking further actions to mitigate the impact of the pandemic on our business and are continually monitoring evolving health guidelines, as well as market conditions, and responding to changes as appropriate; however, we cannot be certain that these efforts will prevent further disruption due to shutdowns or other pandemic mitigation efforts and could have a material adverse effect on our results of operations and liquidity.
This situation is changing continually, and additional effects may arise that we are not presently aware of or that we currently do not consider to be significant risks to our operations.
If we are not able to respond to and manage the impact of such events effectively, our business and financial condition could be negatively impacted.
We may face risks from overall weaker global economic conditions as a result of efforts to contain the spread of COVID-19.
We expect our results of operations may continue to reflect lower sales volume, lower absorption of manufacturing costs, supply chain disruptions, and other cost increases to operate in the current environment.
Weakening economic conditions may also result in deterioration in the collection of customer accounts receivable, as well as a reduction in sales.
Further deterioration in economic and business conditions could also require us to recognize impairment losses that would adversely affect our results of operations.
The ultimate extent, duration, and impact of the COVID-19 pandemic is uncertain and we cannot predict or quantify with any certainty the extent to which it will adversely affect our future financial condition, results of operations, cash flows or market price of our common stock.
Industry and Economic Risks
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Business and Operational Risks
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Legal, Tax and Regulatory Risks
The recent U.S. federal elections could provide an environment for future corporate tax legislative activity that could have a material adverse effect on us.
In addition, we cannot predict what changes to trade policy will be made by the new presidential administration and Congress, including whether existing tariff policies will be maintained or modified or whether the entry into new bilateral or multilateral trade agreements will occur, nor can we predict the effects that any conceivable changes would have on our business.
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As a result of the referendum, the UK exited the EU on January 31, 2020 under a transitional trade arrangement (generally preserving the status quo) that was replaced by a definitive agreement at the end of 2020; however, the long-term effects of Brexit, including the UK's relationship with the EU and other countries, including the U.S., remains unclear.
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General Risk Factors
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Future tax law changes could increase our prospective tax expense.
However, many of the provisions of TCJA remain unclear and subject to interpretation.
Notwithstanding the reduction in the corporate income tax rate, the overall impact of the legislation remains uncertain and our business and financial condition could be adversely affected.
Aspects of U.S. tax reform could also lead foreign jurisdictions to respond by enacting additional tax legislation that is unfavorable to us.
As a result of the referendum, a complex and uncertain process of negotiation has taken place which to date has not resulted in a definitive agreement to establish the future terms of the UK’s relationship with the EU or other countries.
Notwithstanding, the UK exited the EU on January 31, 2020 under a transitional arrangement scheduled to remain in place until the end of 2020.
The transitional arrangement is intended primarily to maintain the status quo with respect to UK-EU trade and adherence to EU rules while a definitive exit agreement is negotiated.
The long-term nature of the UK’s relationship with the EU is unclear and there is considerable uncertainty when, or if, any withdrawal agreement or long-term relationship strategy, including trade deals, will be agreed to and implemented by the UK and the EU.
While we have not encountered significant financing difficulties recently, the capital and credit markets could deteriorate.
This could adversely affect our results of operations, financial condition and cash flows.
An excerpt. Shown here: all 33 rewritten, 40 of 41 added and all 12 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2020 filing and the FY2019 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
226 rewritten, 282 added, 165 removed, 200 unchanged
Products are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, [removed: China,] Mexico, [added: China,] the UK, Brazil, Australia, Spain and Ireland.
The Company also participates in joint ventures in [removed: Taiwan,] Hong Kong and the Philippines, and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile, and countries in the Middle East.
The Company employed approximately [removed: 18,800] [added: 19,100] individuals worldwide as of December 31, [removed: 2019.][added: 2020.]
The Company’s reporting segments consist of the Electrical [added: Solutions] segment [added: (previously named Electrical until January 1, 2021)] and the [added: Utility Solutions segment (formerly named the] Power [removed: segment.][added: segment).]
Results for [removed: 2019, 2018] [added: 2020] and [removed: 2017] [added: 2019] by segment are included under “Segment Results” within this Management’s Discussion and Analysis.
The Company's long-term strategy is to serve its customers with reliable and innovative electrical and related infrastructure solutions with desired [removed: brands,] [added: brands and] high-quality service, delivered through a competitive cost structure; to complement organic revenue growth with acquisitions that enhance its product offerings; and to allocate capital effectively to create shareholder value.
Our strategy to complement organic revenue growth with acquisitions [removed: focuses] [added: is focused] on acquiring assets that extend our capabilities, expand our product offerings, and present opportunities to compete in core, adjacent or complementary markets.
Our strategy to deliver products through a competitive cost structure has resulted in [added: past and] ongoing restructuring and related activities.
Productivity improvement also continues to be a key area of focus for the Company and efforts to drive productivity complement our restructuring and related activities to minimize the impact of rising material costs and other [added: administrative] cost inflation.
[removed: Material] [added: Because material] costs are approximately [removed: sixty percent] [added: two thirds] of our cost of goods [removed: sold therefore] [added: sold,] volatility in this area can significantly [removed: affect] [added: impact] profitability.
The acquisition extends the [removed: Power] [added: Utility Solutions] segment's capabilities into smart automation technologies, accelerates ongoing innovation efforts to address utility customer demand for data and integrated solutions, and expands the segment's reach to a broader set of utility customers.
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 19] | [added: | 21 | | |]
Our operations are classified into two reportable segments: Electrical [added: (renamed Electrical Solutions effective January 1, 2021)] and [removed: Power.][added: Utility Solutions.]
Within these segments, Hubbell serves customers in five primary end markets: [removed: non-residential construction, residential construction, industrial, energy-related markets (also referred to as oil and gas markets) and] utility [removed: markets (also referred to as the electrical transmission] [added: T&D components, utility communications] and [removed: distribution (T&D) market).][added: controls, non-residential, residential, and industrial.]
In [removed: 2019,] [added: 2020,] net income attributable to Hubbell [removed: grew] [added: declined] by [removed: 11] [added: 12.4] percent compared to the prior year and diluted earnings per share [removed: grew] [added: declined] by [removed: 12] [added: 12.0] percent.
Adjusted net [removed: income(1) grew] [added: income attributable to Hubbell(1) declined] by [removed: four] [added: 7.1] percent in [removed: 2019] [added: 2020] compared to the prior year and adjusted diluted earnings per share(1) [removed: grew] [added: declined] by [removed: five] [added: 6.7] percent in [removed: 2019, reflecting our strong operating income performance.][added: 2020.]
Free cash [removed: flow] [added: flow(2)] was strong in [removed: 2019] [added: 2020] at [removed: $497.7] [added: $559.6] million as compared to [removed: $420.9] [added: $497.7] million in the prior [removed: year(2).][added: year.]
In [removed: 2019] [added: 2020] we paid [removed: $186.6] [added: $201.4] million in shareholder dividends, an increase of [removed: eight] [added: 7.9] percent as compared to the prior year, while also reducing our long term debt by [removed: $225.0 million] [added: $106.3 million,] and allocating approximately [removed: $71] [added: $239.6] million of capital to acquisitions.
(1) [removed: Adjusted] [added: Organic] net [added: sales, adjusted operating margin, adjusted net] income [added: attributable to Hubbell] and adjusted diluted earnings per share are non-GAAP financial measures.
| | [added: | |] For the Year Ending December 31, | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | | |]
| | [removed: 2019] | | [added: 2020] | [added: | |] % of Net sales | | [removed: 2018] | [added: 2019] | | [added: |] % of Net sales | | [removed: 2017] | [added: 2018] | | [added: |] % of Net sales | | [added: | | | | | | | | | | | | |]
| Net sales | [added: | |] $ | [added: 4,186.0 | | | | | $ |] 4,591.0 | | | | [added: |] $ | 4,481.7 | | | | [removed: $] | [removed: 3,668.8] | | | | [added: | | | | | | | |]
| Cost of goods sold | [added: | | 2,976.7 | | | 71.1 | | % |] 3,238.3 | | | 70.5 | [added: |] % | 3,181.3 | | | 71.0 | [added: |] % | [removed: 2,513.7] | | | [removed: 68.5] | [removed: %] | [added: | | | | | | |]
| Gross profit | [added: | | 1,209.3 | | | 28.9 | | % |] 1,352.7 | | | 29.5 | [added: |] % | 1,300.4 | | | 29.0 | [added: |] % | [removed: 1,155.1] | | | [removed: 31.5] | [removed: %] | [added: | | | | | | |]
| Selling & administrative expenses | [added: | | 676.3 | | | 16.2 | | % |] 756.1 | | | 16.5 | [added: |] % | 743.5 | | | 16.6 | [added: |] % | [removed: 636.3] | | | [removed: 17.3] | [removed: %] | [added: | | | | | | |]
| Operating income | [added: | | 533.0 | | | 12.7 | | % |] 596.6 | | | 13.0 | [added: |] % | 556.9 | | | 12.4 | [added: |] % | [removed: 518.8] | | | [removed: 14.1] | [removed: %] | [added: | | | | | | |]
| Net income attributable to Hubbell | [added: | | 351.2 | | | 8.4 | | % |] 400.9 | | | 8.7 | [added: |] % | 360.2 | | | 8.0 | [added: |] % | [removed: 243.1] | | | [removed: 6.6] | [removed: %] | [added: | | | | | | |]
| Less: Earnings allocated to participating securities | [removed: (1.5] | | [removed: )] [added: (1.3)] | | | [removed: (1.3] | | [removed: )] | [added: (1.5)] | | [removed: (0.8] | | [removed: )] | | [added: (1.3)] | [added: | | | | | | | | | | | | | | | | |]
| [removed: Adjusted net] [added: Net] income available to common shareholders | [added: | | 349.9 | | | | | |] 399.4 | | | | | [added: |] 358.9 | | | | | [removed: 242.3] | | | | | [added: | | | | | | | |]
| Average number of diluted shares outstanding | [added: | | 54.5 | | | | | |] 54.7 | | | | | [added: |] 54.9 | | | | | [removed: 55.1] | | | | | [added: | | | | | | | |]
| EARNINGS PER SHARE - DILUTED | [added: | |] $ | [added: 6.43 | | | | | $ |] 7.31 | | | | [added: |] $ | 6.54 | | | | [removed: $] | [removed: 4.39] | | | | [added: | | | | | | | |]
| [removed: 20] [added: 22] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
[removed: Effective with results of operations reported in the first quarter of 2019, "adjusted"] [added: Adjusted] operating measures exclude amortization of [added: all] intangible assets associated with [removed: all of] our business acquisitions, including inventory step-up amortization associated with those acquisitions.
Adjusted operating measures [removed: in 2019] also exclude [removed: a] [added: pension settlement charges in 2020, the] gain on the disposition of the Haefely business, an investment [removed: loss] [added: loss,] as well as a [removed: 2019 net] charge to recognize certain additional liabilities associated with the Company's [removed: previously disclosed] withdrawal from a multi-employer pension [removed: plan.][added: plan, each in 2019, and Aclara transaction costs in 2018.]
Refer to Note [added: 11 – Retirement Benefits, Note] 3 [removed: -] [added: –] Business Acquisitions and Dispositions, [added: Note 14 – Fair Value Measurement,] and Note 15 [removed: -] [added: –] Commitments and Contingencies in the Notes to Consolidated Financial Statements, for additional information.
| | [added: | |] For the Year Ended December 31, | | | | | | | | | | | | [added: | | | | | | | | | | | | | | |]
| | [removed: 2019] | | [added: 2020] | [added: | |] % of Net sales | [removed: 2018] | | [added: 2019] | [added: | |] % of Net sales | [removed: 2017] | | [added: 2018] | [added: | |] % of Net sales | [added: | | | | | | | | | | |]
| Gross profit (GAAP measure) | [added: | |] $ | [added: 1,209.3 | | 28.9% | | | $ |] 1,352.7 | | 29.5% | [added: | |] $ | 1,300.4 | | 29.0% | [removed: $] | [removed: 1,155.1] | | [removed: 31.5%] | [added: | | | | | | |]
| Amortization of acquisition-related intangible assets | [added: | | 26.1 | | | | | |] 24.0 | | | | [added: | |] 29.5 | | | | [removed: —] | | | | [added: | | | | | | |]
| Adjusted gross profit | [added: | |] $ | [added: 1,235.4 | | 29.5% | | | $ |] 1,376.7 | | 30.0% | [added: | |] $ | 1,329.9 | | 29.7% | [removed: $] | [removed: 1,155.1] | | [removed: 31.5%] | [added: | | | | | | |]
Hubbell is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end market applications.
The Company's mission is to enable its customers to operate critical infrastructure safely, reliably and efficiently.
In the first quarter of 2020 our former Power segment was re-named Utility Solutions to reflect the depth and breadth of our industry-leading offering for electric, water, gas and telecom utilities ranging from a wide variety of critical infrastructure components to full-scale smart grid solutions.
A discussion regarding Results of Operations and Analysis of Financial Condition for the year ended December 31, 2019, as compared to the year ended December 31, 2018, is included in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations to our Annual Report on Form 10-K for the fiscal year ended December 31, 2019, which discussion is incorporated herein by reference.
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Organizational Changes
Effective January 1, 2021 the Company consolidated the three business groups within its Electrical segment, and renamed the segment as Hubbell Electrical Solutions ("Electrical Solutions").
The Electrical Solutions segment unites businesses with similar operating models, products, and go to market strategies under one operating banner and common leadership to drive synergies and long-term growth opportunities.
