Hubbell (HUBB) 10-K risk factor changes: FY2021 vs FY2020
The 2021-12-31 10-K against the 2020-12-31 one, compared heading by heading and sentence by sentence.
Item 1A13 rewritten11 added21 removed200 unchanged
All filing items881 rewritten688 added629 removed1,913 unchanged
Summary
counted, not written
- Item 1A lists 27 risk factor headings: 1 new, 1 reworded and 25 unchanged since FY2020. 1 heading from FY2020 no longer appears.
- Sentence by sentence, 688 added, 629 removed, 881 rewritten and 1,913 unchanged across 16 items that differ.
- New this year: Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
New Item 1A headings (1)
- New regulations on employers concerning COVID-19 vaccination mandates or testing of U.S.-based employees could have an adverse impact on our business and results of operations.
Removed Item 1A headings (1)
- We may fail to realize all of the anticipated benefits of the Aclara acquisition or those benefits may take longer to realize than expected.
Reworded Item 1A headings (1)
- We have outstanding indebtedness; our indebtedness
[removed: increased as a result of the Aclara acquisition, and]will[removed: further]increase if we incur additional indebtedness in the future and do not retire existing indebtedness.
A heading is new when no FY2020 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
22 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
13 rewritten, 11 added, 21 removed, 200 unchanged
These include: the duration and scope and possible resurgence of the pandemic or continued emergence of new strains of [removed: COVID-19;] [added: COVID-19, such as] the [added: Delta and Omicron variants; 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).
We [removed: are taking further actions] [added: have adjusted standard operating procedures within our business operations] to [removed: mitigate the impact] [added: ensure continued safety] of [removed: the pandemic on] [added: those within] our [removed: business] [added: locations] 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.
[removed: Weakening] [added: Failure of] economic [added: recovery to continue and adverse or weakening economic] conditions may also result in deterioration in the collection of customer accounts receivable, as well as a reduction in sales.
Our international operations accounted for approximately [removed: 8%] [added: 9%] of our [removed: net] [added: Net] sales in [removed: 2020.][added: 2021.]
Our [removed: 2018] [added: 2021] Credit Facility uses LIBOR as a reference rate, such that the interest due pursuant to such borrowings may be calculated using LIBOR plus an applicable margin (determined by reference to a ratings based grid) or the alternate base rate.
It is not possible to predict the effect of this announcement, including [removed: whether LIBOR will continue in place, and if so] what [removed: changes will be made to it, what] alternative reference rates may replace LIBOR in use going forward, and how LIBOR will be determined for purposes of loans, securities and derivative instruments currently referencing it [removed: if] [added: when] it ceases to exist.
[removed: If the method for calculation of LIBOR changes, if] [added: Once] LIBOR is no longer [removed: available or] [added: available,] if lenders have increased costs due to [removed: changes in LIBOR,] [added: such changes,] we may suffer from potential increases in interest rates on our floating rate debt.
As of December 31, [removed: 2020,] [added: 2021,] the net carrying value of our goodwill and other intangible assets totaled approximately [removed: $2.7 billion.][added: $2,552.8 million.]
If we do not successfully manage our current restructuring activities, or any other restructuring activities that we may undertake in the future, expected efficiencies and benefits may be delayed or not realized, and our operations and business could be [removed: disrupted.][added: disrupted, which could have an adverse effect on our results of operations, financial condition and cash flows.]
We have outstanding indebtedness; our indebtedness [removed: increased as a result of the Aclara acquisition, and] will [removed: further] increase if we incur additional indebtedness in the future and do not retire existing indebtedness.
Our [removed: increased] indebtedness level and related debt service obligations could have negative consequences, including (i) requiring us to dedicate significant cash flow from operations to the payment of principal and interest on our indebtedness, which would reduce the funds we have available for other purposes, (ii) reducing our flexibility in planning for or reacting to changes in our business and market conditions and (iii) exposing us to interest rate risk since a portion of our debt obligations are at variable rates.
In addition, we cannot predict what changes to trade policy will be made by the [removed: new] [added: current] 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.
We conduct business in both the UK and EU and shipments from our UK subsidiaries represented [removed: 2% and] 3% of our total [removed: net] [added: Net] sales in [removed: 2020] [added: both 2021] and [removed: 2019, respectively.][added: 2020.]
The global COVID-19 pandemic has led to significant global supply chain shortages for materials and component parts used in our products and associated escalating prices.
In addition to supply shortages, constrained transportation capacities have led to significant price increases in transportation costs.
We expect to continue to be affected by supply chain issues due to factors largely beyond our control, including, a global shortage of semi-conductors, chips and components used in our products, a strain on raw materials and cost inflation, all of which could escalate in future quarters.
Although economic conditions have generally improved during 2021, the strength of the economic recovery is uncertain and may vary across industries, customers and from country to country.
The ultimate extent and robustness of any economic recovery from the impact of the pandemic imposes a significant degree of uncertainty and complexity, and may adversely affect our operations, customer demand and our costs of production.
New regulations on employers concerning COVID-19 vaccination mandates or testing of U.S.-based employees could have an adverse impact on our business and results of operations.
On November 5, 2021, the Occupational Safety and Health Administration (OSHA) issued an emergency testing standard (ETS), which required employers with 100 or more employees to develop, implement and enforce a mandatory COVID-19 vaccination policy, unless they adopt a policy requiring employees to choose to either be vaccinated or undergo regular COVID-19 testing.
Although the ETS was withdrawn effective January 26, 2022 OSHA is not withdrawing the ETS as a proposed rule.
We cannot currently predict the impact the OSHA proposed rule, if adopted, or any executive order that may be issued in the future would have on our workforce, and additional vaccine mandates may be announced within the jurisdictions in which our businesses operate.
However, the implementation of these requirements may result in an increase in attrition rates or absenteeism within our skilled labor force, challenges securing future labor needs, inefficiencies connected to employee turnover, and costs associated with implementation and on-going compliance, which could have a material adverse effect on our business, financial condition, and results of operations.
In March 2021, the UK’s Financial Conduct Authority, which regulates LIBOR, announced that most tenors of the USD LIBOR, rates will cease to be published after June 30, 2023, and one-week and two-month LIBOR will cease being published December 31, 2021.
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 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.
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.
In July 2017, the UK’s Financial Conduct Authority, which regulates LIBOR, announced its intent to phase out LIBOR by the end of 2021 or, for certain tenors of USD LIBOR, by the end of 2023.
Further, we may need to renegotiate our 2018 Credit Facility to replace LIBOR with the new standard that is established.
We may fail to realize all of the anticipated benefits of the Aclara acquisition or those benefits may take longer to realize than expected.
The full benefits of the Aclara acquisition, including the anticipated sales or growth opportunities, may not be realized as expected or may not be achieved within the anticipated time frame, or at all.
Failure to achieve the anticipated benefits of the Aclara acquisition could adversely affect our results of operations or cash flows and decrease or delay the expected accretive effect of the Aclara acquisition.
The amount of cash required to service our indebtedness following completion of the Aclara acquisition, and thus the demands on our cash resources, is greater than the amount of cash required to service our indebtedness prior to the Aclara acquisition.
On December 22, 2017 Public Law 115-97 “An Act to Provide Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018” was enacted.
This law is commonly referred to as the Tax Cuts and Job Act of 2017 ("TCJA").
The TCJA significantly changed the U.S. Internal Revenue Code, including taxation of U.S. corporations, by, among other things, reducing the U.S. federal corporate income tax rate, limiting the availability of previously claimed deductions, taxing certain activities and transactions not previously subject to U.S. tax and imposing a mandatory deemed repatriation tax on certain undistributed earnings and profits of U.S.-owned foreign corporations.
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 remains subject to potential amendments, technical corrections, and promulgation of additional Treasury Regulations, any of which could lessen or increase certain impacts of the legislation.
Further, state taxing authorities continue to evaluate the impact of TCJA and enact legislation and issue guidance on the state impacts of TCJA.
See Note 13 — Income Taxes in the Notes to Consolidated Financial Statements for additional information.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
180 rewritten, 230 added, 126 removed, 398 unchanged
The Company employed approximately [removed: 19,100] [added: 19,300] individuals worldwide as of December 31, [removed: 2020.][added: 2021.]
Results for [added: 2021,] 2020 and 2019 by segment are included under “Segment Results” within this Management’s Discussion and Analysis.
[removed: For additional information about the Aclara acquisition, refer] [added: Refer] to [added: the reconciliation of non-GAAP measures presented below,] Note [removed: 3 —] [added: 4 –] Business Acquisitions and [removed: Dispositions] [added: Dispositions, Note 12 – Retirement Benefits, and Note 13 – Debt] in the Notes to [removed: the] Consolidated Financial [removed: Statements.][added: Statements, for additional information.]
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 [added: already] offered within the Utility Solutions segment and to better serve its utility customers.
[removed: As] [added: Notwithstanding a general improvement in conditions and reduction] of [added: adverse effects from the pandemic, as of] December 31, [removed: 2020,] [added: 2021] 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 [removed: U.S. and] [added: U.S.,] global [removed: economies.][added: economies, and our operating results in future periods.]
[removed: Despite these efforts, the] [added: 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 [added: the continued emergence of new strains of COVID-19, such as the Delta and Omicron variants and resulting] 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.
Our operations are classified into two reportable segments: Electrical [removed: (renamed Electrical] Solutions [removed: effective January 1, 2021)] and Utility Solutions.
[removed: In 2020, net] [added: Net] income attributable to Hubbell [removed: declined] [added: increased] by [removed: 12.4] [added: 10.6] percent [added: in 2021] compared to the prior year and diluted earnings per share [removed: declined] [added: increased] by [removed: 12.0] [added: 10.3] percent.
Adjusted net income attributable to Hubbell(1) [removed: declined] [added: increased] by [removed: 7.1] [added: 13.1] percent in [removed: 2020] [added: 2021] compared to the prior year and adjusted diluted earnings per share(1) [removed: declined] [added: increased] by [removed: 6.7] [added: 12.7] percent in [removed: 2020.][added: 2021.]
Free cash flow(2) was [removed: strong] [added: lower] in [removed: 2020] [added: 2021] at [removed: $559.6] [added: $423.5] million as compared to [removed: $497.7] [added: $520.1] million in the prior year.
In [removed: 2020] [added: 2021] we paid [removed: $201.4] [added: $216.9] million in shareholder dividends, an increase of [removed: 7.9] [added: 7.7] percent as compared to the prior year, while also reducing our [removed: long term] debt by [removed: $106.3 million, and allocating approximately $239.6 million of capital to acquisitions.][added: $144.8 million.]
| | | | For the Year Ending December 31, | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | |]
| | | | [removed: 2020] [added: 2021] | | | % of Net sales | | | [removed: 2019] [added: 2020] | | | % of Net sales | | | [removed: 2018] [added: 2019] | | | % of Net sales | | | | | | | | | | | | | | | [added: | | | | | | | | |]
[removed: | Net sales | | | $ | 4,186.0 | | | | | $ | 4,591.0 | | | | | $ | 4,481.7 | | | | | | | | | | | | | | | | |][added: Net Sales]
| Net income attributable to Hubbell [added: Incorporated] | | | [added: 399.5 | | | 9.5 | | % |] 351.2 | | | [removed: 8.4] [added: 9.5] | | % | 400.9 | | | [removed: 8.7] [added: 10.2] | | % | [removed: 360.2] | | | [removed: 8.0] | | [removed: %] | | | | | | | | | | | | | [added: | | |]
| Less: Earnings allocated to participating securities | | | [removed: (1.3) | | |] [added: (1.4)] | | | [removed: (1.5)] | | | [added: (1.4)] | | | [removed: (1.3)] | | | [added: (1.5)] | | | | | | | | | | | | | | |
| Net income available to common shareholders | | | [removed: 349.9] [added: 398.3] | | | | | | [removed: 399.4] [added: 350.0] | | | | | | [removed: 358.9] [added: 399.5] | | | | | | | | | | | | | | | | | | [added: | | | | | | | | |]
| Average number of diluted shares outstanding | | | [added: 54.7 | | | | | |] 54.5 | | | | | | 54.7 | | | | | | [removed: 54.9] | | | | | | | | | | | | | | | | | | [added: | | |]
The intangible assets associated with our business acquisitions arise from the allocation of the purchase price using the acquisition method of accounting in accordance with Accounting Standards Codification 805, “Business Combinations.” These assets consist primarily of customer relationships, developed technology, trademarks and tradenames, and patents, as reported in Note [removed: 6] [added: 7] – Goodwill and Other Intangible Assets, under the heading “Total Definite-Lived Intangibles" within the Notes to Consolidated Financial Statements.