Also effective January 1, 2021 the Company moved its Hubbell Gas Connectors and Accessories business, from the Electrical Solutions segment to the Utility Solutions segment to create synergies with the existing gas products offered within the Utility Solutions segment and to better serve its utility customers.
The Hubbell Gas Connectors and Accessories business represented approximately $157.1 million of net sales and $19.4 million of operating profit in 2020.
The Company will report its segment results under this revised reporting structure beginning with the filing of its Quarterly Report on Form 10-Q for the first quarter ended March 31, 2021.
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Impact of the COVID-19 Pandemic
During March 2020, a global pandemic was declared by the World Health Organization related to the rapidly growing outbreak of a novel strain of coronavirus (COVID-19), which began to affect the Company’s business and operations late in the first quarter of 2020 and became more pronounced during the second quarter of 2020 as foreign and U.S. federal, state and local governments reacted to the public health crisis with mitigation measures, including the shutdown of large portions of the U.S. and global economies.
The pandemic continues to significantly affect U.S. and global economic conditions as governments, businesses and individuals react to the COVID-19 pandemic and efforts to reopen their respective economies.
As of December 31, 2020, there continues to be significant uncertainty around the scope, severity, and duration of the pandemic, as well as the breadth and duration of business disruptions related to it and the overall impact on the U.S. and global economies.
The extent to which the coronavirus pandemic affects our business, operations and financial results will depend on numerous evolving factors that we may not be able to accurately predict including new information that may emerge concerning the severity of the COVID-19 pandemic, additional outbreaks or resurgence of COVID-19, the timing and availability of vaccines and effective treatments and the actions taken to contain it or respond to its health and economic effects.
Most of our manufacturing operations are currently deemed essential and continue to operate.
Our top priority has been to take appropriate actions to protect the health and safety of our employees.
We have adjusted standard operating procedures within our business operations to ensure the continued safety of those within our locations and continually monitor health guidelines to ensure ongoing compliance and protection of our employees.
These procedures include expanded and more frequent cleaning within facilities, implementation of appropriate social distancing programs, shift changes, requiring use of certain personal protective equipment, screening protocols and work from home programs, as applicable.
Despite these efforts, the COVID-19 pandemic continues to pose the risk that our employees, contractors, suppliers, customers and other business partners may be prevented from conducting business activities, partially or completely, for an indefinite period of time, including due to shutdowns that may be requested or mandated by governmental authorities or imposed by our management, or that the pandemic may otherwise interrupt or impair business activities.
We have developed action plans for a wide range of scenarios, but given the uncertainty regarding the magnitude and duration of the pandemic's effects, it is impossible to predict with specificity or quantify the future impact on our business, financial condition and results of operations.
In the second quarter of 2020 certain of our manufacturing operations and installation services were temporarily disrupted by shutdowns mandated by government authorities and from actual and potential exposure to COVID-19, negatively affecting sales volume and contributing to operating inefficiencies, such as a decrease in manufacturing cost absorption in the quarter.
These temporary disruptions included work stoppages in several of our manufacturing operations in the U.S., Mexico, and the United Kingdom.
We also experienced a temporary stoppage of certain large meter installation services within our Aclara business.
Given the continued uncertainty around the scope, severity, and duration of the pandemic, we expect these disruptions and inefficiencies in our operations, or disruptions in the operations of our suppliers, may adversely affect our operating results in future periods.
The ultimate extent and duration of these disruptions is unknown but could have a material adverse effect on our results of operations and liquidity.
The disruption in economic activity as a result of the COVID-19 pandemic also affected customer demand across our end markets in 2020 and we anticipate that continuing measures to combat the pandemic will continue to adversely affect demand for an unknown period.
In general terms, our Electrical Solutions segment experienced significant volume declines in 2020.
In our Utility Solutions segment, demand continued to be strong within our Power Systems business group, which provides critical transmission and distribution ("T&D") components to electric utilities.
Aclara revenues continue to be affected by regulatory restrictions on certain project deployments and installations as a result of the COVID-19 pandemic, although these headwinds moderated in the second half of 2020 and we expect that moderation to continue in 2021.
Our labor costs in 2020 include an appreciation pay increase provided to our U.S. and Mexican hourly employees, as well as salaried employees involved in the ongoing operations of plants and warehouse operations.
We have also implemented an emergency paid leave program that provides employees paid time off in certain situations triggered by the COVID-19 pandemic.
The extent and duration of additional cost increases of this nature in the future, or other future cost increases due to the COVID-19 pandemic, remains uncertain.
During 2020, we took actions that mitigated a portion of the impact of the anticipated decline in demand and cost increases.
Beginning in the first quarter of 2020 we instituted a travel and entertainment expense freeze and other discretionary expense reduction initiatives and began re-aligning facilities and headcount in response to expected changes in demand.
Cost containment actions effective for the second quarter of 2020 included a 25% salary reduction for senior executives, a 15% salary reduction for all other executives, a two week mandatory furlough for other salaried employees during the second quarter, and forgone quarterly retainer payments for the Board of Directors.
The Company is primarily engaged in the design, manufacture and sale of quality electrical and electronic products for a broad range of non-residential and residential construction, industrial and utility applications.
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In order of magnitude of net sales, the Company's served markets are electrical T&D, non-residential construction, industrial, oil and gas, and residential construction.
In 2019 we achieved two percent organic net sales growth on mixed end market trends.
Our utility facing markets drove strong growth within our Power segment, resulting in organic net sales increasing by approximately 5.5% as compared to the prior year.
End market performance within the Electrical segment was mixed, however, as non-residential and residential markets experienced modest growth, gas distribution markets remained solid, while industrial and oil markets were soft, resulting in a modest decline in organic net sales as compared to the prior year.
Operating margins expanded in both the Electrical and Power segments in 2019, driven by effective cost management and price realization.
That expansion included the impact of increased investments in restructuring and related activities in 2019 and the effect of Section 301 tariffs on certain of our businesses (the "Tariffs" referred to in the following discussion of results of operations).
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Management uses these adjusted measures when assessing the performance of the business.
For comparability, all prior period "adjusted" operating measures as well as management's discussion and analysis have been updated to reflect this change in definition.
Those items are reported in Total other expense (below Operating income) in the Consolidated Statements of Income.
Our adjusted operating measures also exclude Aclara transaction costs recognized in 2017 and 2018, income tax effects associated with U.S. tax reform recognized in 2017, and the loss on extinguishment of debt incurred in 2017 from the redemption of all of our $300 million outstanding long-term unsecured, unsubordinated notes that were scheduled to mature in 2018.
However, the net tax benefit of approximately $6 million related to adjustments made in connection with the Company's accounting for the effects of TCJA during the measurement period in 2018 has not been reflected as an adjustment to the GAAP measures and is therefore not a reconciling item in the adjusted operating measures below.
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| Multi-employer pension expense, net of tax | 6.4 | | | | — | | | | — | | | |
| Aclara transaction costs, net of tax | — | | | | 10.3 | | | | 6.0 | | | |
| Income tax expense associated with U.S. tax reform | — | | | | — | | | | 56.5 | | | |
| Loss on early extinguishment of debt, net of tax | — | | | | — | | | | 6.3 | | | |
Net sales of $4.6 billion in 2019 increased by two percent compared to 2018 primarily due to higher organic volume and the contribution of an additional month of net sales in 2019 associated with the Aclara acquisition which closed on February 2, 2018.
Organic net sales growth contributed approximately two percentage points, including favorable price realization, and acquisitions added approximately one percentage point, partially offset by an approximately one percentage point decline in net sales from the disposal of the Haefely business and foreign exchange.
Cost of Goods Sold
Gross Profit
Selling & Administrative Expenses
S&A expense in 2019 was $756.1 million and increased by $12.6 million compared to the prior year.
Excluding amortization of acquisition-related intangible assets and Aclara transaction costs incurred in 2018, adjusted S&A expense as a percentage of net sales increased by 40 basis points from 15.3% in 2018 to 15.7% in 2019 primarily due to higher restructuring and related costs in 2019 partially offset by volume leverage associated with higher reported net sales dollars.
The increase in adjusted operating income and adjusted operating margin is the result of higher gross profit and expanding gross profit margin in 2019, from price realization and productivity in excess of cost increases, partially offset by the effect of lower unit volume, and higher restructuring and related costs.
Total Other Expense
Total other expense decreased by $13.8 million in 2019 to $76.1 million compared to the prior year primarily due to the impact of certain discrete non-operating items, including a $21.7 million gain recognized on the disposal of the Haefely business partially offset by an $8.5 million net charge associated with the withdrawal from a multi-employer pension plan and subsequent execution of a settlement agreement with regard to the withdrawal obligation, and a $5.0 million loss on an investment in an available-for-sale debt security.
Interest expense, net of investment income, reported within total other expense for 2019 declined by $4.4 million as compared to the same period of the prior year.
Income Taxes
The increase in the effective tax rate is primarily due to the absence of favorable adjustments related to TCJA recorded in 2018, largely offset by the net favorable impact of dispositions, reserve releases related to statute of limitations expiration, and favorable provision to return adjustments recorded in 2019.
Net Income Attributable to Hubbell and Earnings Per Diluted Share
Excluding amortization of acquisition-related intangibles, Aclara transaction costs, and the impact of non-operating items within other expense, as described above, adjusted net income attributable to Hubbell was $445.7 million in 2019 and increased 4% as compared to 2018.
Earnings per diluted share in 2019 increased 12% compared to 2018.
Adjusted earnings per diluted share in 2019 increased 5% as compared to 2018 and reflects higher adjusted net income as well as a decline in the average number of diluted shares outstanding of 0.2 million as compared to the prior year.
Segment Results
An excerpt. Shown here: 40 of 226 rewritten, 40 of 282 added and 40 of 165 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2020 filing and the FY2019 filing.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
19 rewritten, 8 added, 9 removed, 31 unchanged
In [removed: 2019,] [added: 2020,] we manufactured and/or assembled products in the United States, Canada, Puerto Rico, Mexico, China, [added: the] UK, Brazil, Spain and Australia and sold products in those markets as well as through offices in Singapore, Italy, China, Mexico, and South Korea and countries in the Middle East.
In [removed: 2019,] [added: 2020,] Hubbell also participated in joint ventures in [removed: Taiwan,] Hong Kong and the Philippines.
[removed: Shipments to third party customers from non-U.S. subsidiaries as] [added: As] a percentage of the Company’s total net [removed: sales] [added: sales, shipments from foreign operations directly to third parties] were [removed: 9%] [added: 8%] in [removed: 2019, 10%] [added: 2020, 9%] in [removed: 2018] [added: 2019] and [removed: 11%] [added: 10%] in [removed: 2017,] [added: 2018,] with the [removed: UK and] Canadian [added: and UK] operations [removed: each] representing approximately [removed: 29%] [added: 34% and 28%, respectively,] of [removed: 2019] [added: 2020] total international net sales.
Product purchases representing approximately [removed: 19%] [added: 20%] of our net sales are sourced from unaffiliated suppliers located outside the United States, primarily in China and other Asian countries, Europe and Brazil.
[removed: | • |] [added: -] Political or economic uncertainty in the source country [removed: |]
[removed: | • |] [added: -] Fluctuations in the rate of exchange between the U.S. dollar and the currencies of the source countries [removed: |]
[removed: | • |] [added: -] Changes in U.S. laws and policies governing foreign trade [removed: |]
[removed: | • |] [added: -] Increased logistical complexity including supply chain interruption or delay, port of departure or entry disruption and overall time to market [removed: |]
[removed: | • |] [added: -] Loss of proprietary information [removed: |]
[removed: | • |] [added: -] Product quality issues outside the control of the Company [removed: |]
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 35] | [added: | 41 | | |]
As of December 31, [removed: 2019,] [added: 2020,] the long-term debt outstanding related to the fixed-rate senior notes [removed: and term loan] was $1,450.0 [removed: million and $106.3 million, respectively.][added: million.]
The following table presents cost and weighted average interest rate information related to financial instruments that are sensitive to changes in interest rates, by maturity at December 31, [removed: 2019] [added: 2020] (dollars in millions):
| | [removed: 2020] | | [removed: |] 2021 | | | 2022 | | | 2023 | | | 2024 | | | [added: 2025 | | |] Thereafter | | | Total | | | Fair [removed: Value 12/31/19] [added: Value 12/31/20] | | |
| ASSETS | | | | | | | | | | | | | | | | | | | | | | | | | [added: | |]
| LIABILITIES | | | | | | | | | | | | | | | | | | | | | | | | | [added: | |]
| Senior Notes | [added: | |] $ | — | | $ | [removed: —] [added: 300.0] | | $ | [removed: 300.0] [added: —] | | $ | — | | $ | — | | $ | 1,150.0 | | $ | 1,450.0 | | $ | [removed: 1,486.6] [added: 1,569.5] | |
| Avg. interest rate | [removed: —] | | [removed: |] — | | | 3.63 | | % | — | | | — | | | [added: — | | |] 3.36 | | % | | | | | | |
| [removed: 36] [added: 42] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
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| Available-for-sale investments | | | $ | 9.3 | | $ | 9.7 | | $ | 13.3 | | $ | 10.3 | | $ | 4.6 | | $ | 9.2 | | $ | 56.4 | | $ | 57.7 | |
| Avg. interest rate | | | 4.32 | | % | 4.30 | | % | 4.11 | | % | 3.90 | | % | 3.80 | | % | 3.16 | | % | | | | | | |
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Our long-term debt portfolio is comprised of fixed-rate senior notes and a term loan with an interest rate based on either adjusted LIBOR plus an applicable margin (determined by a ratings based grid) or the alternate base rate.