Although we exclude amortization of these acquired intangible assets and inventory step-up from our non-GAAP results, we believe that it is important for investors to understand that revenue generated, in part, from such intangibles is included within revenue in determining adjusted net income [removed: attributable to Hubbell Incorporated.][added: from continuing operations.]
The Company [removed: believes that the exclusion of] [added: excludes] these non-core items [added: because we believe it] enhances [removed: management’s] [added: management's] and [removed: investors’] [added: investors'] ability to analyze underlying business performance and facilitates comparisons of our financial results over multiple periods.
Organic [removed: net] [added: Net] sales, a non-GAAP measure, [removed: represent] [added: represents] Net sales according to U.S. GAAP, less Net sales from acquisitions and divestitures during the first twelve months of ownership or divestiture, respectively, less the effect of fluctuations in Net sales from foreign currency exchange.
| | | | [removed: 2020] [added: 2021] | | | % of Net sales | | | [removed: 2019] [added: 2020] | | | % of Net sales | | | [removed: 2018] [added: 2019] | | | % of Net sales | | | | | | | | | | | |
| Amortization of acquisition-related intangible assets | | | [removed: 26.1] [added: 27.5] | | | | | | [removed: 24.0] [added: 26.1] | | | | | | [removed: 29.5] [added: 24.0] | | | | | | | | | | | | | | |
| Amortization of acquisition-related intangible assets | | | [removed: 49.8 | | | | | | 48.1 | | | | | | 46.4] [added: 13.3] | | | [added: 14.4] | | | | | | | | | | | |
| Amortization of acquisition-related intangible assets | | | [removed: 75.9 | | | | | | 72.1 | | | | | | 75.9 | | |] [added: 64.4] | | | [added: 58.2] | | | | | | | | |
| Net income [added: from continuing operations] attributable to Hubbell (GAAP measure) | | | $ | [removed: 351.2] [added: 365.0] | | | | | $ | [removed: 400.9] [added: 330.0] | | | | | $ | [removed: 360.2] [added: 361.5] | | | | | | | | | | | | | |
| [removed: Gain] [added: Loss (gain)] on disposition of business | | | [removed: —] [added: 6.9] | | | | | | [removed: (21.7)] [added: —] | | | | | | [removed: —] [added: (21.7)] | | | | | | | | | | | | | | |
| Pension charge | | | [removed: 7.6] [added: —] | | | | | | [removed: 8.5] [added: 7.6] | | | | | | — | | | | | | | | | | | | | | |
| Loss on investment | | | — | | | | | | [removed: 5.0] [added: —] | | | | | | [removed: —] [added: 5.0] | | | | | | | | | | | | | | |
| Total pre-tax adjustments to net income | | | [removed: 83.5] [added: 101.4] | | | | | | [removed: 63.9] [added: 80.2] | | | | | | [removed: 88.7] [added: 52.2] | | | | | | | | | | | | | | |
| Less: Earnings allocated to participating securities | | | [removed: (1.5)] [added: (1.2)] | | | | | | [removed: (1.7)] [added: (1.2)] | | | | | | [removed: (1.5)] [added: (1.4)] | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]
| Adjusted net income available to common shareholders | | | $ | [removed: 412.6] [added: 440.3] | | | | | $ | [removed: 444.0] [added: 389.0] | | | | | $ | [removed: 426.5] [added: 396.0] | | | | | | | | | | | | | |
| Average number of diluted shares outstanding | | | [removed: 54.5] [added: 54.7] | | | | | | [removed: 54.7] [added: 54.5] | | | | | | [removed: 54.9] [added: 54.7] | | | | | | | | | | | | | | |
| | | | [removed: 2020] [added: 2021] | | | Inc/(Dec) % | | | [removed: 2019] [added: 2020] | | | Inc/(Dec) % | | | [added: | | | | | |]
| Net sales growth (decline) (GAAP measure) | | | $ | [removed: (405.0)] [added: (173.6)] | | [removed: (8.8)] [added: (9.8)] | | | [removed: $] | [removed: 109.3] | | [removed: 2.4] | | |
| Impact of acquisitions | | | [removed: 44.8] [added: 26.0] | | | [removed: 1.0] [added: 1.2] | | | [removed: 54.5] | | | [removed: 1.2] | | |
| Impact of divestitures | | | [removed: (20.3)] [added: —] | | | [removed: (0.4)] [added: —] | | | [removed: (17.1)] [added: (20.3)] | | | [removed: (0.4)] [added: (1.2)] | | |
| Foreign currency exchange | | | [removed: (11.6)] [added: (8.5)] | | | [removed: (0.3)] [added: (0.4)] | | | [removed: (17.4)] | | | [removed: (0.4)] | | |
| Organic [removed: net] [added: Net] sales growth (decline) (non-GAAP measure) | | | $ | [removed: (417.9)] [added: (169.8)] | | [removed: (9.1)] [added: (9.6)] | | | [removed: $] | [removed: 89.3] | | [removed: 2.0] | | |
We provide utility and electrical solutions that enable our customers to operate critical infrastructure reliably and efficiently, and we empower and energize communities through innovation solutions supporting energy infrastructure In Front of the Meter, on The Edge, and Behind the Meter.
In Front of the Meter is where utilities transmit and distribute energy to their customers.
The Edge connects utilities with owner/operators and allows energy and data to be distributed back and forth.
Behind the Meter is where owners and operators of building and other critical infrastructure consume energy.
Disposition of the Commercial and Industrial Lighting Business
On October 26, 2021, Hubbell entered into a definitive agreement to sell its Commercial and Industrial Lighting business to GE Current, a Daintree company, for a cash purchase price of $350 million, subject to customary adjustments with respect to working capital and net indebtedness.
The Commercial and Industrial Lighting business had sales of approximately $509 million in 2021 as part of the Electrical Solutions segment and designs, manufactures, and sells LED lighting and control solutions for commercial and industrial customers.
As a result of the agreement, the Commercial and Industrial Lighting business met the criteria for presentation as a discontinued operation.
The current and prior period results presented within continuing operations exclude the results of the Commercial and Industrial Lighting business, transaction and separation costs, and tax effects of the transaction, which are presented within discontinued operations.
On February 1, 2022 we completed the previously announced sale.
See Note 2 - Discontinued Operations, in the Notes to the Consolidated Financial Statements for further details.
The information provided in the Consolidated Financial Statements and related notes reflects the impact of this change for all periods presented.
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).
U.S. federal, state, local, and foreign governments reacted to the public health crisis with mitigation measures, creating significant uncertainties in the U.S. and global economies, including the shutdown of large portions of, or imposition of restrictions on, the U.S. and global economies.
President Biden has announced an executive order mandating COVID-19 vaccination of U.S. based employees of companies that work on, or in support for, federal contracts which was blocked by the U.S. Supreme Court in January 2022, and the Occupational Safety and Health Administration (OSHA) issued an emergency testing standard (ETS), which required employers with 100 or more employees to enforce a mandatory COVID-19 vaccination policy, unless they adopt a policy requiring employees to choose to either be vaccinated or undergo regular COVID-19 testing.
Although the ETS was withdrawn effective January 26, 2022, OSHA is not withdrawing the ETS as a proposed rule.
On December 7, 2021, a judge in the U.S. District Court for the Southern District of Georgia issued a preliminary injunction, halting the government's enforcement of the federal contractor vaccine mandate nationwide.
We cannot currently predict the impact that the OSHA proposed rule, if adopted would have on our workforce, our ability to secure skilled labor in the future, or the cost of implementation and compliance with such rule and the executive order.
Additionally, as economies have re-opened, global supply chains have struggled to keep up with increasing demand, and the resulting supply chain disruptions have, in certain cases, affected our ability to ship products in a timely manner.
These supply chain disruptions and the increase in demand have also led to increased freight, labor and commodity cost that affected our operating margin in 2021, and those disruptions and increased cost may persist through 2022.
In 2021, Net sales increased by 13.9 percent or $511.6 million and organic Net sales(1) increased by 9.7 percent or $356 million on favorable price realization along with higher volumes, as further discussed in segment results below.
Operating margin declined in 2021, by 70 basis points and adjusted operating margin(1) declined by 90 basis points, driven by material cost inflation that exceeded favorable price realization, and higher freight, logistics and manufacturing costs, partially offset by higher volumes and savings from our restructuring and related actions and productivity initiatives.
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| Net sales | | | $ | 4,194.1 | | | | | $ | 3,682.5 | | | | | $ | 3,946.6 | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cost of goods sold | | | 3,042.6 | | | 72.5 | | % | 2,596.7 | | | 70.5 | | % | 2,775.0 | | | 70.3 | | % | | | | | | | | | | | | | | | | | | | | | |
| Gross profit | | | 1,151.5 | | | 27.5 | | % | 1,085.8 | | | 29.5 | | % | 1,171.6 | | | 29.7 | | % | | | | | | | | | | | | | | | | | | | | | |
| Selling & administrative expenses | | | 619.2 | | | 14.8 | | % | 591.3 | | | 16.1 | | % | 644.9 | | | 16.3 | | % | | | | | | | | | | | | | | | | | | | | | |
| Operating income | | | 532.3 | | | 12.7 | | % | 494.5 | | | 13.4 | | % | 526.7 | | | 13.3 | | % | | | | | | | | | | | | | | | | | | | | | |
| Net income from continuing operations | | | 371.1 | | | 8.8 | | % | 334.7 | | | 9.1 | | % | 368.0 | | | 9.3 | | % | | | | | | | | | | | | | | | | | | | | | |
| Less: Net income from continuing operations attributable to noncontrolling interest | | | (6.1) | | | (0.1) | | % | (4.7) | | | (0.1) | | % | (6.5) | | | (0.2) | | % | | | | | | | | | | | | | | | | | | | | | |
| Net Income From Continuing Operations Attributable to Hubbell Incorporated | | | 365.0 | | | 8.7 | | % | 330.0 | | | 9.0 | | % | 361.5 | | | 9.2 | | % | | | | | | | | | | | | | | | | | | | | | |
| Income from discontinued operations, net of tax | | | 34.5 | | | 0.8 | | % | 21.2 | | | 0.6 | | % | 39.4 | | | 1.0 | | % | | | | | | | | | | | | | | | | | | | | | |
| DILUTED EARNINGS PER SHARE - CONTINUING OPERATIONS | | | $ | 6.66 | | | | | $ | 6.04 | | | | | $ | 6.59 | | | | | | | | | | | | | | | | | | | | | | | | | |
| DILUTED EARNINGS PER SHARE - DISCONTINUED OPERATIONS | | | $ | 0.62 | | | | | $ | 0.39 | | | | | $ | 0.72 | | | | | | | | | | | | | | | | | | | | | | | | | |
Adjusted operating measures also exclude the following:
- 2021 - A $16.8 million pre-tax loss on the early extinguishment of long-term debt from the redemption of all of the Company's outstanding 3.625% Senior Notes due 2022 in the aggregate principal amount of $300 million and a $6.9 million loss on the disposal of a business.
- 2020 - A pension settlement charge of $7.6 million.
- 2019 - A $21.7 million gain on the disposition of the Haefely business and a $5.0 million investment loss.
- Income tax effects of the above adjustments which are calculated using the statutory tax rate, taking into consideration the nature of the item and the relevant taxing jurisdiction, unless otherwise noted
The Company's mission is to enable its customers to operate critical infrastructure safely, reliably and efficiently.
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.
Acquisition of Aclara
On February 2, 2018 the Company acquired Aclara for approximately $1.1 billion.
Aclara is a leading global provider of smart infrastructure solutions for electric, gas, and water utilities, with advanced metering solutions and grid monitoring sensor technology, as well as leading software enabled installation services.
The acquisition extends the 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.
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.
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.
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.
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.
While the majority of these compensation actions were limited to the second quarter of 2020, we continue to take cost actions as necessary to mitigate the effect of lower demand.
We also continue to expect savings from our restructuring and related activities and to invest in restructuring and related actions as appropriate.
Moreover, during the third quarter of 2020, our strong cash position allowed us to pre-pay the remaining $90.6 million principal of the Term Loan incurred to acquire Aclara approximately 2.5 years prior to its scheduled maturity as further discussed below.
Given continued economic uncertainty, however, we were selective with our capital expenditures in 2020.
In 2020, organic net sales(1) declined by 9.1 percent or $418 million on overall weak end markets, primarily as a result of the impact of the COVID-19 pandemic.
Non-residential and industrial markets each experienced significant declines in the second quarter of 2020 and remained soft in the second half of the year, which affected the performance of the Electrical Solutions segment.
Demand in the utility T&D components market remained resilient; however performance within our Utility Solutions segment was affected by the previously noted temporary delays of certain meter installations and regulatory restrictions on smart infrastructure projects and deployments.
Operating margin declined in 2020, by 30 basis points and adjusted operating margin(1) declined by 10 basis points, driven by lower net sales volume, and inefficiencies and cost increases within gross margin resulting primarily from the pandemic.
These headwinds were partially offset by higher savings from our restructuring and related actions, cost actions and reductions within S&A expense associated with lower volume and the COVID-19 pandemic, and favorable price realization and material costs.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
An excerpt. Shown here: 40 of 180 rewritten, 40 of 230 added and 40 of 126 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 FY2021 filing and the FY2020 filing.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
11 rewritten, 3 added, 3 removed, 44 unchanged
In [removed: 2020,] [added: 2021,] we manufactured and/or assembled products in the United States, Canada, Puerto Rico, Mexico, China, 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: 2020,] [added: 2021,] Hubbell also participated in joint ventures in Hong Kong and the Philippines.
As a percentage of the Company’s total [removed: net] [added: Net] sales, shipments from foreign operations directly to third parties were [removed: 8%] [added: 9%] in [removed: 2020,] [added: 2021,] 9% in [removed: 2019] [added: 2020] and 10% in [removed: 2018,] [added: 2019,] with the Canadian and UK operations representing approximately [removed: 34%] [added: 36%] and [removed: 28%,] [added: 29%,] respectively, of [removed: 2020] [added: 2021] total international [removed: net] [added: Net] sales.
Further discussion of forward exchange contracts can be found in Note [removed: 14] [added: 15] — Financial Instruments and Fair Value Measurement in the Notes to Consolidated Financial Statements.
Product purchases representing approximately [removed: 20%] [added: 17%] of our [removed: net] [added: Net] sales are sourced from unaffiliated suppliers located outside the United States, primarily in China and other Asian countries, Europe and Brazil.
| HUBBELL INCORPORATED *\- Form 10-K* | | | [removed: 41] [added: 43] | | |
As of December 31, [removed: 2020,] [added: 2021,] the long-term debt outstanding related to the fixed-rate senior notes was $1,450.0 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: 2020] [added: 2021] (dollars in millions):
| | | | [removed: 2021 | | |] 2022 | | | 2023 | | | 2024 | | | 2025 | | | [added: 2026 | | |] Thereafter | | | Total | | | Fair Value [removed: 12/31/20] [added: 12/31/21] | | |
| Avg. interest rate | | | — | | | [removed: 3.63] [added: —] | | [removed: %] | — | | | — | | | [removed: —] [added: 3.35] | | [added: %] | [removed: 3.36] [added: 3.06] | | % | | | | | | |
| [removed: 42] [added: 44] | | | HUBBELL INCORPORATED - *Form 10-K* | | |
| Available-for-sale investments | | | $ | 9.4 | | $ | 14.7 | | $ | 11.1 | | $ | 6.4 | | $ | 5.1 | | $ | 6.6 | | $ | 53.3 | | $ | 54.0 | |
| Avg. interest rate | | | 4.28 | | % | 3.83 | | % | 3.83 | | % | 3.52 | | % | 4.88 | | % | 2.35 | | % | | | | | | |
| Senior Notes | | | $ | — | | $ | — | | $ | — | | $ | — | | $ | 400.0 | | $ | 1,050.0 | | $ | 1,450.0 | | $ | 1,524.5 | |
| 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 | | % | | | | | | |
| Senior Notes | | | $ | — | | $ | 300.0 | | $ | — | | $ | — | | $ | — | | $ | 1,150.0 | | $ | 1,450.0 | | $ | 1,569.5 | |
Item 1. Business
36 rewritten, 25 added, 54 removed, 105 unchanged
[removed: Products] [added: Our products] are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, Mexico, the People’s Republic of China (“China”), the United Kingdom (“UK”), Brazil, Australia, Spain and Ireland.
The Company’s reporting segments consist of the Electrical Solutions segment [removed: (formerly named the Electrical segment through December 31, 2020)] and the Utility Solutions [removed: segment (formerly named the Power segment through December 31, 2019).][added: segment.]
Management’s Discussion and Analysis [removed: –] [added: —] “Executive Overview of the [removed: Business”,] [added: Business”] and “Results of [removed: Operations”] [added: Operations”,] as well as Note [removed: 20] [added: 2] — [added: Discontinued Operations, and Note 21 —] Industry Segments and Geographic Area Information in the Notes to Consolidated Financial Statements.
The Electrical Solutions segment [removed: (54%] [added: (44%] of consolidated revenues in [removed: 2020, 57%] [added: 2021, 44%] in [removed: 2019] [added: 2020] and [removed: 59%] [added: 45%] in [removed: 2018)] [added: 2019)] comprises businesses that sell stock and custom products including standard and special application wiring device products, rough-in electrical products, connector and grounding products, [removed: lighting fixtures] and [removed: controls, components and assemblies for the natural gas distribution market,] [added: lighting fixtures,] as well as other electrical equipment.
These products are [added: sold under various brands and/or trademarks and are] primarily sold through electrical and industrial distributors, home centers, retail and hardware outlets, lighting showrooms and residential product oriented internet sites.
[removed: The products within] [added: Products of] the [added: Electrical Solutions] segment have applications in the [removed: non-residential, residential,] [added: light] industrial, [removed: and energy-related (oil] [added: non-residential, wireless communications, transportation, data center,] and [removed: gas)] [added: heavy industrial] markets.
[removed: Within] [added: Brands and/or trademarks of products of] the Electrical [removed: Solutions segment, products include items such as:][added: segment include:]
[removed: These products] [added: Products of the Utility Solutions segment] are sold under [removed: various] [added: the following] brands and/or [removed: trademarks, including:][added: trademarks:]
| • | | | Bryant® | | | • | | | Wiegmann® | | | • | | | AccelTex Solutions™ | | | • | | | iDevices® | | | [added: •] | | | [added: Progress Lighting Design®] | | |
| • | | | [removed: Burndy® | | | • | | | Killark®] [added: Continental®] | | | • | | | [removed: GAI-Tronics®] [added: R.W. Lyall™] | | | • | | | Gas Breaker® | | | • | | | [removed: R.W. Lyall™] [added: AEC™] | | |
| • | | | CMC® | | | • | | | Hawke™ | | | • | | | Chalmit™ | | | [removed: •] | | | [removed: Connector Products™] | | | [removed: •] | | | [removed: Continental®] | | |
The Utility Solutions segment [removed: (46%] [added: (56%] of consolidated revenues in [removed: 2020, 43%] [added: 2021, 56%] in [removed: 2019] [added: 2020] and [removed: 41%] [added: 55%] in [removed: 2018)] [added: 2019)] consists of [removed: operations] [added: businesses] that design, [removed: manufacture] [added: manufacture,] and sell [removed: transmission] [added: a wide variety of electrical distribution, transmission, substation,] and [removed: distribution components primarily for] [added: telecommunications products, which support applications In Front of] the [removed: electrical utilities industry.][added: Meter.]
See Note [removed: 20] [added: 21] — Industry Segments and Geographic Area Information in the Notes to Consolidated Financial Statements and Item 1A.
Hubbell is not materially dependent upon any one supplier for raw materials used in the manufacture of its products and equipment [removed: and, at] [added: however] the [removed: present time, raw materials] [added: cost] and [removed: components essential to its operation are] [added: supply of these materials may be affected by disruptions] in [removed: adequate supply.][added: availability of raw materials, components or sourced finished goods.]
Hubbell has approximately [removed: 2,600] [added: 3,000] active United States and foreign patents covering a portion of its products, which expire at various times.
Substantially all of the backlog existing at December 31, [removed: 2020] [added: 2021] in the Electrical Solutions segment is expected to be shipped to customers in [removed: 2021.][added: 2022.]
In the Utility Solutions segment, the backlog existing at December 31, [removed: 2020] [added: 2021] includes backlog expected to be shipped during [removed: 2021,] [added: 2022,] along with [removed: $305] [added: $420] million of backlog of contracts that span multiple years, primarily related to long-term contracts of the Aclara business to deliver and install meters and grid monitoring sensor technology.
The backlog of orders believed to be firm at December 31, [removed: 2020] [added: 2021] was [removed: approximately $1,065.8] [added: $1,848.0] million compared to [removed: $1,037.0] [added: $1,065.8] million at December 31, [removed: 2019.][added: 2020.]
Risk Factors and Note [removed: 15] [added: 16] — Commitments and Contingencies in the Notes to Consolidated Financial Statements.
As of December 31, [removed: 2020,] [added: 2021,] Hubbell had approximately [removed: 19,100] [added: 18,300] salaried and hourly employees of whom approximately [removed: 10,500,] [added: 10,400,] or [removed: 55%,] [added: 57%,] are located in the United States.
Approximately [removed: 2,700] [added: 2,400] of these U.S. employees are represented by 8 labor unions.
Hubbell has created a multi-year, enterprise-wide strategy dedicated to evolving our inclusive culture while addressing underrepresentation [added: where it exists] across our company.
As of December 31, [removed: 2020,] [added: 2021,] 32% of our employees identify as female, and within the United States, [removed: 28%] [added: 29%] identify as female and [removed: 38%] [added: 44%] are racially diverse.
In 2020, Hubbell launched its inaugural Hubbell Helping Hands dedicated month of service, making [removed: October, 2020] [added: October] an annual month of volunteerism focus for the Company.
As a result, the total recordable incident rate has decreased [removed: 42%] [added: 22%] over the last 5 years and the days away restricted rate has decreased [removed: 39%] [added: 1%] over the last 5 years.
In [removed: 2020, Hubbell's] [added: 2021, Hubbell’s] top priority has [removed: been] [added: continued] to [added: be ensuring that we] take appropriate actions to protect the health and safety of our [removed: employees as a result] [added: employees, including managing the ongoing impacts] of the COVID-19 pandemic.
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 [removed: work] [added: a hybrid approach to working] from home [removed: programs, as applicable, as well as facilitating remote work programs where practicable.][added: and in the office.]