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| Available-for-sale investments | $ | 14.2 | | $ | 5.7 | | $ | 5.9 | | $ | 5.0 | | $ | 6.6 | | $ | 12.6 | | $ | 50.0 | | $ | 50.7 | |
| Avg. interest rate | 4.77 | | % | 4.84 | | % | 4.72 | | % | 4.72 | | % | 4.59 | | % | 4.46 | | % | | | | | | |
| Term Loan | $ | 34.4 | | $ | 46.9 | | $ | 25.0 | | $ | — | | $ | — | | $ | — | | $ | 106.3 | | $ | 105.6 | |
| Avg. interest rate | 2.75 | | % | 2.75 | | % | 2.75 | | % | — | | | — | | | — | | | | | | | | |
Item 1. Business
75 rewritten, 59 added, 18 removed, 63 unchanged
Hubbell also participates in joint ventures in [removed: Taiwan,] Hong Kong and the Philippines, and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile, and countries in the Middle East.
The Company’s reporting segments consist of the Electrical [added: Solutions segment (formerly named the Electrical segment through December 31, 2020)] and the [added: Utility Solutions segment (formerly named the] Power [removed: segments, as described below.][added: segment through December 31, 2019).]
Electrical [added: Solutions] Segment
The Electrical [added: Solutions] segment [removed: (57%] [added: (54%] of consolidated revenues in [removed: 2019, 59%] [added: 2020, 57%] in [removed: 2018] [added: 2019] and [removed: 69%] [added: 59%] in [removed: 2017)] [added: 2018)] comprises businesses that sell stock and custom products including standard and special application wiring device products, rough-in electrical products, connector and grounding products, lighting fixtures and controls, components and assemblies for the natural gas distribution market, as well as other electrical equipment.
Electrical [added: Solutions] segment products are typically used in and around industrial, commercial and institutional facilities by electrical contractors, maintenance personnel, electricians, utilities, and telecommunications companies.
| HUBBELL INCORPORATED *\- Form 10-K* | [added: | |] 3 | [added: | |]
The Electrical [added: Solutions] segment, manufactures and sells thousands of wiring and electrical products, lighting fixtures and controls for indoor and outdoor applications as well as specialty lighting and [added: wireless and data] communications products.
Within the Electrical [added: Solutions] segment, products include items such as:
| Commercial and Industrial | | | | | | [added: | | | | | | | | | | | |]
| • | [added: | |] Wiring devices & accessories | [added: | |] • | [added: | |] Junction boxes, plugs & receptacles | [added: | |] • | [added: | |] Cable reels | [added: | |]
| • | [added: | |] Switches & dimmers | [added: | |] • | [added: | |] Steel & plastic enclosures | [added: | |] • | [added: | |] Datacom connectivity & enclosures | [added: | |]
| • | [added: | |] Ground fault devices | [added: | |] • | [added: | |] Pin & sleeve devices | [added: | |] • | [added: | |] Electrical motor controls | [added: | |]
| Lighting | | | | | | [added: | | | | | | | | | | | |]
| • | [added: | |] Canopy lights | [added: | |] • | [added: | |] Parking lot/parking garage fixtures | [added: | |] • | [added: | |] Decorative landscape fixtures | [added: | |]
| • | [added: | |] Emergency lighting/exit signs | [added: | |] • | [added: | |] Bollards | [added: | |] • | [added: | |] Fluorescent fixtures | [added: | |]
| • | [added: | |] Floodlights & poles | [added: | |] • | [added: | |] Bath/vanity fixtures & fans | [added: | |] • | [added: | |] Ceiling fans | [added: | |]
| • | [added: | |] LED components | [added: | |] • | [added: | |] Chandeliers & sconces | [added: | |] • | [added: | |] Site & area lighting | [added: | |]
| • | [added: | |] Recessed, surface mounted & track fixtures | [added: | |] • | [added: | |] Athletic & recreational field fixtures | [added: | |] • | [added: | |] Occupancy, dimming & daylight harvesting sensors | [added: | |]
| Construction and Energy | | | | | | [added: | | | | | | | | | | | |]
| • | [added: | |] Mechanical connectors | [added: | |] • | [added: | |] Gas connectors and assemblies | [added: | |] • | [added: | |] Specialty communications equipment | [added: | |]
| • | [added: | |] Mechanical grounding devices | [added: | |] • | [added: | |] Installation tooling | [added: | |] • | [added: | |] Mining communication & controls | [added: | |]
| • | [added: | |] Compression connectors | [added: | |] • | [added: | |] Specialty lighting | [added: | |] • | [added: | |] Cable glands & fittings | [added: | |]
| • | [added: | |] Safety equipment | | | | | [added: | | | | | | | | | |]
| Commercial and Industrial | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | |]
| • | [added: | |] Hubbell® | [added: | |] • | [added: | |] Bell® | [added: | |] • | [added: | |] Raco® | [added: | |] • | [added: | |] Gleason Reel® | [added: | |] • | [added: | |] ACME Electric® | [added: | |]
| • | [added: | |] Kellems® | [added: | |] • | [added: | |] TayMac® | [added: | |] • | [added: | |] Hipotronics® | [added: | |] • | [removed: Powerohm™] | [added: | Powerohm® | | |] • | [added: | |] EC&M Design® | [added: | |]
| • | [added: | |] Bryant® | [added: | |] • | [added: | |] Wiegmann® | [added: | |] • | [added: | | AccelTex Solutions™ | | | • | | |] iDevices® | | | | | [added: | | | |]
| Lighting | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | |]
| • | [added: | |] Kim Lighting® | [added: | |] • | [added: | |] Beacon Products™ | [added: | |] • | [added: | |] Spaulding Lighting™ | [added: | |] • | [added: | |] Kurt Versen® | [added: | |] • | [removed: Litecontrol™] | [added: | Litecontrol® | | |]
| • | [added: | |] Sportsliter Solutions™ | [added: | |] • | [added: | |] Columbia Lighting® | [added: | |] • | [added: | |] Alera Lighting® | [added: | |] • | [added: | |] Prescolite® | [added: | |] • | [added: | |] Dual-Lite® | [added: | |]
| • | [added: | |] Security Lighting™ | [added: | |] • | [added: | |] Progress Lighting Design® | [added: | |] • | [added: | |] Hubbell® Outdoor Lighting™ | [added: | |] • | [added: | |] Architectural Area Lighting™ | | | [added: | | | | | |]
| Construction and Energy | | | | | | | | | | [added: | | | | | | | | | | | | | | | | | | | |]
| • | [added: | |] Burndy® | [added: | |] • | [added: | |] Killark® | [added: | |] • | [added: | |] GAI-Tronics® | [added: | |] • | [added: | |] Gas Breaker® | [added: | |] • | [added: | |] R.W. Lyall™ | [added: | |]
| • | [added: | |] CMC® | [added: | |] • | [added: | |] Hawke™ | [added: | |] • | [added: | |] Chalmit™ | [added: | |] • | [removed: Vantage Technology®] | [added: | Connector Products™ | | |] • | [added: | |] Continental® | [added: | |]
| • | [added: | |] Austdac™ | [added: | |] • | [added: | |] AEC™ | | | | | | | [added: | | | | | | | | | | | | | |]
| 4 | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
The [removed: Power] [added: Utility Solutions] segment [removed: (43%] [added: (46%] of consolidated revenues in [removed: 2019, 41%] [added: 2020, 43%] in [removed: 2018] [added: 2019] and [removed: 31%] [added: 41%] in [removed: 2017)] [added: 2018)] consists of operations that design, manufacture and sell transmission and distribution components primarily for the electrical utilities industry.
The water [removed: utility,] [added: and gas utilities,] telecommunications utility, civil construction and transportation industries are also served.
The 2018 acquisition of Meter Readings Holding Group, LLC ("Aclara Technologies" or "Aclara") expanded the [removed: Power] [added: Utility Solutions] portfolio to include endpoint metering devices and sensors, advanced metering infrastructure communications, and software and installation services sold to electrical, water, and gas utilities.
Hubbell's [removed: Power] [added: Utility Solutions] segment manufactures and sells a wide variety of electrical distribution, transmission, substation and telecommunications products.
Hubbell is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end-market applications.
Our mission is to enable its customers to operate critical infrastructure safely, reliably and efficiently.
In the first quarter of 2020 our former Power segment was re-named Utility Solutions to reflect the depth and breadth of our industry-leading offering for electric, water, gas and telecom utilities ranging from a wide variety of critical infrastructure components to full-scale smart grid solutions.
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Utility Solutions Segment
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Organizational Changes
Effective January 1, 2021 the Company consolidated the three business groups within its Electrical segment, and renamed the segment as Hubbell Electrical Solutions ("Electrical Solutions").
The Electrical Solutions segment unites businesses with similar operating models, products, and go to market strategies under one operating banner and common leadership to drive synergies and long-term growth opportunities.
Also effective January 1, 2021 the Company moved its Hubbell Gas Connectors and Accessories business, from the Electrical Solutions segment to the Utility Solutions segment to create synergies with the existing gas products already offered within the Utility Solutions segment and to better serve its utility customers.
The Hubbell Gas Connectors and Accessories business represented approximately $157.1 million of net sales and $19.4 million of operating profit in 2020.
The Company will report its segment results under this revised reporting structure beginning with the filing of its Quarterly Report on Form 10-Q for the first quarter ended March 31, 2021.
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Information Applicable to Our Business
We have an extensive customer base of distributors, wholesalers, electric utilities, OEMs, electrical contractors, telecommunications companies and retail and hardware outlets.
We are not dependent on a single customer, however, our top ten customers account for approximately 42% of our net sales.
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Human Capital
Our commitment to developing our employees is one of four pillars that guide Hubbell as a company.
We recruit, hire, and develop talent that meets and anticipates the ever-changing needs of our enterprise, while fostering an inclusive and diverse workplace.
Hubbell provides market competitive compensation, health and well-being programs, and retirement benefits based on the countries and markets in which we operate to motivate market-leading performance.
Hubbell is committed to fostering an environment that respects and encourages individual differences, diversity of thought, and talent.
We strive to create a workplace where employees feel that their contributions are welcomed and valued, allowing them to fully engage their talents and training in their work, while generating personal satisfaction in their role within Hubbell.
Hubbell has created a multi-year, enterprise-wide strategy dedicated to evolving our inclusive culture while addressing underrepresentation across our company.
As of December 31, 2020, 32% of our employees identify as female, and within the United States, 28% identify as female and 38% are racially diverse.
Hubbell has also joined the Paradigm for Parity coalition, with over 100 companies in committing to achieve gender parity in its senior leadership by 2030.
Across, the enterprise, there are a variety of ways we invest in our people to learn - on the job, in the classroom, through self-directed learning, or through leadership programs.
We have expanded our learning management system (known as Hubbell University) to make new content and training available to our employees.
The Company has also expanded leadership development programs and continues to expand internship programs to continue to develop new talent.
The Company also fosters and encourages its employees to give back to their communities.
In 2020, Hubbell launched its inaugural Hubbell Helping Hands dedicated month of service, making October, 2020 an annual month of volunteerism focus for the Company.
The Company also introduced a new Volunteer Paid Time Off policy in 2020.
As a manufacturing company we focus on protecting the health and safety of our employees.
We dedicate resources to track and monitor safety and recordable incidents using an enterprise-wide data management system.
Hubbell is primarily engaged in the design, manufacture and sale of quality electrical and electronic products for a broad range of non-residential and residential construction, industrial and utility applications.
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Power Segment
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Information Applicable to All General Categories
The Company did not have any customers whose annual consolidated purchases exceeded 10 percent of our total net sales in 2019, 2018 and 2017.
Employees
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| David G. Nord | 62 | Chairman of the Board and Chief Executive Officer | Present position since June 6, 2019; previously, Chairman of the Board, President and Chief Executive Officer May 2014 to June 6, 2019; President and Chief Executive Officer January 2013 to May 2014; President and Chief Operating Officer from June 2012 to January 2013, and Senior Vice President and Chief Financial Officer from September 2005 to June 2012. Previously, various positions, including Vice President, Controller, of United Technologies and its subsidiaries, 2000-2005. | |
| Joseph A. Capozzoli | 45 | Vice President, Controller | Present position since April 22, 2013; previously, Assistant Corporate Controller of Stanley Black & Decker, Inc. (“Stanley”) April 2011 to April 2013; Global Operations Controller at Stanley 2010-2011; Director of Cost Accounting at Stanley, 2006-2010. | |
| James M. Farrell | 52 | Acting Group President, Lighting | Present position since October 2019; previously, Vice President of Finance, Hubbell Lighting, Inc. June 2015 to October 2019; Vice President, Strategic Planning and Investor Relations April 2012 to May 2015; Director of Financial Planning & Analysis June 2004 to May 2008. | |
| Rodd R. Ruland | 62 | Group President, Construction and Energy | Present position since June 1, 2015; previously, President, BURNDY LLC, Hubbell Canada (HCLP) & Hubbell de Mexico (HdM) 2012-2015; President, BURNDY LLC 2009-2012; Corporate Vice President & General Manager, Electrical Power Interconnect Division, FCI (BURNDY) 2003-2009, Director, Business Development 2001-2003; various positions in Sales & Marketing, Business Development, and General Management and TycoElectronics/AMP Incorporated 1979-2000. | |
| Darrin S. Wegman | 52 | Group President, Commercial and Industrial | Present position since June 1, 2015; previously, Vice President, General Manager, Wiring Device and Industrial Electrical business, 2013-2015; Vice President, Controller, Hubbell Incorporated, 2008-2013; Vice President and Controller, Hubbell Industrial Technology, 2002-2008; Controller, GAI-Tronics Corporation, 2000-2002. | |
An excerpt. Shown here: 40 of 75 rewritten, 40 of 59 added and all 18 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2020 filing and the FY2019 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 6 removed, 0 unchanged
Information required by this item is incorporated herein by reference to the section captioned [removed: “Notes] [added: “[Notes] to Consolidated Financial Statements, Note 15 — Commitments and [removed: Contingencies”] [added: Contingencies](#ia8a4f7e775fe42ffa98bbe8435b5a04e_148)”] of this Form 10-K.