We will continue to evolve these programs to protect the [removed: health] [added: health, well-being] and safety of our employees.
| Name (1) | | | Age | | | Present Position | | | Business Experience | | | [removed: | | |]
| Gerben W. Bakker | | | [removed: 56] [added: 57] | | | [added: Chairman of the Board,] President and Chief Executive Officer | | | Present position since [added: May 4, 2021; previously President and Chief Executive Officer since] October 1, 2020; previously, President and Chief Operating Officer June 6, 2019 to October 1, 2020; Group President, Power Systems February 1, 2014 to June 6, 2019; Division Vice President, Hubbell Power Systems, Inc. (“HPS”) August 2009 - February 2014; President, HPS Brazil June 2005 - July 2009; Vice President, Sourcing, HPS March 2004 - May 2005. | | | [removed: | | |]
| William R. Sperry | | | [removed: 58] [added: 59] | | | Executive Vice President, Chief Financial Officer | | | Present position since May 5, 2020; previously, Executive Vice President, Chief Financial Officer and Treasurer June 6, 2019 to May 2020; Senior Vice President and Chief Financial Officer June 6, 2012 to June 6, 2019; Vice President, Corporate Strategy and Development August 15, 2008 to June 6, 2012; Managing Director, Lehman Brothers August 2006 to April 2008; various positions, including Managing Director, of J.P. Morgan and its predecessor institutions, 1994-2006. | | | [removed: | | |]
| Jonathan M. Del Nero | | | [removed: 49] [added: 50] | | | Vice President, Controller | | | Present position since January 15, 2021; previously, Assistant Controller June 14, 2014, to January 15, 2021; Executive Director, Financial Reporting, Aetna June 2011 to June 2014; Senior Manager, Technical Accounting, Stanley Black and Decker June 2009 to June 2011; Manager of Accounting Policy, The Hartford September 2008 to June 2009; various positions at CIGNA March 2003 to September 2008. | | | [removed: | | |]
| Allan J. Connolly | | | [removed: 53] [added: 54] | | | President, Utility Solutions Segment | | | Present position since July 1, 2019 (the Utility Solutions Segment was formerly known as the Power Systems Group); previously, President, Aclara February 2018 to June 28, 2019; President and Chief Executive Officer of Aclara May 2014 to February 2018; Chief Operating Officer of Culligan International July 2012 to January 2014; Executive Vice President of Operations, Engineering and N.A. Industrial of Culligan International November 2006 to July 2012; Vice President of Research, Development & Engineering of Culligan International April 2006 to November 2006; General Manager Technology; GE Power & Water March 2003 to April 2006. | | | [removed: | | |]
| Katherine A. Lane | | | [removed: 43] [added: 44] | | | [added: Senior] Vice President, General Counsel and Secretary | | | Present position since [added: May 4, 2021; previously Vice President, General Counsel and Secretary since] June 6, 2019; previously, Vice President, Acting General Counsel and Secretary March 2019 to June 6, 2019; Vice President, Associate General Counsel June 2017 to March 2019; Vice President, Legal, Hubbell Commercial & Industrial September 2015 to June 2017; Senior Counsel, Hubbell Electrical Systems May 2014 to September 2015; Corporate General Attorney August 2010 to May 2014. Previously, various positions in private practice in law firms based in Massachusetts and Connecticut. | | | [removed: | | |]
| Peter J. Lau | | | [removed: 41] [added: 42] | | | President, Electrical Solutions Segment | | | Present position since August 3, 2020; previously President of Honeywell Fire and Electrical Products (Honeywell) April 2019-August 2020; President of the global security [removed: business, Honeywell] [added: business Honeywell,] 2018-2019; CEO, International, Current, powered by GE 2016-2018; various positions at GE Lighting 2005-2016. | | | [removed: | | |]
*(1)*As of February 11, [removed: 2021,] [added: 2022,] there are no family relationships among any of the above-named executive officers and any of our directors.
Recognized for our innovation, quality, and deep commitment to serving our customers for over 130 years, Hubbell is a world-class manufacturer of electrical and utility solutions, with more than 75 brands used around the world.
We provide utility and electrical solutions that enable our customers to operate critical infrastructure reliably and efficiently, and we empower and energize communities through innovative solutions supporting energy infrastructure In Front of the Meter, on The Edge, and Behind the Meter.
In Front of the Meter is where utilities transmit and distribute energy to their customers.
The Edge connects utilities with owner/operators and allows energy and data to be distributed back and forth.
Behind the Meter is where owners and operators of building and other critical infrastructure consume energy.
Hubbell Electrical Solutions is positioned Behind the Meter, providing key components to building operators and industrial customers that enable them to manage their energy and operate critical infrastructure more efficiently and effectively.
| • | | | Burndy® | | | • | | | Killark® | | | • | | | GAI-Tronics® | | | • | | | Connector Products™ | | | • | | | Austdac™ | | |
Hubbell Utility Solutions has leading positions In Front of the Meter and at The Edge.
This includes utility transmission & distribution (T&D) components such as arresters, insulators, connectors, anchors, bushings, and enclosures.
The Utility Solutions segment also offers solutions that serve The Edge of the utility infrastructure, including smart meters, communications systems, and protection and control devices.
Hubbell Utility Solutions supports the electrical distribution, electrical transmission, water, gas distribution, telecommunications, and solar and wind markets.
| | | | | | | | | | | | | | | | | | | | | | | | |
Discontinued Operations
In October 2021, the Company entered into a definitive agreement to sell its Commercial and Industrial Lighting business for a cash purchase price of $350 million, subject to customary adjustments with respect to working capital and net indebtedness.
The Commercial and Industrial Lighting business designs, manufactures and sells LED lighting and control solutions for commercial and industrial customers.
This business was previously included in the Electrical Solutions segment and is now presented as a discontinued operation in our Consolidated Financial Statements for all periods presented.
On February 1, 2022 we completed the sale.
The information provided in the Consolidated Financial Statements and related notes reflects the impact of this change for all periods presented.
The Company also supports employees’ spirit of volunteerism in their communities throughout the year with its Volunteer Paid Time Off policy, which provides all employees with up to 8 hours of paid time off a year to volunteer with an eligible 501(c)(3) charity of their choice.
The Company provides paid time off for employees to get vaccination shots and has continued to manage a flexible attendance program to support employees managing periods of quarantine or that need to be out of work pending test results.
In July 2021, as a showing of appreciation for the employees’ efforts to serve the Company’s customers through the pandemic, the Company provided all employees globally with a Global Recharge Day.
This paid day off provided all employees an opportunity to relax, refresh and recharge.
The Company has also expanded the delivery of mental health and wellness resources, including by increasing the frequency of live engagement events and partnering with providers to make mental health counseling and overall wellness tools accessible to employees globally.
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
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.
Hubbell maintains a sales and marketing organization to assist potential users with the application of certain products to their specific requirements, as well as to assist architects, engineers, industrial designers, OEMs and electrical contractors in the design of electrical systems to meet the specific requirements of industrial, non-residential and residential users.
Hubbell is also represented by independent manufacturers’ sales agents for many of its product offerings.
The Electrical 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 wireless and data communications products.
The segment also includes businesses that manufacture main-to-meter gas distribution products.
Fast growing trends within the industry are the adoption of light emitting diode (“LED”) technology as the light source, as well as products with embedded IoT technologies.
The Company has a broad array of LED-luminaire products within its portfolio and the majority of new product development efforts are oriented towards expanding those offerings.
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Commercial and Industrial | | | | | | | | | | | | | | | | | |
| • | | | Wiring devices & accessories | | | • | | | Junction boxes, plugs & receptacles | | | • | | | Cable reels | | |
| • | | | Switches & dimmers | | | • | | | Steel & plastic enclosures | | | • | | | Datacom connectivity & enclosures | | |
| • | | | Ground fault devices | | | • | | | Pin & sleeve devices | | | • | | | Electrical motor controls | | |
| Lighting | | | | | | | | | | | | | | | | | |
| • | | | Canopy lights | | | • | | | Parking lot/parking garage fixtures | | | • | | | Decorative landscape fixtures | | |
| • | | | Emergency lighting/exit signs | | | • | | | Bollards | | | • | | | Fluorescent fixtures | | |
| • | | | Floodlights & poles | | | • | | | Bath/vanity fixtures & fans | | | • | | | Ceiling fans | | |
| • | | | LED components | | | • | | | Chandeliers & sconces | | | • | | | Site & area lighting | | |
| • | | | Recessed, surface mounted & track fixtures | | | • | | | Athletic & recreational field fixtures | | | • | | | Occupancy, dimming & daylight harvesting sensors | | |
| Construction and Energy | | | | | | | | | | | | | | | | | |
| • | | | Mechanical connectors | | | • | | | Gas connectors and assemblies | | | • | | | Specialty communications equipment | | |
| • | | | Mechanical grounding devices | | | • | | | Installation tooling | | | • | | | Mining communication & controls | | |
| • | | | Compression connectors | | | • | | | Specialty lighting | | | • | | | Cable glands & fittings | | |
| • | | | Safety equipment | | | | | | | | | | | | | | |
| Commercial and Industrial | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Lighting | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| • | | | Kim Lighting® | | | • | | | Beacon Products™ | | | • | | | Spaulding Lighting™ | | | • | | | Kurt Versen® | | | • | | | Litecontrol® | | |
| • | | | Sportsliter Solutions™ | | | • | | | Columbia Lighting® | | | • | | | Alera Lighting® | | | • | | | Prescolite® | | | • | | | Dual-Lite® | | |
| • | | | Security Lighting™ | | | • | | | Progress Lighting Design® | | | • | | | Hubbell® Outdoor Lighting™ | | | • | | | Architectural Area Lighting™ | | | | | | | | |
| Construction and Energy | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| • | | | Austdac™ | | | • | | | AEC™ | | | | | | | | | | | | | | | | | | | | |
The water and gas utilities, telecommunications utility, civil construction and transportation industries are also served.
Products are sold directly to utilities, and through distributors, as well as to contractors and construction and engineering firms.
The 2018 acquisition of Meter Readings Holding Group, LLC ("Aclara Technologies" or "Aclara") expanded the 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 Utility Solutions segment manufactures and sells a wide variety of electrical distribution, transmission, substation and telecommunications products.
These products and services include items such as:
| • | | | Arresters | | | • | | | Bushings | | | • | | | Grounding & bonding equipment | | |
| • | | | Cutouts & fuse links | | | • | | | Insulators | | | • | | | Programmable reclosers | | |
An excerpt. Shown here: all 36 rewritten, all 25 added and 40 of 54 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2021 filing and the FY2020 filing.
Item 3. Legal Proceedings
1 rewritten, 0 added, 0 removed, 0 unchanged
Information required by this item is incorporated herein by reference to the section captioned “[Notes to Consolidated Financial Statements, Note [removed: 15 —] [added: 1](#i308c34b55b3c418b8ab1453801029607_148)[6](#i308c34b55b3c418b8ab1453801029607_148) [—] Commitments and [removed: Contingencies](#ia8a4f7e775fe42ffa98bbe8435b5a04e_148)”] [added: Contingencies](#i308c34b55b3c418b8ab1453801029607_148)”] of this Form 10-K.
Cover and table of contents
26 rewritten, 7 added, 6 removed, 55 unchanged
FOR THE FISCAL YEAR ENDED DECEMBER 31, [removed: 2020][added: 2021]
[removed: ][added: ]
| • | | | [removed: if] [added: whether] 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. | | | | | | | | | | | | Yes | | | ☑ | | | No | | | ☐ | | |
| • | | | 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. [removed: (Check one):] | | | | | | | | | | | | | | | | | | | | | | | |
The [removed: approximate] aggregate market value of the voting [added: and non-voting] stock held by non-affiliates of the registrant as of June 30, [removed: 2020] [added: 2021] was [removed: $6,739,772,177*.][added: $10,107,258,151*.]
The number of shares outstanding of Hubbell Common Stock as of February [removed: 9, 2021] [added: 8, 2022] is [removed: 54,296,993.][added: 54,409,067.]
Portions of the definitive proxy statement for the [added: registrant's 2022] annual meeting of shareholders [removed: scheduled] to be [removed: held on May 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.
| [ITEM [removed: 1](#ia8a4f7e775fe42ffa98bbe8435b5a04e_13)] [added: 1](#i308c34b55b3c418b8ab1453801029607_13)] | | | [removed: [Business](#ia8a4f7e775fe42ffa98bbe8435b5a04e_13)] [added: [Business](#i308c34b55b3c418b8ab1453801029607_13)] | | | [removed: [3](#ia8a4f7e775fe42ffa98bbe8435b5a04e_13)] [added: [3](#i308c34b55b3c418b8ab1453801029607_13)] | | |
| [ITEM [removed: 1A](#ia8a4f7e775fe42ffa98bbe8435b5a04e_16)] [added: 1A](#i308c34b55b3c418b8ab1453801029607_16)] | | | [Risk [removed: Factors](#ia8a4f7e775fe42ffa98bbe8435b5a04e_16)] [added: Factors](#i308c34b55b3c418b8ab1453801029607_16)] | | | [removed: [9](#ia8a4f7e775fe42ffa98bbe8435b5a04e_16)] [added: [9](#i308c34b55b3c418b8ab1453801029607_16)] | | |
| [ITEM [removed: 1B](#ia8a4f7e775fe42ffa98bbe8435b5a04e_19)] [added: 1B](#i308c34b55b3c418b8ab1453801029607_19)] | | | [Unresolved Staff [removed: Comments](#ia8a4f7e775fe42ffa98bbe8435b5a04e_19)] [added: Comments](#i308c34b55b3c418b8ab1453801029607_19)] | | | [removed: [16](#ia8a4f7e775fe42ffa98bbe8435b5a04e_19)] [added: [16](#i308c34b55b3c418b8ab1453801029607_19)] | | |
| [ITEM [removed: 2](#ia8a4f7e775fe42ffa98bbe8435b5a04e_22)] [added: 2](#i308c34b55b3c418b8ab1453801029607_22)] | | | [removed: [Properties](#ia8a4f7e775fe42ffa98bbe8435b5a04e_22)] [added: [Properties](#i308c34b55b3c418b8ab1453801029607_22)] | | | [removed: [16](#ia8a4f7e775fe42ffa98bbe8435b5a04e_22)] [added: [16](#i308c34b55b3c418b8ab1453801029607_22)] | | |
| [ITEM [removed: 3](#ia8a4f7e775fe42ffa98bbe8435b5a04e_25)] [added: 3](#i308c34b55b3c418b8ab1453801029607_25)] | | | [Legal [removed: Proceedings](#ia8a4f7e775fe42ffa98bbe8435b5a04e_25)] [added: Proceedings](#i308c34b55b3c418b8ab1453801029607_25)] | | | [removed: [17](#ia8a4f7e775fe42ffa98bbe8435b5a04e_25)] [added: [17](#i308c34b55b3c418b8ab1453801029607_25)] | | |
| [ITEM [removed: 4](#ia8a4f7e775fe42ffa98bbe8435b5a04e_28)] [added: 4](#i308c34b55b3c418b8ab1453801029607_28)] | | | [Mine Safety [removed: Disclosures](#ia8a4f7e775fe42ffa98bbe8435b5a04e_28)] [added: Disclosures](#i308c34b55b3c418b8ab1453801029607_28)] | | | [removed: [17](#ia8a4f7e775fe42ffa98bbe8435b5a04e_28)] [added: [17](#i308c34b55b3c418b8ab1453801029607_28)] | | |
| [ITEM [removed: 5](#ia8a4f7e775fe42ffa98bbe8435b5a04e_34)] [added: 5](#i308c34b55b3c418b8ab1453801029607_34)] | | | [Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#ia8a4f7e775fe42ffa98bbe8435b5a04e_34)] [added: Securities](#i308c34b55b3c418b8ab1453801029607_34)] | | | [removed: [18](#ia8a4f7e775fe42ffa98bbe8435b5a04e_34)] [added: [18](#i308c34b55b3c418b8ab1453801029607_34)] | | |
| [ITEM [removed: 7](#ia8a4f7e775fe42ffa98bbe8435b5a04e_40)] [added: 7](#i308c34b55b3c418b8ab1453801029607_40)] | | | [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#ia8a4f7e775fe42ffa98bbe8435b5a04e_40)] [added: Operations](#i308c34b55b3c418b8ab1453801029607_40)] | | | [removed: [21](#ia8a4f7e775fe42ffa98bbe8435b5a04e_40)] [added: [21](#i308c34b55b3c418b8ab1453801029607_40)] | | |
| [ITEM [removed: 7A](#ia8a4f7e775fe42ffa98bbe8435b5a04e_52)] [added: 7A](#i308c34b55b3c418b8ab1453801029607_52)] | | | [Quantitative and Qualitative Disclosures about Market [removed: Risk](#ia8a4f7e775fe42ffa98bbe8435b5a04e_52)] [added: Risk](#i308c34b55b3c418b8ab1453801029607_52)] | | | [removed: [41](#ia8a4f7e775fe42ffa98bbe8435b5a04e_52)] [added: [43](#i308c34b55b3c418b8ab1453801029607_52)] | | |
| [ITEM [removed: 8](#ia8a4f7e775fe42ffa98bbe8435b5a04e_55)] [added: 8](#i308c34b55b3c418b8ab1453801029607_55)] | | | [Financial Statements and Supplementary [removed: Data](#ia8a4f7e775fe42ffa98bbe8435b5a04e_55)] [added: Data](#i308c34b55b3c418b8ab1453801029607_55)] | | | [removed: [43](#ia8a4f7e775fe42ffa98bbe8435b5a04e_55)] [added: [45](#i308c34b55b3c418b8ab1453801029607_55)] | | |
| [ITEM [removed: 9](#ia8a4f7e775fe42ffa98bbe8435b5a04e_181)] [added: 9](#i308c34b55b3c418b8ab1453801029607_184)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#ia8a4f7e775fe42ffa98bbe8435b5a04e_181)] [added: Disclosure](#i308c34b55b3c418b8ab1453801029607_184)] | | | [removed: [93](#ia8a4f7e775fe42ffa98bbe8435b5a04e_181)] [added: [97](#i308c34b55b3c418b8ab1453801029607_184)] | | |
| [ITEM [removed: 9A](#ia8a4f7e775fe42ffa98bbe8435b5a04e_184)] [added: 9A](#i308c34b55b3c418b8ab1453801029607_187)] | | | [Controls and [removed: Procedures](#ia8a4f7e775fe42ffa98bbe8435b5a04e_184)] [added: Procedures](#i308c34b55b3c418b8ab1453801029607_187)] | | | [removed: [93](#ia8a4f7e775fe42ffa98bbe8435b5a04e_184)] [added: [97](#i308c34b55b3c418b8ab1453801029607_187)] | | |
| [ITEM [removed: 9B](#ia8a4f7e775fe42ffa98bbe8435b5a04e_187)] [added: 9B](#i308c34b55b3c418b8ab1453801029607_190)] | | | [Other [removed: Information](#ia8a4f7e775fe42ffa98bbe8435b5a04e_187)] [added: Information](#i308c34b55b3c418b8ab1453801029607_190)] | | | [removed: [93](#ia8a4f7e775fe42ffa98bbe8435b5a04e_187)] [added: [97](#i308c34b55b3c418b8ab1453801029607_190)] | | |
| [ITEM [removed: 10](#ia8a4f7e775fe42ffa98bbe8435b5a04e_193)] [added: 10](#i308c34b55b3c418b8ab1453801029607_196)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#ia8a4f7e775fe42ffa98bbe8435b5a04e_193)] [added: Governance](#i308c34b55b3c418b8ab1453801029607_196)] | | | [removed: [94](#ia8a4f7e775fe42ffa98bbe8435b5a04e_193)] [added: [98](#i308c34b55b3c418b8ab1453801029607_196)] | | |
| [ITEM [removed: 11](#ia8a4f7e775fe42ffa98bbe8435b5a04e_196)] [added: 11](#i308c34b55b3c418b8ab1453801029607_199)] | | | [Executive [removed: Compensation](#ia8a4f7e775fe42ffa98bbe8435b5a04e_196)] [added: Compensation](#i308c34b55b3c418b8ab1453801029607_199)] | | | [removed: [94](#ia8a4f7e775fe42ffa98bbe8435b5a04e_196)] [added: [98](#i308c34b55b3c418b8ab1453801029607_199)] | | |
| [ITEM [removed: 12](#ia8a4f7e775fe42ffa98bbe8435b5a04e_199)] [added: 12](#i308c34b55b3c418b8ab1453801029607_202)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ia8a4f7e775fe42ffa98bbe8435b5a04e_199)] [added: Matters](#i308c34b55b3c418b8ab1453801029607_202)] | | | [removed: [94](#ia8a4f7e775fe42ffa98bbe8435b5a04e_199)] [added: [98](#i308c34b55b3c418b8ab1453801029607_202)] | | |
| [ITEM [removed: 13](#ia8a4f7e775fe42ffa98bbe8435b5a04e_202)] [added: 13](#i308c34b55b3c418b8ab1453801029607_205)] | | | [Certain Relationships and Related Transactions and Director [removed: Independence](#ia8a4f7e775fe42ffa98bbe8435b5a04e_202)] [added: Independence](#i308c34b55b3c418b8ab1453801029607_205)] | | | [removed: [95](#ia8a4f7e775fe42ffa98bbe8435b5a04e_202)] [added: [99](#i308c34b55b3c418b8ab1453801029607_205)] | | |
| [ITEM [removed: 14](#ia8a4f7e775fe42ffa98bbe8435b5a04e_205)] [added: 14](#i308c34b55b3c418b8ab1453801029607_208)] | | | [Principal Accountant Fees and [removed: Services](#ia8a4f7e775fe42ffa98bbe8435b5a04e_205)] [added: Services](#i308c34b55b3c418b8ab1453801029607_208)] | | | [removed: [95](#ia8a4f7e775fe42ffa98bbe8435b5a04e_205)] [added: [99](#i308c34b55b3c418b8ab1453801029607_208)] | | |
| [ITEM [removed: 15](#ia8a4f7e775fe42ffa98bbe8435b5a04e_211)] [added: 15](#i308c34b55b3c418b8ab1453801029607_214)] | | | [Exhibits and Financial Statement [removed: Schedule](#ia8a4f7e775fe42ffa98bbe8435b5a04e_211)] [added: Schedule](#i308c34b55b3c418b8ab1453801029607_214)] | | | [removed: [96](#ia8a4f7e775fe42ffa98bbe8435b5a04e_211)] [added: [100](#i308c34b55b3c418b8ab1453801029607_214)] | | |
| [PART I](#i308c34b55b3c418b8ab1453801029607_10) | | | | | | [3](#i308c34b55b3c418b8ab1453801029607_10) | | |
| [PART II](#i308c34b55b3c418b8ab1453801029607_31) | | | | | | [18](#i308c34b55b3c418b8ab1453801029607_31) | | |
| [ITEM 6](#i308c34b55b3c418b8ab1453801029607_37) | | | Reserved | | | [20](#i308c34b55b3c418b8ab1453801029607_37) | | |
| [ITEM 9C](#i308c34b55b3c418b8ab1453801029607_1099511629770) | | | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](#i308c34b55b3c418b8ab1453801029607_1099511629770) | | | [97](#i308c34b55b3c418b8ab1453801029607_1099511629770) | | |
| [PART III](#i308c34b55b3c418b8ab1453801029607_193) | | | | | | [98](#i308c34b55b3c418b8ab1453801029607_193) | | |
| [PART IV](#i308c34b55b3c418b8ab1453801029607_211) | | | | | | [100](#i308c34b55b3c418b8ab1453801029607_211) | | |
| [SIGNATURES](#i308c34b55b3c418b8ab1453801029607_223) | | | | | | [104](#i308c34b55b3c418b8ab1453801029607_223) | | |
| [PART I](#ia8a4f7e775fe42ffa98bbe8435b5a04e_10) | | | | | | [3](#ia8a4f7e775fe42ffa98bbe8435b5a04e_10) | | |
| [PART II](#ia8a4f7e775fe42ffa98bbe8435b5a04e_31) | | | | | | [18](#ia8a4f7e775fe42ffa98bbe8435b5a04e_31) | | |
| [ITEM 6](#ia8a4f7e775fe42ffa98bbe8435b5a04e_37) | | | [Selected Financial Data](#ia8a4f7e775fe42ffa98bbe8435b5a04e_37) | | | [20](#ia8a4f7e775fe42ffa98bbe8435b5a04e_37) | | |
| [PART III](#ia8a4f7e775fe42ffa98bbe8435b5a04e_190) | | | | | | [94](#ia8a4f7e775fe42ffa98bbe8435b5a04e_190) | | |
| [PART IV](#ia8a4f7e775fe42ffa98bbe8435b5a04e_208) | | | | | | [96](#ia8a4f7e775fe42ffa98bbe8435b5a04e_208) | | |
| [SIGNATURES](#ia8a4f7e775fe42ffa98bbe8435b5a04e_220) | | | | | | [100](#ia8a4f7e775fe42ffa98bbe8435b5a04e_220) | | |
Item 2. Properties
2 rewritten, 2 added, 23 removed, 4 unchanged
As of December 31, [removed: 2020,] [added: 2021,] Hubbell’s global headquarters are located in leased office space in Shelton, Connecticut.