The Company is subject to various legal proceedings arising in the normal course of its business.
These proceedings include claims for damages arising out of use of the Company’s products, intellectual property, workers’ compensation and environmental matters.
The Company is self-insured up to specified limits for certain types of claims, including product liability and workers’ compensation, and is fully self-insured for certain other types of claims, including environmental and intellectual property matters.
The Company recognizes a liability for any contingency that in management’s judgment is probable of occurrence and can be reasonably estimated.
We continually reassess the likelihood of adverse judgments and outcomes in these matters, as well as estimated ranges of possible losses based upon an analysis of each matter which includes consideration of outside legal counsel and, if applicable, other experts.
Based on our experience, current information and applicable law, we do not believe that these proceedings and claims will have a material adverse effect on our business, financial condition and results of operations.
Cover and table of contents
52 rewritten, 21 added, 10 removed, 14 unchanged
[removed: FORM 10-K][added: FORM 10-K]
FOR THE FISCAL YEAR [removed: ENDED DECEMBER] [added: ENDED DECEMBER] 31, [removed: 2019][added: 2020]
[removed: ][added: ]
| Connecticut | | [added: | | | |] 06-0397030 | [added: | |]
| *(State or other jurisdiction of incorporation or organization)* | | [added: | | | |] *(I.R.S. Employer Identification No.)* | [added: | |]
| 40 Waterview Drive | | | [added: | | | | | |]
| Shelton | [added: | |] CT | [added: | |] 06484 | [added: | |]
| *(Address of principal executive offices)* | | [added: | | | |] *(Zip Code)* | [added: | |]
| (475) | | [added: | | | |] 882-4000 | [added: | |]
| *(Registrant's telephone number, including area code)* | | | [added: | | | | | |]
| SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT: | | | [added: | | | | | |]
| Title of each Class | [added: | |] Trading Symbol(s) | [added: | |] Name of Exchange on which Registered | [added: | |]
| Common Stock — par value $0.01 per share | [added: | |] HUBB | [added: | |] New York Stock Exchange | [added: | |]
| SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: | | | [added: | | | | | |]
| NONE | | | [added: | | | | | |]
| Indicate by check mark | | | | | | | | | [added: | | | | | | | | | | | | | | | | | |]
| • | [added: | |] if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. | | | | [added: | | | | | | | |] Yes | [added: | |] ☑ | [added: | |] No | [added: | |] ☐ | [added: | |]
| • | [added: | |] if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. | | | | [added: | | | | | | | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☑ | [added: | |]
| • | [added: | |] if 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 report), and (2) has been subject to such filing requirements for the past 90 days. | | | | [added: | | | | | | | |] Yes | [added: | |] ☑ | [added: | |] No | [added: | |] ☐ | [added: | |]
| • | [added: | |] whether the registrant has submitted electronically [removed: and posted on its corporate Web site, if any,] every Interactive Data File required to be submitted and posted 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 [removed: and post] such files). | | | | [added: | | | | | | | |] Yes | [added: | |] ☑ | [added: | |] No | [added: | |] ☐ | [added: | |]
| • | [added: | |] 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. (Check one): | | | | | | | | [added: | | | | | | | | | | | | | | | |]
| Large accelerated filer | | [added: | | | |] ☑ | [added: | |] Accelerated filer ☐ | [added: | |] Non-accelerated filer ☐ [removed: (Do not check if a smaller reporting company)] | [added: | |] Smaller reporting company | | | [added: | | | | | |] ☐ | [added: | |]
| Emerging growth company | | [added: | | | |] ☐ | [added: | |] 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 standard provided pursuant to Section 13(a) of the Exchange Act. ☐ | | | | | | [added: | | | | | | | | | | | |]
| [removed: • whether] [added: •whether] the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). | | | | | [added: | | | | | | | | | |] Yes | [added: | |] ☐ | [added: | |] No | [added: | |] ☑ | [added: | |]
The approximate aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, [removed: 2019] [added: 2020] was [removed: $7,036,079,255*.][added: $6,739,772,177*.]
The number of shares outstanding of Hubbell Common Stock as of February [removed: 12, 2020] [added: 9, 2021] is [removed: 54,434,310.][added: 54,296,993.]
Portions of the definitive proxy statement for the annual meeting of shareholders scheduled to be held on May [removed: 5, 2020,] [added: 4, 2021,] to be filed with the Securities and Exchange Commission (the “SEC”), are incorporated by reference in answer to Part III of this Form 10-K.
| Table of contents | | | [added: | | | | | |]
| [removed: [PART I](#sAC7795EC0087587A80E4CB0D41855A81)] [added: PART I] | | [removed: [3](#sAC7795EC0087587A80E4CB0D41855A81)] |
| [removed: [ITEM 1](#sAA1BF1CAB77953678D9E15A186B9B8D0)] [added: [ITEM 1](#ia8a4f7e775fe42ffa98bbe8435b5a04e_13)] | [removed: [Business](#sAA1BF1CAB77953678D9E15A186B9B8D0)] | [removed: [3](#sAA1BF1CAB77953678D9E15A186B9B8D0)] | [added: [Business](#ia8a4f7e775fe42ffa98bbe8435b5a04e_13) | | | [3](#ia8a4f7e775fe42ffa98bbe8435b5a04e_13) | | |]
| [removed: [ITEM 1A](#s5B6BF0D0F80355E7911E04E34A0F51A8)] [added: [ITEM 1A](#ia8a4f7e775fe42ffa98bbe8435b5a04e_16)] | [added: | |] [Risk [removed: Factors](#s5B6BF0D0F80355E7911E04E34A0F51A8)] [added: Factors](#ia8a4f7e775fe42ffa98bbe8435b5a04e_16)] | [removed: [8](#s5B6BF0D0F80355E7911E04E34A0F51A8)] | [added: | [9](#ia8a4f7e775fe42ffa98bbe8435b5a04e_16) | | |]
| [removed: [ITEM 1B](#s1EF02A4AC1E75A0AAC88894B4A424CCF)] [added: [ITEM 1B](#ia8a4f7e775fe42ffa98bbe8435b5a04e_19)] | [added: | |] [Unresolved Staff [removed: Comments](#s1EF02A4AC1E75A0AAC88894B4A424CCF)] [added: Comments](#ia8a4f7e775fe42ffa98bbe8435b5a04e_19)] | [removed: [14](#s1EF02A4AC1E75A0AAC88894B4A424CCF)] | [added: | [16](#ia8a4f7e775fe42ffa98bbe8435b5a04e_19) | | |]
| [removed: [ITEM 2](#s7D6A1EE42D405011B0AF8F988C3FBFD4)] [added: [ITEM 2](#ia8a4f7e775fe42ffa98bbe8435b5a04e_22)] | [removed: [Properties](#s7D6A1EE42D405011B0AF8F988C3FBFD4)] | [removed: [14](#s7D6A1EE42D405011B0AF8F988C3FBFD4)] | [added: [Properties](#ia8a4f7e775fe42ffa98bbe8435b5a04e_22) | | | [16](#ia8a4f7e775fe42ffa98bbe8435b5a04e_22) | | |]
| [removed: [ITEM 3](#s08D4AAE0BD8759AB85449C7BDD7854CC)] [added: [ITEM 3](#ia8a4f7e775fe42ffa98bbe8435b5a04e_25)] | [added: | |] [Legal [removed: Proceedings](#s08D4AAE0BD8759AB85449C7BDD7854CC)] [added: Proceedings](#ia8a4f7e775fe42ffa98bbe8435b5a04e_25)] | [removed: [15](#s08D4AAE0BD8759AB85449C7BDD7854CC)] | [added: | [17](#ia8a4f7e775fe42ffa98bbe8435b5a04e_25) | | |]
| [removed: [ITEM 4](#sB3357F50C1085A1386ED0B6A6CB9FB20)] [added: [ITEM 4](#ia8a4f7e775fe42ffa98bbe8435b5a04e_28)] | [added: | |] [Mine Safety [removed: Disclosures](#sB3357F50C1085A1386ED0B6A6CB9FB20)] [added: Disclosures](#ia8a4f7e775fe42ffa98bbe8435b5a04e_28)] | [removed: [15](#sB3357F50C1085A1386ED0B6A6CB9FB20)] | [added: | [17](#ia8a4f7e775fe42ffa98bbe8435b5a04e_28) | | |]
| [removed: [ITEM 5](#sD94355692E5455F1BF23CA13E7827338)] [added: [ITEM 5](#ia8a4f7e775fe42ffa98bbe8435b5a04e_34)] | [added: | |] [Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#sD94355692E5455F1BF23CA13E7827338)] [added: Securities](#ia8a4f7e775fe42ffa98bbe8435b5a04e_34)] | [removed: [16](#sD94355692E5455F1BF23CA13E7827338)] | [added: | [18](#ia8a4f7e775fe42ffa98bbe8435b5a04e_34) | | |]
| [removed: [ITEM 6](#sE3A527BC7D78500B9AC71A31CB5E8C1D)] [added: [ITEM 6](#ia8a4f7e775fe42ffa98bbe8435b5a04e_37)] | [added: | |] [Selected Financial [removed: Data](#sE3A527BC7D78500B9AC71A31CB5E8C1D)] [added: Data](#ia8a4f7e775fe42ffa98bbe8435b5a04e_37)] | [removed: [18](#sE3A527BC7D78500B9AC71A31CB5E8C1D)] | [added: | [20](#ia8a4f7e775fe42ffa98bbe8435b5a04e_37) | | |]
| [removed: [ITEM 7](#s5784A71D8A845EAC9AF2FD321FE093D8)] [added: [ITEM 7](#ia8a4f7e775fe42ffa98bbe8435b5a04e_40)] | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s5784A71D8A845EAC9AF2FD321FE093D8)] [added: Operations](#ia8a4f7e775fe42ffa98bbe8435b5a04e_40)] | [removed: [19](#s5784A71D8A845EAC9AF2FD321FE093D8)] | [added: | [21](#ia8a4f7e775fe42ffa98bbe8435b5a04e_40) | | |]
| [removed: [ITEM 7A](#s91E050246A5B5591A54A95556A197041)] [added: [ITEM 7A](#ia8a4f7e775fe42ffa98bbe8435b5a04e_52)] | [added: | |] [Quantitative and Qualitative Disclosures about Market [removed: Risk](#s91E050246A5B5591A54A95556A197041)] [added: Risk](#ia8a4f7e775fe42ffa98bbe8435b5a04e_52)] | [removed: [35](#s91E050246A5B5591A54A95556A197041)] | [added: | [41](#ia8a4f7e775fe42ffa98bbe8435b5a04e_52) | | |]
| [removed: [ITEM 8](#sD8A0334340F35FEDA008B2A1D11DFCBD)] [added: [ITEM 8](#ia8a4f7e775fe42ffa98bbe8435b5a04e_55)] | [added: | |] [Financial Statements and Supplementary [removed: Data](#sD8A0334340F35FEDA008B2A1D11DFCBD)] [added: Data](#ia8a4f7e775fe42ffa98bbe8435b5a04e_55)] | [removed: [37](#sD8A0334340F35FEDA008B2A1D11DFCBD)] | [added: | [43](#ia8a4f7e775fe42ffa98bbe8435b5a04e_55) | | |]
HUBBELL INCORPORATED
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| • | | | whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. | | | | | | | | | | | | ☑ | | | | | | | | | | | |
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| [PART II](#ia8a4f7e775fe42ffa98bbe8435b5a04e_31) | | | | | | [18](#ia8a4f7e775fe42ffa98bbe8435b5a04e_31) | | |
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| [PART IV](#ia8a4f7e775fe42ffa98bbe8435b5a04e_208) | | | | | | [96](#ia8a4f7e775fe42ffa98bbe8435b5a04e_208) | | |
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| [SIGNATURES](#ia8a4f7e775fe42ffa98bbe8435b5a04e_220) | | | | | | [100](#ia8a4f7e775fe42ffa98bbe8435b5a04e_220) | | |
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HUBBELL INCORPORATED
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| [PART II](#sCD0C8A6D4D13566AA8E679A4993FADC4) | | [16](#sCD0C8A6D4D13566AA8E679A4993FADC4) |
| [PART IV](#s74BE754EBC9556A5BF5EE7DD63F70993) | | [90](#s74BE754EBC9556A5BF5EE7DD63F70993) |
| [SIGNATURES](#sCC46D0B3D0AC5F24A2168EDF0428AF7F) | | [94](#sCC46D0B3D0AC5F24A2168EDF0428AF7F) |
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An excerpt. Shown here: 40 of 52 rewritten, all 21 added and all 10 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2020 filing and the FY2019 filing.
Item 2. Properties
21 rewritten, 6 added, 6 removed, 2 unchanged
As of December 31, [removed: 2019,] [added: 2020,] Hubbell’s global headquarters are located in leased office space in Shelton, Connecticut.
Other principal administrative offices are in Columbia, South Carolina, Greenville, South [removed: Carolina and] [added: Carolina,] Manchester, New [removed: Hampshire.][added: Hampshire and St.Louis, Missouri.]
| | | [added: | | | |] Number of Facilities | | | | [added: | |] Total Approximate [removed: Floor Area] [added: Floor Area] in Square Feet | | | | [added: | |]
| Segment | [added: | |] Location | [added: | |] Warehouses | | [added: |] Manufacturing | | [added: |] Owned | | [added: |] Leased | | [added: |]
| Electrical [removed: segment] [added: Solutions] | [added: | |] United States | [removed: 8] | | [removed: 20] [added: 7] | | [added: | 18 | | |] 2,378,000 | | [removed: 1,873,000] | [added: 1,779,000] | [added: | |]
| | [added: | |] Australia | [added: | |] — | | [added: |] 1 | | [added: |] — | | [added: |] 24,000 | | [added: |]
| | [added: | |] Canada | [added: | |] 1 | | [added: |] 2 | | [added: |] 179,000 | | [added: |] 3,000 | | [added: |]
| | [added: | |] Mexico | [added: | |] 1 | | [added: |] 4 | | [added: |] 829,000 | | [added: |] 174,000 | | [added: |]
| | [added: | |] China | [added: | |] — | | [added: |] 1 | | [added: |] — | | [added: |] 350,000 | | [added: |]
| | [added: | |] Puerto Rico | [added: | |] — | | [added: |] 1 | | [added: |] 162,000 | | [added: |] — | | [added: |]
| | [added: | |] Singapore | [added: | |] 1 | | [added: |] — | | [added: |] — | | [added: |] 12,000 | | [added: |]
| | [added: | |] United Kingdom | [added: | |] 2 | | [added: |] 3 | | [added: |] 134,000 | | [added: |] 58,000 | | [added: |]
| | [added: | |] Brazil | [added: | |] — | | [added: |] 1 | | [added: |] 188,000 | | [added: |] — | | [added: |]
| | [added: | |] Canada | [added: | |] — | | [added: |] 2 | | [added: |] 84,000 | | [added: |] — | | [added: |]
| | [added: | |] Mexico | [added: | |] 1 | | [added: |] 1 | | [added: |] 167,000 | | [added: |] 181,000 | | [added: |]
| | [added: | |] China | [added: | |] — | | [added: |] 2 | | [added: |] — | | [added: |] 199,000 | | [added: |]
| | [added: | |] Philippines | [added: | |] — | | [added: |] 1 | | [added: |] — | | [added: |] 19,000 | | [added: |]
| | [added: | |] Spain | [added: | |] — | | [added: |] 1 | | [added: |] — | | [added: |] 11,000 | | [added: |]
*(1)* *The [removed: Power] [added: Utility Solutions] segment shares an owned manufacturing building in Mexico with the Electrical [added: Solutions] segment.
The building is included in the Electrical [added: Solutions] segment facility count.*
| [removed: 14] [added: 16] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
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| Utility Solutions (1) | | | United States | | | 6 | | | 15 | | | 3,271,000 | | | 687,000 | | |
| TOTAL | | | | | | 19 | | | 53 | | | 7,392,000 | | | 3,497,000 | | |
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| Power segment (1) | United States | 4 | | 12 | | 3,205,000 | | 203,000 | |
| TOTAL | | 18 | | 52 | | 7,326,000 | | 3,107,000 | |
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Item 4. Mine Safety Disclosures
2 rewritten, 4 added, 4 removed, 1 unchanged
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 15] | [added: | 17 | | |]
| PART II | [added: | |]
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Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
12 rewritten, 7 added, 8 removed, 9 unchanged
The number of common shareholders of record on [removed: December 31, 2019] [added: February 9, 2021] was [removed: 1,578.][added: 1,340.]
In October [removed: 2019,] [added: 2020,] the Company’s Board of Directors approved an increase in the common stock dividend rate from [removed: $0.84 to] $0.91 [added: to $0.98] per share per quarter.
The increased quarterly dividend payment commenced with the December [removed: 16, 2019] [added: 15, 2020] payment made to the shareholders of record on November [removed: 29, 2019.][added: 30, 2020.]
On October 20, 2017, the Board of Directors approved a stock repurchase program (the “October 2017 program”) that authorized the repurchase of up to $400 million of Common [removed: Stock and expires on October 20, 2020.][added: Stock.]
The Company repurchased [removed: $35.0] [added: $41.3] million and [removed: $40.0] [added: $35.0] million of shares of Common Stock, in [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.
[removed: As a result,] [added: At December 31, 2020] our remaining share repurchase authorization under the October [removed: 2017] [added: 2020] program is [removed: $325.0] [added: $300.0] million.
There were no share repurchases during the quarter ended December 31, [removed: 2019.][added: 2020.]
| [removed: 16] [added: 18] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
The following graph compares the total return to shareholders on the Company’s common stock during the five years ended December 31, [removed: 2019,] [added: 2020,] with a cumulative total return on the (i) Standard & Poor’s MidCap 400 (“S&P MidCap 400”) and (ii) the Dow Jones U.S. Electrical Components & Equipment Index (“DJUSEC”).
The comparison assumes $100 was invested on December 31, [removed: 2014] [added: 2015] in the Company’s Common Stock and in each of the foregoing indices and assumes reinvestment of dividends.
[removed: ][added: ]
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 17] | [added: | 19 | | |]
The October 2017 program expired on October 20, 2020.
On October 23, 2020 the Board of Directors approved a new stock repurchase program that authorized the repurchase of up to $300 million of common stock and expires in October 2023.
All of the repurchases in 2020 were completed prior to expiration of the October 2017 program.
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As of December 31, 2019, the DJUSEC reflects a group of fourteen company stocks in the electrical components and equipment market segment, and serves as the Company’s peer group for purposes of this graph.
In 2015, the Company completed the reclassification of its dual class of common stock into a single class of Common Stock.
The Hubbell Incorporated line above uses the weighted average of Hubbell Class A and Class B shares for the annual period ending December 2014.
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| *Assumes $100 invested on 12/31/14 in stock or index, including reinvestment of dividends. Data points are the last day of each fiscal year ending December 31. Copyright© 2020 Standard & Poor's, a division of S&P Global. All rights reserved. Copyright© 2020 S&P Dow Jones Indices LLC, a division of S&P Global. All rights reserved. |
Item 6. Selected Financial Data
28 rewritten, 5 added, 4 removed, 1 unchanged
| [removed: OPERATIONS, years ended December 31,] | [added: | | 2020 | | |] 2019 | | | 2018 | | | 2017 | | | 2016 | | | [removed: 2015 | | |]
| Net sales | [added: | |] $ | [removed: 4,591.0] [added: 4,186.0] | | $ | [removed: 4,481.7] [added: 4,591.0] | | $ | [removed: 3,668.8] [added: 4,481.7] | | $ | [removed: 3,505.2] [added: 3,668.8] | | $ | [removed: 3,390.4] [added: 3,505.2] | |
| Gross profit | [added: | |] $ | [removed: 1,352.7] [added: 1,209.3] | | $ | [removed: 1,300.4] [added: 1,352.7] | | $ | [removed: 1,155.1] [added: 1,300.4] | | $ | [removed: 1,105.1] [added: 1,155.1] | | $ | [removed: 1,091.6] [added: 1,105.1] | |
| Operating income [removed: (4)] [added: (1)] | [added: | |] $ | [removed: 596.6] [added: 533.0] | | $ | [removed: 556.9] [added: 596.6] | | $ | [removed: 518.8] [added: 556.9] | | $ | [removed: 489.8] [added: 518.8] | | $ | [removed: 474.1] [added: 489.8] | |
| Adjusted operating income [removed: (1)] [added: (2)] | [added: | |] $ | [removed: 668.7] [added: 608.9] | | $ | [removed: 642.3] [added: 668.7] | | $ | [removed: 560.4] [added: 642.3] | | $ | [removed: 522.1] [added: 560.4] | | $ | [removed: 502.3] [added: 522.1] | |
| Operating income as a % of sales | [removed: 13.0] | | [added: 12.7 | |] % | [removed: 12.4] [added: 13.0] | | % | [removed: 14.1] [added: 12.4] | | % | [removed: 14.0] [added: 14.1] | | % | 14.0 | | % |
| Adjusted operating income as a % of sales [removed: (1)] [added: (2)] | [removed: 14.6] | | [added: 14.5 | |] % | [removed: 14.3] [added: 14.6] | | % | [removed: 15.3] [added: 14.3] | | % | [removed: 14.9] [added: 15.3] | | % | [removed: 14.8] [added: 14.9] | | % |
| Net income attributable to Hubbell [removed: (2)] [added: (3)] | [added: | |] $ | [removed: 400.9] [added: 351.2] | | $ | [removed: 360.2] [added: 400.9] | | $ | [removed: 243.1] [added: 360.2] | | $ | [removed: 293.0] [added: 243.1] | | $ | [removed: 277.3] [added: 293.0] | |
| Adjusted net income attributable to Hubbell [removed: (1)] [added: (2)] | [added: | |] $ | [removed: 445.7] [added: 414.1] | | $ | [removed: 428.0] [added: 445.7] | | $ | [removed: 333.9] [added: 428.0] | | $ | [removed: 315.4] [added: 333.9] | | $ | [removed: 313.7] [added: 315.4] | |
| Net income attributable to Hubbell as a % of net sales | [removed: 8.7] | | [added: 8.4 | |] % | [removed: 8.0] [added: 8.7] | | % | [removed: 6.6] [added: 8.0] | | % | [removed: 8.4] [added: 6.6] | | % | [removed: 8.2] [added: 8.4] | | % |
| Adjusted net income attributable to Hubbell as a % of net sales [removed: (1)] [added: (2)] | [removed: 9.7] | | [added: 9.9 | |] % | [removed: 9.5] [added: 9.7] | | % | [removed: 9.1] [added: 9.5] | | % | [removed: 9.0] [added: 9.1] | | % | [removed: 9.3] [added: 9.0] | | % |
| Net income attributable to Hubbell as a % of Hubbell shareholders’ average equity | [removed: 21.5] | | [added: 17.5 | |] % | [removed: 21.1] [added: 21.5] | | % | [removed: 15.1] [added: 21.1] | | % | [removed: 17.6] [added: 15.1] | | % | [removed: 15.1] [added: 17.6] | | % |
| Earnings per share — diluted | [added: | |] $ | [removed: 7.31] [added: 6.43] | | $ | [removed: 6.54] [added: 7.31] | | $ | [removed: 4.39] [added: 6.54] | | $ | [removed: 5.24] [added: 4.39] | | $ | [removed: 4.77] [added: 5.24] | |
| Adjusted earnings per share — diluted [removed: (1)] [added: (2)] | [added: | |] $ | [removed: 8.12] [added: 7.58] | | $ | [removed: 7.77] [added: 8.12] | | $ | [removed: 6.03] [added: 7.77] | | $ | [removed: 5.64] [added: 6.03] | | $ | [removed: 5.39] [added: 5.64] | |
| Cash dividends declared per common share | [added: | |] $ | [removed: 3.43] [added: 3.71] | | $ | [removed: 3.15] [added: 3.43] | | $ | [removed: 2.87] [added: 3.15] | | $ | [removed: 2.59] [added: 2.87] | | $ | [removed: 2.31] [added: 2.59] | |
| Average number of common shares outstanding — diluted | [added: | | 54.5 | | |] 54.7 | | | 54.9 | | | 55.1 | | | 55.7 | | | [removed: 58.0 | | |]
| Cost of acquisitions, net of cash acquired | [added: | |] $ | [removed: 70.8] [added: 239.6] | | $ | [removed: 1,118.0] [added: 70.8] | | $ | [removed: 184.1] [added: 1,118.0] | | $ | [removed: 173.4] [added: 184.1] | | $ | [removed: 163.4] [added: 173.4] | |
| FINANCIAL POSITION, AT YEAR-END | | | | | | | | | | | | | | | | [added: | |]
| Working capital [removed: (3)] [added: (4)] | [added: | |] $ | [removed: 729.3] [added: 639.4] | | $ | [removed: 804.4] [added: 729.3] | | $ | [removed: 898.0] [added: 804.4] | | $ | [removed: 961.7] [added: 898.0] | | $ | [removed: 784.7] [added: 961.7] | |
| Total assets | [added: | |] $ | [removed: 4,903.0] [added: 5,085.1] | | $ | [removed: 4,872.1] [added: 4,903.0] | | $ | [removed: 3,720.6] [added: 4,872.1] | | $ | [removed: 3,525.0] [added: 3,720.6] | | $ | [removed: 3,208.7] [added: 3,525.0] | |
| Total debt | [added: | |] $ | [removed: 1,571.4] [added: 1,590.0] | | $ | [removed: 1,793.2] [added: 1,571.4] | | $ | [removed: 1,055.2] [added: 1,793.2] | | $ | [removed: 993.7] [added: 1,055.2] | | $ | [removed: 644.1] [added: 993.7] | |
| Total Hubbell shareholders’ equity | [added: | |] $ | [removed: 1,947.1] [added: 2,070.0] | | $ | [removed: 1,780.6] [added: 1,947.1] | | $ | [removed: 1,634.2] [added: 1,780.6] | | $ | [removed: 1,592.8] [added: 1,634.2] | | $ | [removed: 1,740.6] [added: 1,592.8] | |
| NUMBER OF EMPLOYEES, AT YEAR-END | [added: | | 19,100 | | |] 18,800 | | | 19,700 | | | 17,700 | | | 17,400 | | | [removed: 16,200 | | |]
[removed: *(1)*] [added: *(2)*] *The selected non-GAAP measures of adjusted operating income, adjusted operating income as a percent of sales (adjusted operating margin), adjusted net income attributable to Hubbell, adjusted net income attributable to Hubbell as a percent of net sales, and adjusted earnings per share-diluted should be read in conjunction with Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations".*
[removed: *(2)*] [added: *(3)*] *Net income in 2017 includes approximately $57 million, or $1.02 per share, impact associated with the TCJA.*
[removed: *(3)*] [added: *(4)*] *Defined as current assets less current liabilities.*