Other principal administrative offices are in [removed: Columbia, South Carolina,] Greenville, South Carolina, Manchester, New Hampshire and [removed: St.Louis,] [added: St. Louis,] Missouri.
The Electrical Solutions segment operates 10 warehouse facilities and 26 manufacturing facilities globally totaling approximately 5.8 million square feet.
The Utility Solutions segment operates 4 warehouse facilities and 27 manufacturing facilities globally, totaling approximately 5.0 million square feet.
Hubbell's manufacturing and warehousing facilities, classified by reporting segment, are located in the following countries.
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Number of Facilities | | | | | | Total Approximate Floor Area in Square Feet | | | | | |
| Segment | | | Location | | | Warehouses | | | Manufacturing | | | Owned | | | Leased | | |
| Electrical Solutions | | | United States | | | 7 | | | 18 | | | 2,378,000 | | | 1,779,000 | | |
| | | | Australia | | | — | | | 1 | | | — | | | 24,000 | | |
| | | | Canada | | | 1 | | | 2 | | | 179,000 | | | 3,000 | | |
| | | | Mexico | | | 1 | | | 4 | | | 829,000 | | | 174,000 | | |
| | | | China | | | — | | | 1 | | | — | | | 350,000 | | |
| | | | Puerto Rico | | | — | | | 1 | | | 162,000 | | | — | | |
| | | | Singapore | | | 1 | | | — | | | — | | | 12,000 | | |
| | | | United Kingdom | | | 2 | | | 3 | | | 134,000 | | | 58,000 | | |
| Utility Solutions (1) | | | United States | | | 6 | | | 15 | | | 3,271,000 | | | 687,000 | | |
| | | | Brazil | | | — | | | 1 | | | 188,000 | | | — | | |
| | | | Canada | | | — | | | 2 | | | 84,000 | | | — | | |
| | | | Mexico | | | 1 | | | 1 | | | 167,000 | | | 181,000 | | |
| | | | China | | | — | | | 2 | | | — | | | 199,000 | | |
| | | | Philippines | | | — | | | 1 | | | — | | | 19,000 | | |
| | | | Spain | | | — | | | 1 | | | — | | | 11,000 | | |
| TOTAL | | | | | | 19 | | | 53 | | | 7,392,000 | | | 3,497,000 | | |
*(1)* *The Utility Solutions segment shares an owned manufacturing building in Mexico with the Electrical Solutions segment.
The building is included in the Electrical Solutions segment facility count.*
Item 5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
13 rewritten, 8 added, 2 removed, 13 unchanged
The number of common shareholders of record on February [removed: 9, 2021] [added: 8, 2022] was [removed: 1,340.][added: 1,260.]
In October [removed: 2020,] [added: 2021,] the Company’s Board of Directors approved an increase in the common stock dividend rate from [removed: $0.91 to] $0.98 [added: to $1.05] per share per quarter.
The increased quarterly dividend payment commenced with the December 15, [removed: 2020] [added: 2021] payment made to the shareholders of record on November 30, [removed: 2020.][added: 2021.]
On October [removed: 20, 2017,] [added: 23, 2020] the Board of Directors approved a [added: new] stock repurchase program (the [removed: “October 2017 program”)] [added: "October 2020 program")] that authorized the repurchase of up to [removed: $400] [added: $300] million of [removed: Common Stock.][added: common stock and expires in October 2023.]
At December 31, [removed: 2020] [added: 2021] our remaining share repurchase authorization under the October 2020 program is [removed: $300.0] [added: $288.8] million.
The Company repurchased [removed: $41.3] [added: $11.2] million and [removed: $35.0] [added: $41.3] million of shares of Common Stock, in [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] respectively.
All of the repurchases in 2020 were completed prior to [added: the] expiration of the October 2017 program.
There were no share repurchases during the quarter ended December 31, [removed: 2020.][added: 2021.]
The following graph compares the total return to shareholders on the Company’s common stock during the five years ended December 31, [removed: 2020,] [added: 2021,] 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: 2015] [added: 2016] in the Company’s Common Stock and in each of the foregoing indices and assumes reinvestment of dividends.
COMPARISON OF 5 YEAR CUMULATIVE TOTAL [removed: RETURN*][added: RETURN]
[removed: Among Hubbell Incorporated, the S&P Midcap 400 Index, and] [added: and] the Dow Jones US Electrical Components & Equipment Index
[removed: ][added: ]
Among Hubbell Incorporated, the S&P Midcap 400 Index
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | 12/16 | | | 12/17 | | | 12/18 | | | 12/19 | | | 12/20 | | | 12/21 | | |
| | | | | | | | | | | | | | | | | | | | | |
| Hubbell, Inc. | | | 100.00 | | | 118.81 | | | 89.56 | | | 136.89 | | | 149.08 | | | 202.14 | | |
| S&P Midcap 400 | | | 100.00 | | | 116.24 | | | 103.36 | | | 130.44 | | | 148.26 | | | 184.96 | | |
| Dow Jones US Electrical Components & Equipment | | | 100.00 | | | 127.46 | | | 111.82 | | | 138.30 | | | 166.99 | | | 209.33 | | |
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.
Item 6. [Reserved]
0 rewritten, 0 added, 31 removed, 3 unchanged
The following summary should be read in conjunction with the consolidated financial statements and notes contained herein (dollars and shares in millions, except per share amounts).
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | 2020 | | | 2019 | | | 2018 | | | 2017 | | | 2016 | | |
| RESULTS OF OPERATION, YEARS ENDED DECEMBER 31 | | | | | | | | | | | | | | | | | |
| Net sales | | | $ | 4,186.0 | | $ | 4,591.0 | | $ | 4,481.7 | | $ | 3,668.8 | | $ | 3,505.2 | |
| Gross profit | | | $ | 1,209.3 | | $ | 1,352.7 | | $ | 1,300.4 | | $ | 1,155.1 | | $ | 1,105.1 | |
| Operating income (1) | | | $ | 533.0 | | $ | 596.6 | | $ | 556.9 | | $ | 518.8 | | $ | 489.8 | |
| Adjusted operating income (2) | | | $ | 608.9 | | $ | 668.7 | | $ | 642.3 | | $ | 560.4 | | $ | 522.1 | |
| Operating income as a % of sales | | | 12.7 | | % | 13.0 | | % | 12.4 | | % | 14.1 | | % | 14.0 | | % |
| Adjusted operating income as a % of sales (2) | | | 14.5 | | % | 14.6 | | % | 14.3 | | % | 15.3 | | % | 14.9 | | % |
| Net income attributable to Hubbell (3) | | | $ | 351.2 | | $ | 400.9 | | $ | 360.2 | | $ | 243.1 | | $ | 293.0 | |
| Adjusted net income attributable to Hubbell (2) | | | $ | 414.1 | | $ | 445.7 | | $ | 428.0 | | $ | 333.9 | | $ | 315.4 | |
| Net income attributable to Hubbell as a % of net sales | | | 8.4 | | % | 8.7 | | % | 8.0 | | % | 6.6 | | % | 8.4 | | % |
| Adjusted net income attributable to Hubbell as a % of net sales (2) | | | 9.9 | | % | 9.7 | | % | 9.5 | | % | 9.1 | | % | 9.0 | | % |
| Net income attributable to Hubbell as a % of Hubbell shareholders’ average equity | | | 17.5 | | % | 21.5 | | % | 21.1 | | % | 15.1 | | % | 17.6 | | % |
| Earnings per share — diluted | | | $ | 6.43 | | $ | 7.31 | | $ | 6.54 | | $ | 4.39 | | $ | 5.24 | |
| Adjusted earnings per share — diluted (2) | | | $ | 7.58 | | $ | 8.12 | | $ | 7.77 | | $ | 6.03 | | $ | 5.64 | |
| Cash dividends declared per common share | | | $ | 3.71 | | $ | 3.43 | | $ | 3.15 | | $ | 2.87 | | $ | 2.59 | |
| Average number of common shares outstanding — diluted | | | 54.5 | | | 54.7 | | | 54.9 | | | 55.1 | | | 55.7 | | |
| Cost of acquisitions, net of cash acquired | | | $ | 239.6 | | $ | 70.8 | | $ | 1,118.0 | | $ | 184.1 | | $ | 173.4 | |
| FINANCIAL POSITION, AT YEAR-END | | | | | | | | | | | | | | | | | |
| Working capital (4) | | | $ | 639.4 | | $ | 729.3 | | $ | 804.4 | | $ | 898.0 | | $ | 961.7 | |
| Total assets | | | $ | 5,085.1 | | $ | 4,903.0 | | $ | 4,872.1 | | $ | 3,720.6 | | $ | 3,525.0 | |
| Total debt | | | $ | 1,590.0 | | $ | 1,571.4 | | $ | 1,793.2 | | $ | 1,055.2 | | $ | 993.7 | |
| Total Hubbell shareholders’ equity | | | $ | 2,070.0 | | $ | 1,947.1 | | $ | 1,780.6 | | $ | 1,634.2 | | $ | 1,592.8 | |
| NUMBER OF EMPLOYEES, AT YEAR-END | | | 19,100 | | | 18,800 | | | 19,700 | | | 17,700 | | | 17,400 | | |
*(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.*
*(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".*
*(3)* *Net income in 2017 includes approximately $57 million, or $1.02 per share, impact associated with the TCJA.*
*(4)* *Defined as current assets less current liabilities.*
Item 8. Financial Statements and Supplementary Data
535 rewritten, 378 added, 335 removed, 971 unchanged
| [Reports of [removed: Management](#ia8a4f7e775fe42ffa98bbe8435b5a04e_61)] [added: Management](#i308c34b55b3c418b8ab1453801029607_61)] | | | [removed: [44](#ia8a4f7e775fe42ffa98bbe8435b5a04e_61)] [added: [46](#i308c34b55b3c418b8ab1453801029607_61)] | | |
| [Report of Independent Registered Public Accounting [removed: Firm](#ia8a4f7e775fe42ffa98bbe8435b5a04e_64)] [added: Firm](#i308c34b55b3c418b8ab1453801029607_64) (PCAOB ID 238)] | | | [removed: [45](#ia8a4f7e775fe42ffa98bbe8435b5a04e_64)] [added: [47](#i308c34b55b3c418b8ab1453801029607_64)] | | |
| [Consolidated Statement of [removed: Income](#ia8a4f7e775fe42ffa98bbe8435b5a04e_67)] [added: Income](#i308c34b55b3c418b8ab1453801029607_67)] | | | [removed: [47](#ia8a4f7e775fe42ffa98bbe8435b5a04e_67)] [added: [49](#i308c34b55b3c418b8ab1453801029607_67)] | | |
| [Consolidated Statement of Comprehensive [removed: Income](#ia8a4f7e775fe42ffa98bbe8435b5a04e_70)] [added: Income](#i308c34b55b3c418b8ab1453801029607_70)] | | | [removed: [47](#ia8a4f7e775fe42ffa98bbe8435b5a04e_70)] [added: [50](#i308c34b55b3c418b8ab1453801029607_70)] | | |
| [Consolidated Balance [removed: Sheet](#ia8a4f7e775fe42ffa98bbe8435b5a04e_76)] [added: Sheet](#i308c34b55b3c418b8ab1453801029607_76)] | | | [removed: [48](#ia8a4f7e775fe42ffa98bbe8435b5a04e_76)] [added: [51](#i308c34b55b3c418b8ab1453801029607_76)] | | |
| [Consolidated Statement of Cash [removed: Flows](#ia8a4f7e775fe42ffa98bbe8435b5a04e_82)] [added: Flows](#i308c34b55b3c418b8ab1453801029607_82)] | | | [removed: [49](#ia8a4f7e775fe42ffa98bbe8435b5a04e_82)] [added: [52](#i308c34b55b3c418b8ab1453801029607_82)] | | |
| [Consolidated Statement of Changes in [removed: Equity](#ia8a4f7e775fe42ffa98bbe8435b5a04e_85)] [added: Equity](#i308c34b55b3c418b8ab1453801029607_85)] | | | [removed: [50](#ia8a4f7e775fe42ffa98bbe8435b5a04e_85)] [added: [53](#i308c34b55b3c418b8ab1453801029607_85)] | | |
| [Notes to Consolidated Financial [removed: Statements](#ia8a4f7e775fe42ffa98bbe8435b5a04e_91)] [added: Statements](#i308c34b55b3c418b8ab1453801029607_91)] | | | [removed: [51](#ia8a4f7e775fe42ffa98bbe8435b5a04e_91)] [added: [54](#i308c34b55b3c418b8ab1453801029607_91)] | | |
| [Valuation and Qualifying Accounts and Reserves (Schedule [removed: II)](#ia8a4f7e775fe42ffa98bbe8435b5a04e_223)] [added: II)](#i308c34b55b3c418b8ab1453801029607_226)] | | | [removed: [101](#ia8a4f7e775fe42ffa98bbe8435b5a04e_223)] [added: [105](#i308c34b55b3c418b8ab1453801029607_226)] | | |
| [removed: HUBBELL INCORPORATED *\- Form 10-K*] [added: 58] | | | [removed: 43] [added: HUBBELL INCORPORATED - *Form 10-K*] | | |
Our Board of Directors normally meets at least [removed: nine] [added: eight] times per year to provide oversight, to review corporate strategies and operations, and to assess management’s conduct of the business.
Management has assessed the effectiveness of our internal control over financial reporting as of December 31, [removed: 2020.][added: 2021.]
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: 2020.][added: 2021.]
The effectiveness of our internal control over financial reporting as of December 31, [removed: 2020] [added: 2021] 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: *President] [added: *Chairman of the Board, President] and Chief Executive [removed: Officer and Director*] [added: Officer*] | | | | | | *Executive Vice President and Chief Financial Officer* | | |
| [removed: 44] [added: 60] | | | HUBBELL INCORPORATED - *Form 10-K* | | |
We have audited the accompanying consolidated balance sheet of Hubbell Incorporated and its subsidiaries (the [removed: "Company")] [added: “Company”)] as of December 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the related consolidated statements of income, of comprehensive income, of changes in [removed: shareholders'] equity and of cash flows for each of the three years in the period ended December 31, [removed: 2020,] [added: 2021,] including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended December 31, [removed: 2020] [added: 2021] 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: 2020,] [added: 2021,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: 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: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended December 31, [removed: 2020] [added: 2021] 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: 2020,] [added: 2021,] based on criteria established in [removed: *Internal] [added: Internal] Control - Integrated [removed: Framework*] [added: Framework] (2013) issued by the COSO.
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in [removed: the accompanying] Management’s Annual Report on Internal Control over Financial [removed: Reporting.][added: Reporting appearing under Item 8.]
*Goodwill Impairment [removed: Assessment] [added: Assessments] - [removed: One of the] [added: Certain] Reporting Units Subject to a Quantitative [removed: Analysis*][added: Assessment*]
As described in Notes [removed: 1] [added: 1, 7,] and [removed: 6] [added: 21] to the consolidated financial statements, the Company’s consolidated goodwill balance was [removed: $1,923.3] [added: $1,871.3] million as of December 31, [removed: 2020.][added: 2021.]
For [removed: three of its] [added: the other four] reporting [removed: units, management] [added: units the Company] has elected to utilize the quantitative goodwill impairment testing process as permitted in the accounting guidance, by comparing the fair value of the Company's reporting units to their carrying values.
If the [added: estimated] fair value of the reporting unit exceeds its carrying value, no impairment exists.
These cash flow estimates are derived from historical experience, third party end market data, and future long-term business plans and include assumptions [removed: on] [added: of] 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 [removed: assessment] [added: assessments] for [removed: one of the] [added: certain] reporting units subject to a quantitative [removed: analysis] [added: assessment] is a critical audit matter are (i) the significant judgment by management when [removed: developing] [added: estimating] the fair value [removed: measurement] of the reporting [removed: unit;] [added: units and] (ii) [removed: a] [added: the] high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to future sales growth, gross margin, [removed: operating margin] and [removed: discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.][added: operating expenses.]
These procedures included testing the effectiveness of controls relating to management’s quantitative goodwill impairment [removed: assessment,] [added: assessments,] including controls over the [removed: determination] [added: estimation] of the fair value of the reporting [removed: unit.][added: units.]
These procedures also included, among others, (i) testing management’s process for [removed: developing] [added: estimating] the fair value [removed: estimate;] [added: of the reporting units;] (ii) evaluating the appropriateness of the discounted cash flow [removed: model;] [added: models;] (iii) testing the completeness and accuracy of the underlying data used in the [removed: model;] [added: models;] and (iv) evaluating the [added: reasonableness of] significant assumptions used by management related to future sales growth, gross margin, [removed: operating margin] and [removed: discount rate.][added: operating expenses.]
Evaluating management’s assumptions related to the future sales growth, gross [removed: margin] [added: margin,] and operating [removed: margin] [added: expenses] involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting [removed: unit,] [added: units;] (ii) the consistency with industry and third party [removed: data,] [added: data;] and (iii) whether these assumptions were consistent with evidence obtained in other areas of the audit.
| (in millions, except per share amounts) | | | [removed: 2020] [added: 2021] | | | [removed: 2019] [added: 2020] | | | [removed: 2018] [added: 2019] | | |
| Net sales | | | [removed: $] | [removed: 4,186.0] | | [removed: $] | [removed: 4,591.0] | | [removed: $] | [removed: 4,481.7] | | [added: | | |]
| Gain [added: (Loss)] on disposition of business (Note [removed: 3)] [added: 4)] | | | [removed: —] [added: (6.9)] | | | [removed: 21.7] [added: —] | | | [removed: —] [added: 21.7] | | |
| Pension charge (Note [removed: 11 & 15)] [added: 12)] | | | [removed: (7.6)] [added: —] | | | [removed: (8.5)] [added: (7.6)] | | | — | | |
| Investment income | | | — | | | [removed: 1.5] [added: —] | | | [removed: 0.1] [added: 1.5] | | |
| Provision for income taxes | | | [removed: 97.5] [added: 88.2] | | | [removed: 113.1] [added: 89.8] | | | [removed: 100.9] [added: 101.2] | | |
| [removed: Net income] [added: Net income] | | | [removed: 356.0] [added: $] | [added: 405.6] | | [removed: 407.4] [added: $] | [added: 355.9] | | [removed: 366.1] [added: $] | [added: 407.4] | |
| Less: Net income [added: from continuing operations] attributable to noncontrolling interest | | | [removed: 4.8] [added: (6.1)] | | | [removed: 6.5] [added: (4.7)] | | | [removed: 5.9] [added: (6.5)] | | |
| [removed: NET INCOME ATTRIBUTABLE TO HUBBELL INCORPORATED] [added: Net income attributable to Hubbell Incorporated] | | | $ | [removed: 351.2] [added: 399.5] | | $ | [removed: 400.9] [added: 351.2] | | $ | [removed: 360.2] [added: 400.9] | |
| (in millions) | | | [removed: 2020] [added: 2021] | | | [removed: 2019] [added: 2020] | | | [removed: 2018] [added: 2019] | | |
Effective January 1, 2021, the Company consolidated three business groups within its Electrical segment and renamed the segment as Hubbell Electrical Solutions (“Electrical Solutions”) and moved its Hubbell Gas Connectors and Accessories business from the Electrical Solutions segment to the Utility Solutions segment.
As disclosed by management, management performed an interim goodwill impairment assessment as of January 1, 2021 as a result of the change in reporting units and also completed its annual goodwill impairment assessment as of April 1, 2021.
February 11, 2022
| Cost of goods sold | | | 3,042.6 | | | 2,596.7 | | | 2,775.0 | | |
| Gross profit | | | 1,151.5 | | | 1,085.8 | | | 1,171.6 | | |
| Selling & administrative expenses | | | 619.2 | | | 591.3 | | | 644.9 | | |
| Operating income | | | 532.3 | | | 494.5 | | | 526.7 | | |
| Loss on extinguishment of debt (Note 13) | | | (16.8) | | | — | | | — | | |
| Interest expense, net | | | (54.7) | | | (60.1) | | | (68.6) | | |
| Other Income (expense), net | | | 5.4 | | | (2.3) | | | (12.1) | | |
| Total other expense | | | (73.0) | | | (70.0) | | | (57.5) | | |
| Income from continuing operations before income taxes | | | 459.3 | | | 424.5 | | | 469.2 | | |
| Net income from continuing operations | | | 371.1 | | | 334.7 | | | 368.0 | | |
| Net income from continuing operations attributable to Hubbell Incorporated | | | 365.0 | | | 330.0 | | | 361.5 | | |
| Income from discontinued operations, net of tax (Note 2) | | | 34.5 | | | 21.2 | | | 39.4 | | |
| Basic earnings per share from continuing operations | | | $ | 6.70 | | $ | 6.07 | | $ | 6.63 | |
| Basic earnings per share from discontinued operations | | | $ | 0.63 | | $ | 0.39 | | $ | 0.72 | |
| Basic earnings per share | | | $ | 7.33 | | $ | 6.46 | | $ | 7.35 | |
| Diluted earnings per share from continuing operations | | | $ | 6.66 | | $ | 6.04 | | $ | 6.59 | |
| Diluted earnings per share from discontinued operations | | | $ | 0.62 | | $ | 0.39 | | $ | 0.72 | |
| Diluted earnings per share | | | $ | 7.28 | | $ | 6.43 | | $ | 7.31 | |
| Inventories, net | | | 662.1 | | | 526.7 | | |
| Assets held for sale - current | | | 179.5 | | | 167.9 | | |
| Goodwill | | | 1,871.3 | | | 1,873.1 | | |
| Assets held for sale - non-current | | | 177.1 | | | 184.1 | | |
| Accrued insurance | | | 73.3 | | | 67.2 | | |
| Liabilities held for sale - current | | | 91.3 | | | 79.7 | | |
| Liabilities held for sale - non-current | | | 18.8 | | | 17.8 | | |
| Net income from continuing operations | | | $ | 371.1 | | $ | 334.7 | | $ | 368.0 | |
| Depreciation and amortization | | | 149.1 | | | 144.5 | | | 137.9 | | |
| Deferred income taxes | | | 9.2 | | | 1.4 | | | 4.0 | | |
| Loss on extinguishment of debt | | | 16.8 | | | — | | | — | | |
| (Gain) loss on sale of assets | | | (4.7) | | | 0.2 | | | (0.6) | | |
| (Increase) decrease in inventories | | | (138.9) | | | 45.8 | | | (6.3) | | |
| Other, net | | | 2.5 | | | 8.6 | | | 18.9 | | |
| NET CASH PROVIDED BY OPERATING ACTIVITIES FROM CONTINUING OPERATIONS | | | 513.7 | | | 602.9 | | | 516.8 | | |
| Capital expenditures | | | (90.2) | | | (82.8) | | | (86.7) | | |
| Other, net | | | 9.4 | | | 5.3 | | | 3.7 | | |
| NET CASH USED IN INVESTING ACTIVITIES FROM CONTINUING OPERATIONS | | | (72.1) | | | (323.3) | | | (121.9) | | |
| Make whole payment for retirement of long-term debt | | | (16.0) | | | — | | | — | | |
| | | | | | |
| --- | --- | --- | --- | --- | --- |
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.