[removed: *(4)*] [added: *(1)*] *Historical amounts have been adjusted to reflect the retrospective effects from the January 1, 2018 adoption of Accounting Standards Update (ASU) No. 2017-07, Compensation Retirement Benefits (Topic): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.*
| [removed: 18] [added: 20] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| RESULTS OF OPERATION, YEARS ENDED DECEMBER 31 | | | | | | | | | | | | | | | | | |
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Item 8. Financial Statements and Supplementary Data
830 rewritten, 482 added, 204 removed, 571 unchanged
| [removed: [Reports] [added: [Reports] of [removed: Management](#sA6D0C790E2AC50D69E6A8C589969E637)] [added: Management](#ia8a4f7e775fe42ffa98bbe8435b5a04e_61)] | [removed: [38](#sA6D0C790E2AC50D69E6A8C589969E637)] | [added: | [44](#ia8a4f7e775fe42ffa98bbe8435b5a04e_61) | | |]
| [removed: [Report] [added: [Report] of Independent Registered Public Accounting [removed: Firm](#s7359B46ED348582FA9B8814B7C56C70D)] [added: Firm](#ia8a4f7e775fe42ffa98bbe8435b5a04e_64)] | [removed: [39](#s7359B46ED348582FA9B8814B7C56C70D)] | [added: | [45](#ia8a4f7e775fe42ffa98bbe8435b5a04e_64) | | |]
| [removed: [Consolidated] [added: [Consolidated] Statement of [removed: Income](#s9725A0865CEF530EB7CD41DA9CB21E7A)] [added: Income](#ia8a4f7e775fe42ffa98bbe8435b5a04e_67)] | [removed: [41](#s9725A0865CEF530EB7CD41DA9CB21E7A)] | [added: | [47](#ia8a4f7e775fe42ffa98bbe8435b5a04e_67) | | |]
| [removed: [Consolidated] [added: [Consolidated] Statement of Comprehensive [removed: Income](#sBBA3887E648759F1BD9D6BBEA040E667)] [added: Income](#ia8a4f7e775fe42ffa98bbe8435b5a04e_70)] | [removed: [41](#sBBA3887E648759F1BD9D6BBEA040E667)] | [added: | [47](#ia8a4f7e775fe42ffa98bbe8435b5a04e_70) | | |]
| [removed: [Consolidated] [added: [Consolidated] Balance [removed: Sheet](#sCF07E8F89E815779BB28FE5D37E547E5)] [added: Sheet](#ia8a4f7e775fe42ffa98bbe8435b5a04e_76)] | [removed: [42](#sCF07E8F89E815779BB28FE5D37E547E5)] | [added: | [48](#ia8a4f7e775fe42ffa98bbe8435b5a04e_76) | | |]
| [removed: [Consolidated] [added: [Consolidated] Statement of Cash [removed: Flows](#sD9B4808210E35A87A511AE3817987DC3)] [added: Flows](#ia8a4f7e775fe42ffa98bbe8435b5a04e_82)] | [removed: [43](#sD9B4808210E35A87A511AE3817987DC3)] | [added: | [49](#ia8a4f7e775fe42ffa98bbe8435b5a04e_82) | | |]
| [removed: [Consolidated] [added: [Consolidated] Statement of Changes in [removed: Equity](#sD7E196E4C7915AECA52382EC2A4A34BB)] [added: Equity](#ia8a4f7e775fe42ffa98bbe8435b5a04e_85)] | [removed: [44](#sD7E196E4C7915AECA52382EC2A4A34BB)] | [added: | [50](#ia8a4f7e775fe42ffa98bbe8435b5a04e_85) | | |]
| [removed: [Notes] [added: [Notes] to Consolidated Financial [removed: Statements](#sB36031696F115945B2A99C59540EB02B)] [added: Statements](#ia8a4f7e775fe42ffa98bbe8435b5a04e_91)] | [removed: [45](#sB36031696F115945B2A99C59540EB02B)] | [added: | [51](#ia8a4f7e775fe42ffa98bbe8435b5a04e_91) | | |]
| Financial Statement Schedule | | [added: | | | |]
| [removed: [Valuation] [added: [Valuation] and Qualifying Accounts and Reserves (Schedule [removed: II)](#sF088CA99D056575481970C064FBC0585)] [added: II)](#ia8a4f7e775fe42ffa98bbe8435b5a04e_223)] | [removed: [95](#sF088CA99D056575481970C064FBC0585)] | [added: | [101](#ia8a4f7e775fe42ffa98bbe8435b5a04e_223) | | |]
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 37] | [added: | 43 | | |]
Management has assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2019.][added: 2020.]
Based on this assessment, management concluded that our internal control over financial reporting was effective at a reasonable assurance level as of December 31, [removed: 2019.][added: 2020.]
The effectiveness of our internal control over financial reporting as of December 31, [removed: 2019] [added: 2020] has been audited by PricewaterhouseCoopers LLP, our independent registered public accounting firm as stated in their report which is included below within this Annual Report on Form 10-K.
| [removed: *Chairman of the Board] [added: *President] and Chief Executive [removed: Officer*] [added: Officer and Director*] | | [added: | | | |] *Executive Vice [removed: President,] [added: President and] Chief Financial [removed: Officer and Treasurer*] [added: Officer*] | [added: | |]
| [removed: 38] [added: 44] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
We have audited the accompanying consolidated balance sheet of Hubbell Incorporated and its subsidiaries (the "Company") as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the related consolidated statements of income, [added: of] comprehensive income, [added: of] changes in [added: shareholders'] equity and [added: of] cash flows for each of the three years in the period ended December 31, [removed: 2019,] [added: 2020,] including the related notes and schedule of valuation and qualifying accounts [removed: and reserves] for each of the three years [added: in the period] ended December 31, [removed: 2019] [added: 2020] appearing under Item 15 (collectively referred to as the “consolidated financial statements”).
We also have audited the Company's internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2019] [added: 2020] in conformity with accounting principles generally accepted in the United States of America.
Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, [removed: 2019,] [added: 2020,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 39] | [added: | 45 | | |]
*Goodwill Impairment Assessment - [removed: Certain] [added: One of the] Reporting Units Subject to a Quantitative Analysis*
As described in Notes 1 and 6 to the consolidated financial statements, the Company’s consolidated goodwill balance was [removed: $1,811.8] [added: $1,923.3] million as of December 31, [removed: 2019.][added: 2020.]
Management uses internal discounted cash flow [removed: estimates] [added: models] to [removed: determine] [added: estimate] fair value.
Significant judgments required by management to estimate the fair value of reporting units include estimating future cash flows, determining appropriate discount rates and other [removed: assumptions.][added: assumptions, including assumptions about secular economic and market conditions, such as the potential continuing effects of the COVID-19 pandemic.]
These cash flow estimates are derived from historical [removed: experience] [added: experience, third party end market data,] and future long-term business plans and include assumptions on future sales growth, gross margin, operating margin, terminal growth rate and the application of an appropriate discount rate.
The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment for [removed: certain] [added: one of the] reporting units subject to a quantitative analysis is a critical audit matter are [removed: that there was] [added: (i) the] significant judgment by management when developing the fair value measurement of the reporting [removed: units.][added: unit; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to future sales growth, gross margin, operating margin and discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.]
These procedures included testing the effectiveness of controls relating to management’s quantitative goodwill impairment assessment, including controls over the determination of the fair value of the [removed: Company’s] reporting [removed: units.][added: unit.]
These procedures also included, among others, [added: (i)] testing management’s process for developing the fair value [removed: estimates;] [added: estimate; (ii)] evaluating the appropriateness of the discounted cash flow [removed: estimates;] [added: model; (iii)] testing the [removed: completeness, accuracy] [added: completeness] and [removed: relevance] [added: accuracy] of the underlying data used in the [removed: discounted cash flow estimates;] [added: model;] and [added: (iv)] evaluating the significant assumptions used by [removed: management, including forecasted] [added: management related to future] sales growth, gross margin, [removed: terminal growth rate] [added: operating margin] and discount rate.
Evaluating management’s assumptions related to the [removed: forecasted] [added: future] sales growth, gross margin and [removed: terminal growth rate] [added: operating margin] involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting [removed: units,] [added: unit,] (ii) the consistency with industry and third party data, and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit.
Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company’s [removed: discounted cash flow estimates, including the] discount rate.
| [removed: 40] [added: 46] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
| | [added: | |] Year Ended December 31, | | | | | | | | |
| (in millions, except per share amounts) | [removed: 2019] | | [added: 2020] | [removed: 2018] | | [added: 2019] | [removed: 2017] | | [added: 2018] | [added: | |]
| Net sales | [added: | |] $ | [removed: 4,591.0] [added: 4,186.0] | | $ | [removed: 4,481.7] [added: 4,591.0] | | $ | [removed: 3,668.8] [added: 4,481.7] | |
| Cost of goods sold | [removed: 3,238.3] | | [added: 2,976.7] | [removed: 3,181.3] | | [added: 3,238.3] | [removed: 2,513.7] | | [added: 3,181.3] | [added: | |]
| Gross profit | [removed: 1,352.7] | | [added: 1,209.3] | [removed: 1,300.4] | | [added: 1,352.7] | [removed: 1,155.1] | | [added: 1,300.4] | [added: | |]
| Selling & administrative expenses | [removed: 756.1] | | [added: 676.3] | [removed: 743.5] | | [added: 756.1] | [removed: 636.3] | | [added: 743.5] | [added: | |]
| Operating income | [removed: 596.6] | | [added: 533.0] | [removed: 556.9] | | [added: 596.6] | [removed: 518.8] | | [added: 556.9] | [added: | |]
| Gain on disposition of business (Note 3) | [removed: 21.7] | | [removed: |] — | | | [added: 21.7 | | |] — | | |
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During the quarter ended December 31, 2020, the Company acquired Armorcast Products Company, Inc., Beckwith Electric Co., Inc., and AccelTex Solutions, LLC for an aggregate of $236.2 million.
Because the Company has not yet fully incorporated the internal controls and procedures of the acquired entities into the Company's internal control over financial reporting, management excluded these business from its assessment of the effectiveness of internal control over financial reporting as of December 31, 2020.
These entities accounted for 3% of the Company's total assets excluding intangibles and goodwill as of December 31, 2020 and less than 1% of the Company's net sales for the year then ended.
| /s/ GERBEN W. BAKKER | | | | | | /s/ WILLIAM R. SPERRY | | |
| Gerben W. Bakker | | | | | | William R. Sperry | | |
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| --- | --- | --- | --- | --- | --- |
As described in Management’s Annual Report on Internal Control over Financial Reporting, management has excluded Armorcast Products Company, Inc. (“Armorcast”), Beckwith Electric Co., Inc., (“Beckwith”) and AccelTex Solutions, LLC (“AccelTex”) from its assessment of internal control over financial reporting as of December 31, 2020 because they were acquired by the Company in purchase business combinations during 2020.
We have also excluded Armorcast, Beckwith and AccelTex from our audit of internal control over financial reporting.
Armorcast, Beckwith and AccelTex are wholly-owned subsidiaries whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting collectively represent approximately 3% and 1%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2020.
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February 11, 2021
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| | | | Year Ended December 31, | | | | | | | | |
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| | | | Year Ended December 31, | | | | | | | | |
| Net income | | | $ | 356.0 | | $ | 407.4 | | $ | 366.1 | |
| Provision for bad debt expense | | | 6.7 | | | 1.7 | | | — | | |
| Increase (decrease) in accounts payable | | | 22.6 | | | (41.2) | | | 21.5 | | |
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| --- | --- | --- | --- | --- | --- |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | | | |
| Net income | | | — | | | — | | | 351.2 | | | — | | | 351.2 | | | 4.8 | | |
| Directors deferred compensation | | | — | | | (1.2) | | | — | | | — | | | (1.2) | | | — | | |
| Cumulative effect from adoption of CECL accounting standard | | | — | | | — | | | (1.0) | | | — | | | (1.0) | | | — | | |
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| --- | --- |
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| --- | --- | --- |
| /s/ DAVID G. NORD | | /s/ WILLIAM R. SPERRY |
| David G. Nord | | William R. Sperry |
This in turn led to a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating evidence relating to management’s discounted cash flow estimates and significant assumptions, including forecasted sales growth, gross margin, terminal growth rate and discount rate.
In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained from these procedures.
February 14, 2020
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| Loss on extinguishment of debt | — | | | — | | | (10.1 | | ) |
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| --- | --- | --- | --- | --- | --- | --- |
| Loss on extinguishment of debt | — | | | — | | | 10.1 | | |
| Make whole payment for extinguishment of long-term debt | — | | | — | | | (9.9 | | ) |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| BALANCE AT DECEMBER 31, 2016 | $ | 0.6 | | $ | 15.4 | | $ | 1,879.3 | | $ | (302.5 | ) | $ | 1,592.8 | | $ | 10.4 | |
| Net income | | | | | | | 243.1 | | | | | | 243.1 | | | 6.8 | | |
In 2018, the Company assumed warranty obligations with an estimated fair value of $89.4 million in connection with the acquisition of Aclara.
In order to limit financial risk in the management of its assets, liabilities and debt, the Company may use derivative financial instruments such as foreign currency hedges, interest rate hedges and interest rate swaps.
All derivative financial instruments are matched with an existing Company asset, liability or proposed transaction.
The Company does not speculate or use leverage when trading a derivative product.
Market value gains or losses on the derivative financial instrument are recognized in income when the effects of the related price changes of the underlying asset or liability are recognized in income.
See Note 14 — Financial Instruments and Fair Value Measurement for more information regarding our derivative instruments.
In February 2016, the Financial Accounting Standards Board ("FASB") issued an Accounting Standards Update (ASU 2016-02) related to the accounting and financial statement presentation for leases.
This new guidance requires a lessee to recognize right-of-use ("ROU") assets and lease liabilities on the balance sheet, with an election to exempt leases with a term of 12 months or less.
For those leases classified as operating leases, the lessee will recognize a straight-line lease expense, and for those leases classified as financing leases, the lessee will recognize interest expense and amortize the ROU asset.
The Company adopted the requirements of the new standard as of January 1, 2019 and applied the modified retrospective approach, whereby the cumulative effect of adoption is recognized as of the date of adoption and comparative prior periods are not retrospectively adjusted.
As a result, upon adoption, we recognized ROU assets of $109.3 million and lease liabilities of $109.3 million associated with our operating leases.
The standard had no material impact to retained earnings or on our Consolidated Statements of Income or Consolidated Statements of Cash Flows.
We have elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allows us to carryforward the historical lease classification.
We also elected a practical expedient to determine the reasonably certain lease term.
ASU 2016-13 is effective for periods beginning after December 15, 2019, with early adoption permitted.
The standard requires that any impact of adoption is to be recognized as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective.
The Company does not expect the adoption will have a material impact on results of operations.
In January 2017, the FASB issued an Accounting Standards Update (ASU 2017-04) “Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment.” ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount.
Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed.
ASU 2017-04 is effective for periods beginning after December 15, 2018.
An excerpt. Shown here: 40 of 830 rewritten, 40 of 482 added and 40 of 204 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2020 filing and the FY2019 filing.
Item 9A. Controls and Procedures
2 rewritten, 3 added, 0 removed, 4 unchanged
Management’s annual report on internal control over financial reporting and the independent registered public accounting firm’s audit report on the effectiveness of our internal control over financial reporting as of December 31, [removed: 2019] [added: 2020] are included in Item 8 of this Annual Report on Form 10-K.
There has been no change in the Company’s internal control over financial reporting that occurred during the fiscal year ended December 31, [removed: 2019] [added: 2020] that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
During the quarter ended December 31, 2020, the Company acquired Armorcast Products Company, Inc., Beckwith Electric Co., Inc., and AccelTex Solutions, LLC for an aggregate of $236.2 million.
Because the Company has not yet fully incorporated the internal controls and procedures of the acquired entities into the Company's internal control over financial reporting, management excluded these business from its assessment of the effectiveness of internal control over financial reporting as of December 31, 2020.
These entities accounted for 3% of the Company's total assets excluding intangibles and goodwill as of December 31, 2020 and less than 1% of the Company's net sales for the year then ended.
Item 9B. Other Information
2 rewritten, 4 added, 4 removed, 1 unchanged
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 87] | [added: | 93 | | |]
| PART III | [added: | |]
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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
14 rewritten, 9 added, 6 removed, 1 unchanged
The following table provides information as of December 31, [removed: 2019] [added: 2020] with respect to the Company’s common stock that may be issued under the Company’s equity compensation plans (in thousands, except per share amounts):
| Plan Category | [added: | |] Number of Securities to be Issued upon Exercise of Outstanding Options,Warrants and Rights | | | [added: | | |] Weighted Average Exercise Price of Outstanding Options, Warrants and Rights | | | | [added: | |] Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (Excluding Securities Reflected in Column A) | | | [added: | | |]
| Equity Compensation Plans Approved by Shareholders(a) | [removed: 1,833] | | [removed: (c)(e)] [added: 1,725] | [added: | | (c)(d) | | |] $ | [removed: 110.66] [added: 119.37] | | [removed: (f)] [added: (e)] | [removed: 2,333] | | [added: 1,856 | | |] (c) | [added: | |]
| Equity Compensation Plans Not Requiring Shareholder Approval(b) | [removed: 72] | | [removed: (c)(d)] [added: 56] | [added: | | (c)(f) | | |] — | | | | [removed: 152] | | [added: 143 | | |] (c) | [added: | |]
[removed: | *(a)* | *The] [added: *(a)The] Company’s (1) Stock Option Plan for Key Employees and (2) 2005 Incentive Award Plan as amended and restated.* [removed: |]
[removed: | *(b)* | *The] [added: *(b)The] Company’s Deferred Compensation Plan for Directors as amended and [removed: restated.* |][added: restated.]
[removed: | *(c)* | *Hubbell] [added: *(c)Hubbell] Common Stock.* [removed: |]
[removed: | *(d)* | *Represents amount of shares currently deferred under this plan.] These shares are not included in the total weighted average exercise price included in column B.* [removed: |]
[removed: | *(e)* | *Includes 210,000 performance share awards assuming a maximum payout target.] The Company does not anticipate that the maximum payout target will be achieved for all of these awards.* [removed: |]
[removed: | *(f)* | *Weighted] [added: *(e)Weighted] average exercise price excludes performance share awards included in column A.* [removed: |]
The remaining information required by this item is incorporated by reference to the subheading “Voting Rights and Security Ownership of Certain Beneficial Owners and Management” of the definitive proxy statement for the Company’s annual meeting of shareholders scheduled to be held on May [removed: 5, 2020.][added: 4, 2021.]
[removed: | *(1)* | *Certain] [added: *(1)Certain] of the information required by this item regarding executive officers is included under the subheading “Executive Officers of the Registrant” at the end of Part I of this Form 10-K and the remaining required information is incorporated by reference from our definitive proxy statement to be filed in connection with the Company’s annual meeting of shareholders scheduled to be held [removed: on* *May 5, 2020.* |][added: on May 4, 2021.*]
[removed: | *(2)* | *The] [added: *(2)The] information required by this item is incorporated by reference from our definitive proxy statement to be filed in connection with the Company’s annual meeting of shareholders scheduled to be held [removed: on* *May 5, 2020.* |][added: on May 4, 2021.*]
| [removed: 88] [added: 94] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
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| | | | A | | | | | | B | | | | | | C | | | | | |
| TOTAL | | | 1,781 | | | | | | $ | 119.37 | | | | | 1,999 | | | | | |
For a description of the material features of the plan, the information is incorporated by reference to the subheading “Deferred Compensation Plan” of the definitive proxy statement for the Company’s annual meeting of shareholders scheduled to be held on May 4, 2021.*
*(d)Includes approximately 300,000 performance share awards assuming a maximum payout target.
*(f)Represents amount of shares currently deferred under this plan.
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| | A | | | B | | | | C | | |
| TOTAL | 1,905 | | | $ | 110.66 | | | 2,485 | | |
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Item 14. Principal Accountant Fees and Services(4)
4 rewritten, 4 added, 4 removed, 0 unchanged
[removed: | *(3)* | *The] [added: *(3)The] information required by this item is incorporated by reference from our definitive proxy statement to be filed in connection with the Company’s annual meeting of shareholders scheduled to be held [removed: on* *May 5, 2020.* |][added: on May 4, 2021.*]
[removed: | *(4)* | *The] [added: *(4)The] information required by this item is incorporated by reference from our definitive proxy statement to be filed in connection with the Company’s annual meeting of shareholders scheduled to be held [removed: on* *May 5, 2020.* |][added: on May 4, 2021.*]
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 89] | [added: | 95 | | |]
| PART IV | [added: | |]
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Item 15. Exhibits and Financial Statement Schedule
97 rewritten, 46 added, 21 removed, 12 unchanged
| | | [added: | | | |] Incorporated by Reference | | | | | [added: | | | | | | | | | |]
| Number | [added: | |] Description | [added: | |] Form | [added: | |] File No. | [added: | |] Exhibit | [removed: Filing Date] | [removed: Filed/ Furnished] [added: | Filing Date | | | Filed/ Furnished] Herewith | [added: | |]
| 3.1 | [added: | |] [Amended and Restated Certificate of Incorporation, as amended and restated as of December 23, 2015](http://www.sec.gov/Archives/edgar/data/48898/000119312515412157/d110579dex31.htm) | [added: | |] 8-A12B | [added: | |] 001-02958 | [added: | |] 3.1 | [added: | |] 12/23/2015 | | [added: | | | |]
| 3.2 | [added: | |] [Amended and Restated By-Laws of Hubbell Incorporated, as amended on May 7, 2013](http://www.sec.gov/Archives/edgar/data/48898/000129993313000873/exhibit1.htm) | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 3.1 | [added: | |] 5/10/2013 | | [added: | | | |]
| 4.1 | [added: | |] [Senior Indenture, dated as of September 15, 1995, between Hubbell Incorporated and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.(successor as trustee to JPMorgan Chase Bank N.A. (formerly known as JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank, formerly known as Chemical Bank))), as trustee](http://www.sec.gov/Archives/edgar/data/48898/000095012302006304/y61092exv4wa.txt) | [added: | |] S-4 | [added: | |] 333-90754 | [added: | |] 4a | [added: | |] 6/18/2002 | | [added: | | | |]
| [removed: 4.2] [added: 4.3] | [removed: [First] [added: | | [Second] Supplemental Indenture, dated as of [removed: June 2, 2008,] [added: November 17, 2010,] between Hubbell Incorporated and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A.(successor as trustee to JPMorgan Chase Bank N.A. (formerly known as JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank, formerly known as Chemical Bank))), as trustee, including the form of [removed: 5.95%] [added: 3.625%] Senior Notes due [removed: 2018](http://www.sec.gov/Archives/edgar/data/48898/000095012308006440/y59768exv4w2.htm)] [added: 2022](http://www.sec.gov/Archives/edgar/data/48898/000095012310106703/y87812exv4w2.htm)] | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 4.2 | [removed: 6/2/2008] | | [added: 11/17/2010 | | | | | |]
| [removed: 4.3] [added: 4.4] | [removed: [Second] [added: | | [Third] Supplemental Indenture, dated as of [removed: November 17, 2010,] [added: March 1, 2016,] between Hubbell Incorporated and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, [removed: N.A.(successor] [added: N.A. (successor] as trustee to JPMorgan Chase [removed: Bank] [added: Bank,] N.A. (formerly known as JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank, formerly known as Chemical Bank))), as [removed: trustee, including the form of 3.625% Senior Notes due 2022](http://www.sec.gov/Archives/edgar/data/48898/000095012310106703/y87812exv4w2.htm)] [added: trustee](http://www.sec.gov/Archives/edgar/data/48898/000119312516488289/d151361dex42.htm)] | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 4.2 | [removed: 11/17/2010] | | [added: 3/1/2016 | | | | | |]
| [removed: 4.4] [added: 4.6] | [removed: [Third] [added: | | [Fourth] Supplemental Indenture, dated as of [removed: March 1, 2016,] [added: August 3, 2017,] between Hubbell Incorporated and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A. (successor as trustee to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank, formerly known as Chemical Bank))), as [removed: trustee](http://www.sec.gov/Archives/edgar/data/48898/000119312516488289/d151361dex42.htm)] [added: trustee.](http://www.sec.gov/Archives/edgar/data/48898/000119312517246965/d433279dex42.htm)] | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 4.2 | [removed: 3/1/2016] | | [added: 8/3/2017 | | | | | |]
| 4.5 | [added: | |] [Form of 3.350% Senior Notes due 2026](http://www.sec.gov/Archives/edgar/data/48898/000119312516488289/d151361dex42.htm) | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 4.3 | [added: | |] 3/1/2016 | | [added: | | | |]
| [removed: 90] [added: 96] | [added: | |] HUBBELL INCORPORATED - *Form 10-K* | [added: | |]
| [removed: 4.6] [added: 4.8] | [removed: [Fourth] [added: | | [Fifth] Supplemental Indenture, dated as of [removed: August 3, 2017,] [added: February 2, 2018,] between Hubbell Incorporated and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A. (successor as trustee to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank, formerly known as Chemical Bank))), as [removed: trustee.](http://www.sec.gov/Archives/edgar/data/48898/000119312517246965/d433279dex42.htm)] [added: trustee.](http://www.sec.gov/Archives/edgar/data/48898/000119312518030152/d516084dex42.htm)] | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 4.2 | [removed: 8/3/2017] | | [added: 2/2/2018 | | | | | |]
| 4.7 | [added: | |] [Form of 3.150% Senior Notes due 2027](http://www.sec.gov/Archives/edgar/data/48898/000119312517246965/d433279dex42.htm) | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 4.3 | [added: | |] 8/3/2017 | | [added: | | | |]
| 4.9 | [added: | |] [Form of 3.500% Senior Notes due 2028](http://www.sec.gov/Archives/edgar/data/48898/000119312518030152/d516084dex42.htm) | [added: | |] 8-K | [added: | |] 001-02958 | [added: | |] 4.3 | [added: | |] 2/2/2018 | | [added: | | | |]
| 4.10 | [added: | |] [Description of Registered Securities](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex410.htm) | | | [added: 10-K] | | [removed: *] | [added: 001-02958 | | | 4.1 | | | 2/14/2020 | | | | | |]
| 10.1† | [added: | |] [Hubbell Incorporated Amended and Restated Supplemental Executive Retirement Plan, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000095012307014336/y41197exv10wa.htm) | [added: | |] 10-Q | [added: | |] 001-02958 | [added: | |] 10a | [added: | |] 10/26/2007 | | [added: | | | |]
| 10.1(a)† | [added: | |] [Amendment, dated February 15, 2008, to Hubbell Incorporated Amended and Restated Supplemental Executive Retirement Plan, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000095012308002047/y49936exv10wnn.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10.nn | [added: | |] 2/25/2008 | | [added: | | | |]
| 10.1(b)† | [added: | |] [Amendment, dated December 28, 2010, to Hubbell Incorporated Amended and Restated Supplemental Executive Retirement Plan, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000095012311014739/y88495aexv10wawx1y.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10a(1) | [added: | |] 2/16/2011 | | [added: | | | |]
| 10.1(c)† | [added: | |] [Third Amendment, dated December 29, 2016, to Hubbell Incorporated Amended and Restated Supplemental Executive Retirement Plan, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex101c.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10.1(c) | [added: | |] 2/16/2017 | | [added: | | | |]
| 10.2† | [added: | |] [Hubbell Incorporated Retirement Plan for Directors, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000095012307014336/y41197exv10wi.htm) | [added: | |] 10-Q | [added: | |] 001-02958 | [added: | |] 10i | [added: | |] 10/26/2007 | | [added: | | | |]
| 10.3† | [added: | |] [Hubbell Incorporated Deferred Compensation Plan for Directors, as amended and restated effective December 23, 2015](http://www.sec.gov/Archives/edgar/data/48898/000119312515413314/d110066dex44.htm) | [added: | |] S-8POS | [added: | |] 333-206898 | [added: | |] 4.4 | [added: | |] 12/24/2015 | | [added: | | | |]
| 10.4† | [added: | |] [Hubbell Incorporated Executive Deferred Compensation Plan, as amended and restated effective January 1, 2016](http://www.sec.gov/Archives/edgar/data/48898/000162828016011342/hubb-20151231xex105.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10.5 | [added: | |] 2/18/2016 | | [added: | | | |]
| 10.4(a)† | [added: | |] [Amendment 1, dated December 4, 2019, to Hubbell Incorporated Executive Deferred Compensation Plan, as amended and restated effective January 1, 2016](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex104a.htm) | | | [added: 10-K] | | [removed: *] | [added: 001-02958 | | | 10.4(a) | | | 2/14/2020 | | | | | |]
| 10.5† | [added: | |] [Hubbell Incorporated Amended and Restated Top Hat Restoration Plan, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000095012307014336/y41197exv10ww.htm) | [added: | |] 10-Q | [added: | |] 001-02958 | [added: | |] 10w | [added: | |] 10/26/2007 | | [added: | | | |]
| 10.5(a)† | [added: | |] [Amendment, dated December 28, 2010, to Hubbell Incorporated Amended and Restated Top Hat Restoration Plan, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000095012311014739/y88495aexv10wwwx1y.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10w(1) | [added: | |] 2/16/2011 | | [added: | | | |]
| 10.5(b)† | [added: | |] [Second Amendment, dated January 17, 2017, to Hubbell Incorporated Amended and Restated Top Hat Restoration Plan, as amended and restated effective January 1, 2005](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex105b.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10.5(b) | [added: | |] 2/16/2017 | | [added: | | | |]
| 10.5(c)† | [added: | |] [Third Amendment, dated December 4, 2019, to Hubbell Incorporated Amended and Restated Top Hat Restoration Plan, as amended and restated effective January 1, 2005](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex105c.htm) | | | [added: 10-K] | | [removed: *] | [added: 001-02958 | | | 10.5(c) | | | 2/14/2020 | | | | | |]
| 10.6† | [added: | |] [Hubbell Incorporated Incentive Compensation Plan, adopted effective January 1, 2002](http://www.sec.gov/Archives/edgar/data/48898/000095012302002711/y57922ex10-z.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10z | [added: | |] 3/20/2002 | | [added: | | | |]
| 10.6(a)† | [added: | |] [First Amendment, dated December 4, 2019, to Hubbell Incorporated Incentive Compensation Plan, adopted effective January 1, 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex106a.htm) | | | [added: 10-K] | | [removed: *] | [added: 001-02958 | | | 10.6(a) | | | 2/14/2020 | | | | | |]
| 10.7† | [added: | |] [Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated effective December 4, 2019](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex107.htm) | | | [added: 10-K] | | [removed: *] | [added: 001-02958 | | | 10.7 | | | 2/14/2020 | | | | | |]
| 10.8† | [added: | |] [Form of Restricted Stock Award Agreement for Directors under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated](http://www.sec.gov/Archives/edgar/data/48898/000130817913000279/exhibit10_8.htm) | [added: | |] 10-Q | [added: | |] 001-02958 | [added: | |] 10.8 | [added: | |] 7/19/2013 | | [added: | | | |]
| 10.9† | [added: | |] [Form of Stock Appreciation Rights Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex1010.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex109.htm)] | [removed: 10-K] | [removed: 001-02958] | [removed: 10.10] | [removed: 2/16/2017] | | [added: | | | | | | | | | * | | |]
| [removed: 10.10†] [added: 10.11†] | [added: | |] [Form of Performance [removed: Share] [added: Based Restricted Stock] Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex1011.htm)] [added: restated](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex1012.htm)] | [added: | |] 10-K | [added: | |] 001-02958 | [removed: 10.11] | [added: | 10.12 | | |] 2/16/2017 | | [added: | | | |]
| HUBBELL INCORPORATED *\- Form 10-K* | [removed: 91] | [added: | 97 | | |]
| [removed: 10.11†] [added: 10.12†] | [added: | |] [Form of [removed: Performance Based] Restricted Stock Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex1012.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1012.htm)] | [removed: 10-K] | [removed: 001-02958] | [removed: 10.12] | [removed: 2/16/2017] | | [added: | | | | | | | | | * | | |]
| [removed: 10.12†] [added: 10.13†] | [added: | |] [Form of Restricted Stock Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex1013.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1013.htm)] | [removed: 10-K] | [removed: 001-02958] | [removed: 10.13] | [removed: 2/16/2017] | | [added: | | | | | | | | | * | | |]
| [removed: 10.12(b)†] [added: 10.14(b)†] | [added: | |] [Second Amendment, dated December 4, 2019, to Hubbell Incorporated Defined Contribution Restoration Plan, as amended and restated effective December 8, 2015](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex1012b.htm) | | | [added: 10-K] | | [removed: *] | [added: 001-02958 | | | 10.12(b) | | | 2/14/2020 | | | | | |]
| [removed: 10.13†] [added: 10.14†] | [added: | |] [Hubbell Incorporated Defined Contribution Restoration Plan, as amended and restated effective December 8, 2015](http://www.sec.gov/Archives/edgar/data/48898/000162828016011342/hubb-20151231xex1016.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10.16 | [added: | |] 2/18/2016 | | [added: | | | |]
| [removed: 10.13(a)†] [added: 10.14(a)†] | [added: | |] [First Amendment, dated January 17, 2017 and effective as of January 1, 2017, to Hubbell Incorporated Defined Contribution Restoration Plan, as amended and restated effective December 8, 2015](http://www.sec.gov/Archives/edgar/data/48898/000162828017001423/hubb-20161231xex1014a.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10.14(a) | [added: | |] 2/16/2017 | | [added: | | | |]
| [removed: 10.14†] [added: 10.15†] | [added: | |] [Hubbell Incorporated Policy for Providing Severance Payments to Senior Employees, as amended and restated effective December 4, 2019.](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex1014.htm) | | | [added: 10-K] | | [removed: *] | [added: 001-02958 | | | 10.14 | | | 2/14/2020 | | | | | |]
| [removed: 10.15†] [added: 10.16†] | [added: | |] [Grantor Trust for Senior Management Plans Trust Agreement between Hubbell Incorporated and The Bank of New York, as trustee, as amended and restated effective December 8, 2015](http://www.sec.gov/Archives/edgar/data/48898/000162828016011342/hubb-20151231xex1018.htm) | [added: | |] 10-K | [added: | |] 001-02958 | [added: | |] 10.18 | [added: | |] 2/18/2016 | | [added: | | | |]
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| | | | | | | Incorporated by Reference | | | | | | | | | | | | | | |
| Number | | | Description | | | Form | | | File No. | | | Exhibit | | | Filing Date | | | Filed/ Furnished Herewith | | |
| 10.10† | | | [Form of Performance Share Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1010.htm) | | | | | | | | | | | | | | | * | | |
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| Number | | | Description | | | Form | | | File No. | | | Exhibit | | | Filing Date | | | Filed/ Furnished Herewith | | |
| 10.23(b)† | | | [Letter Agreement dated as of April 2, 2020 between Hubbell Power Systems, Inc. and Allan J. Connolly.](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1023b.htm) | | | | | | | | | | | | | | | * | | |
| 10.24† | | | [Change in Control Severance Agreement, dated as of December 31, 2010, between Hubbell Incorporated and Stephen M. Mais](https://www.sec.gov/Archives/edgar/data/48898/000130817913000279/exhibit10_3.htm) Change in Control Severance Agreement, dated as of December 31, 2010, between Hubbell Incorporated and Stephen M. Mais | | | 10-Q | | | 001-02958 | | | 10.3 | | | 7/19/2013 | | | | | |
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| | | | HUBBELL INCORPORATED | | | | | | | | | | | |
| By | | | /s/ JONATHAN M. DEL NERO | | | | | | By | | | /s/ WILLIAM R. SPERRY | | |
| | | | Jonathan M. Del Nero | | | | | | | | | William R. Sperry | | |
| | | | | | | | | | | | | *Chief Financial Officer* | | |
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| By | | | /s/ G. W. BAKKER G. W. Bakker | | | *President and Chief Executive Officer and Director* | | | 2/11/2021 | | |
| By | | | /s/ D. G. NORD D. G. Nord | | | *Executive Chairman* | | | 2/11/2021 | | |
| By | | | /s/ J. M. POLLINO J. M. Pollino | | | *Director* | | | 2/11/2021 | | |
*(1)As of February 11, 2021.*
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| 2.1†† | [Agreement and Plan of Merger, dated as of December 22, 2017, by and among Meter Readings Holding Group, LLC, Hubbell Power Systems, Inc., Yellow Merger Sub, Inc., Sun Meter Readings, LP, as representative for the members and optionholders, and, for the limited purposes set forth therein, Hubbell Incorporated.](http://www.sec.gov/Archives/edgar/data/48898/000119312517378024/d444268dex21.htm) | 8-K | 001-02958 | 2.1 | 12/26/2017 | |
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| 4.8 | [Fifth Supplemental Indenture, dated as of February 2, 2018, between Hubbell Incorporated and The Bank of New York Mellon Trust Company, N.A. (formerly known as The Bank of New York Trust Company, N.A. (successor as trustee to JPMorgan Chase Bank, N.A. (formerly known as JPMorgan Chase Bank, formerly known as The Chase Manhattan Bank, formerly known as Chemical Bank))), as trustee.](http://www.sec.gov/Archives/edgar/data/48898/000119312518030152/d516084dex42.htm) | 8-K | 001-02958 | 4.2 | 2/2/2018 | |
| 10.26 | [First Amendment, dated as of January 10, 2018, by and among Hubbell Incorporated, Hubbell Power Holdings S.à r.l., and Harvey Hubbell Holdings S.à r.l, the lenders party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/48898/000119312518008982/d521765dex101.htm) | 8-K | 001-02958 | 10.1 | 1/11/2018 | |
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| | HUBBELL INCORPORATED | | | |
| By | /s/ JOSEPH A. CAPOZZOLI | | By | /s/ WILLIAM R. SPERRY |
| | Joseph A. Capozzoli | | | William R. Sperry |
| | | | | *Officer and Treasurer* |
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| By | /s/ D. G. NORD D. G. Nord | *Chairman of the Board and Chief Executive Officer* | 2/14/2020 |
| By | /s/ J. F. MARKS J. F. Marks | *Director* | 2/14/2020 |
| *(1)* | *As of* *February 14, 2020.* |
| Year 2017 | | $ | 4.7 | | | $ | 1.5 | | | $ | (3.5 | ) | | $ | 1.9 | | | $ | 4.6 | |
| Year 2017 | | $ | 45.9 | | | $ | 260.8 | | | $ | (256.3 | ) | | $ | 0.1 | | | $ | 50.5 | |
| Year 2017 | | $ | 22.6 | | | $ | (3.2 | ) | | $ | — | | | $ | — | | | $ | 19.4 | |
An excerpt. Shown here: 40 of 97 rewritten, 40 of 46 added and all 21 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedule in the FY2020 filing and the FY2019 filing.