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.
Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company’s discount rate.
February 11, 2021
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Cost of goods sold | | | 2,976.7 | | | 3,238.3 | | | 3,181.3 | | |
| Gross profit | | | 1,209.3 | | | 1,352.7 | | | 1,300.4 | | |
| Selling & administrative expenses | | | 676.3 | | | 756.1 | | | 743.5 | | |
| Operating income | | | 533.0 | | | 596.6 | | | 556.9 | | |
| Interest expense | | | (60.3) | | | (69.4) | | | (72.4) | | |
| Other expense, net | | | (11.6) | | | (21.4) | | | (17.6) | | |
| Total other expense | | | (79.5) | | | (76.1) | | | (89.9) | | |
| Income before income taxes | | | 453.5 | | | 520.5 | | | 467.0 | | |
| Basic | | | $ | 6.46 | | $ | 7.35 | | $ | 6.57 | |
| Diluted | | | $ | 6.43 | | $ | 7.31 | | $ | 6.54 | |
| Net income | | | $ | 356.0 | | $ | 407.4 | | $ | 366.1 | |
| Inventories, net | | | 607.3 | | | 633.0 | | |
| Goodwill | | | 1,923.3 | | | 1,811.8 | | |
| Accounts payable | | | 378.0 | | | 347.7 | | |
| Accrued insurance | | | 71.6 | | | 68.1 | | |
| Depreciation and amortization | | | 157.6 | | | 151.0 | | | 148.4 | | |
| Deferred income taxes | | | 3.3 | | | 6.1 | | | 49.0 | | |
| Gain on sale of assets | | | 0.3 | | | (0.4) | | | (4.0) | | |
| Decrease in inventories | | | 50.7 | | | 12.2 | | | 34.2 | | |
| Other, net | | | 7.7 | | | 11.6 | | | 7.3 | | |
| NET CASH PROVIDED BY OPERATING ACTIVITIES | | | 648.0 | | | 591.6 | | | 517.1 | | |
| Capital expenditures | | | (88.4) | | | (93.9) | | | (96.2) | | |
| Proceeds from disposition of assets | | | 4.5 | | | 3.1 | | | 6.8 | | |
| Other, net | | | 0.9 | | | 0.9 | | | 2.1 | | |
| NET CASH USED IN INVESTING ACTIVITIES | | | (328.8) | | | (128.9) | | | (1,201.4) | | |
| Payment of dividends to noncontrolling interest | | | (2.1) | | | (11.3) | | | (3.9) | | |
| Other | | | (15.0) | | | (13.0) | | | (11.2) | | |
| BALANCE AT DECEMBER 31, 2017 | | | $ | 0.6 | | $ | 11.0 | | $ | 1,892.4 | | $ | (269.8) | | $ | 1,634.2 | | $ | 13.7 | |
| Net income | | | — | | | — | | | 360.2 | | | — | | | 360.2 | | | 5.9 | | |
An excerpt. Shown here: 40 of 535 rewritten, 40 of 378 added and 40 of 335 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2021 filing and the FY2020 filing.
Item 9A. Controls and Procedures
2 rewritten, 0 added, 3 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: 2020] [added: 2021] 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: 2020] [added: 2021] 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
0 rewritten, 0 added, 6 removed, 1 unchanged
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| HUBBELL INCORPORATED *\- Form 10-K* | | | 93 | | |
| | | |
| --- | --- | --- |
| PART III | | |
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
0 rewritten, 7 added, 0 removed, 0 unchanged
New section this year
Not applicable.
| | | | | | |
| --- | --- | --- | --- | --- | --- |
| HUBBELL INCORPORATED *\- Form 10-K* | | | 97 | | |
| | | |
| --- | --- | --- |
| PART III | | |
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
10 rewritten, 1 added, 1 removed, 13 unchanged
The following table provides information as of December 31, [removed: 2020] [added: 2021] 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):
| Equity Compensation Plans Approved by Shareholders(a) | | | [removed: 1,725] [added: 1,156] | | | (c)(d) | | | $ | [removed: 119.37] [added: 132.78] | | (e) | | | [removed: 1,856] [added: 1,684] | | | (c) | | |
| Equity Compensation Plans Not Requiring Shareholder Approval(b) | | | [removed: 56] [added: 59] | | | (c)(f) | | | — | | | | | | [removed: 143] [added: 139] | | | (c) | | |
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 [added: 2022] annual meeting of [removed: shareholders scheduled to be held on May 4, 2021.*][added: shareholders.*]
*(d)Includes approximately [removed: 300,000] [added: 230,000] performance share awards assuming a maximum payout target.
The [removed: Company does not anticipate that the] maximum payout target [removed: will] [added: may not] be achieved for all of these awards.*
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 [added: 2022] annual meeting of [removed: shareholders scheduled to be held on May 4, 2021.][added: shareholders.]
*(1)Certain of the information required by this item regarding executive officers is included under the subheading [removed: “Executive Officers of the Registrant”] [added: “Information about our Executive Officers”] 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 [added: 2022] annual meeting of [removed: shareholders scheduled to be held on May 4, 2021.*][added: shareholders.*]
*(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 [added: 2022] annual meeting of [removed: shareholders scheduled to be held on May 4, 2021.*][added: shareholders.*]
| [removed: 94] [added: 98] | | | HUBBELL INCORPORATED - *Form 10-K* | | |
| TOTAL | | | 1,215 | | | | | | $ | 132.78 | | | | | 1,823 | | | | | |
| TOTAL | | | 1,781 | | | | | | $ | 119.37 | | | | | 1,999 | | | | | |
Item 14. Principal Accountant Fees and Services(4)
3 rewritten, 0 added, 0 removed, 5 unchanged
*(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 [added: 2022] annual meeting of [removed: shareholders scheduled to be held on May 4, 2021.*][added: shareholders.*]
*(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 [added: 2022] annual meeting of [removed: shareholders scheduled to be held on May 4, 2021.*][added: shareholders.*]
| HUBBELL INCORPORATED *\- Form 10-K* | | | [removed: 95] [added: 99] | | |
Item 15. Exhibits and Financial Statement Schedule
49 rewritten, 16 added, 18 removed, 88 unchanged
| [removed: 4.3] [added: 4.2] | | | [Second Supplemental Indenture, dated as of 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 3.625% Senior Notes due 2022](http://www.sec.gov/Archives/edgar/data/48898/000095012310106703/y87812exv4w2.htm) | | | 8-K | | | 001-02958 | | | 4.2 | | | 11/17/2010 | | | | | |
| [removed: 4.4] [added: 4.3] | | | [Third Supplemental Indenture, dated as of 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, 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/48898/000119312516488289/d151361dex42.htm) | | | 8-K | | | 001-02958 | | | 4.2 | | | 3/1/2016 | | | | | |
| [removed: 4.5] [added: 4.4] | | | [Form of 3.350% Senior Notes due 2026](http://www.sec.gov/Archives/edgar/data/48898/000119312516488289/d151361dex42.htm) | | | 8-K | | | 001-02958 | | | 4.3 | | | 3/1/2016 | | | | | |
| [removed: 4.6] [added: 4.5] | | | [Fourth Supplemental Indenture, dated as of 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 trustee.](http://www.sec.gov/Archives/edgar/data/48898/000119312517246965/d433279dex42.htm) | | | 8-K | | | 001-02958 | | | 4.2 | | | 8/3/2017 | | | | | |
| [removed: 4.7] [added: 4.6] | | | [Form of 3.150% Senior Notes due 2027](http://www.sec.gov/Archives/edgar/data/48898/000119312517246965/d433279dex42.htm) | | | 8-K | | | 001-02958 | | | 4.3 | | | 8/3/2017 | | | | | |
| [removed: 4.8] [added: 4.7] | | | [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 | | | | | |
| [removed: 4.9] [added: 4.8] | | | [Form of 3.500% Senior Notes due 2028](http://www.sec.gov/Archives/edgar/data/48898/000119312518030152/d516084dex42.htm) | | | 8-K | | | 001-02958 | | | 4.3 | | | 2/2/2018 | | | | | |
| [removed: 4.10] [added: 4.11] | | | [Description of Registered Securities](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex410.htm) | | | 10-K | | | 001-02958 | | | 4.1 | | | 2/14/2020 | | | | | |
| [removed: 96] [added: 102] | | | HUBBELL INCORPORATED - *Form 10-K* | | |
| 10.9† | | | [Form of Stock Appreciation Rights Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex109.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex109.htm)] | | | | | | | | | | | | | | | * | | |
| 10.10† | | | [Form of Performance Share Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1010.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex1010.htm)] | | | | | | | | | | | | | | | * | | |
| 10.12† | | | [Form of Restricted Stock Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1012.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex1012.htm)] | | | | | | | | | | | | | | | * | | |
| 10.13† | | | [Form of Restricted Stock Award Agreement under the Hubbell Incorporated 2005 Incentive Award Plan, as amended and [removed: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1013.htm)] [added: restated](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex1013.htm)] | | | | | | | | | | | | | | | * | | |
| HUBBELL INCORPORATED *\- Form 10-K* | | | [removed: 97] [added: 103] | | |
| 10.19† | | | [Change in Control Severance Agreement, dated as of December 31, 2010, between Hubbell Incorporated and [removed: David G. Nord](http://www.sec.gov/Archives/edgar/data/48898/000129993311000054/exhibit2.htm)] [added: William R. Sperry](http://www.sec.gov/Archives/edgar/data/48898/000129993312002143/exhibit1.htm)] | | | 8-K | | | 001-02958 | | | [removed: 10.2] [added: 10.1] | | | [removed: 1/5/2011] [added: 9/17/2012] | | | | | |
| 10.19(a)† | | | [Amendment, dated [removed: as of January 1, 2013,] [added: September 11, 2012,] to Change in Control Severance Agreement between Hubbell Incorporated and [removed: David G. Nord](http://www.sec.gov/Archives/edgar/data/48898/000129993312002720/exhibit2.htm)] [added: William R. Sperry](http://www.sec.gov/Archives/edgar/data/48898/000129993312002143/exhibit2.htm)] | | | 8-K | | | 001-02958 | | | [removed: 10.1] [added: 10.2] | | | [removed: 12/6/2012] [added: 9/17/2012] | | | | | |
| 10.20† | | | [removed: [Letter] [added: [Change in Control Severance] Agreement, dated [removed: August] [added: as of January] 24, [removed: 2005,] [added: 2014,] between Hubbell Incorporated and [removed: David G. Nord](http://www.sec.gov/Archives/edgar/data/48898/000129993305004476/exhibit1.htm)] [added: Gerben Bakker](http://www.sec.gov/Archives/edgar/data/48898/000130817914000038/exhibit_10.36.htm)] | | | [removed: 8-K] [added: 10-K] | | | 001-02958 | | | [removed: 99.1] [added: 10.36] | | | [removed: 9/6/2005] [added: 2/18/2014] | | | | | |
| [removed: 10.23†] [added: 10.21†] | | | [Employment Agreement, dated as of December 22, 2017, between Hubbell Power Systems, Inc. and Allan J. Connolly](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex1022.htm) | | | 10-K | | | 001-02958 | | | 10.22 | | | 2/14/2020 | | | | | |
| [removed: 10.23(a)†] [added: 10.21(a)†] | | | [1st Amendment, dated July 1, 2019, to Employment Agreement dated as of December 22, 2017 between Hubbell Power Systems, Inc and Allan J. Connolly](https://www.sec.gov/Archives/edgar/data/48898/000162828020001557/hubb-20191231xex1022a.htm) | | | 10-K | | | 001-02958 | | | 10.22(a) | | | 2/14/2020 | | | | | |
| [removed: 10.23(b)†] [added: 10.21(b)†] | | | [Letter Agreement dated as of April 2, 2020 between Hubbell Power Systems, Inc. and Allan J. [removed: Connolly.](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1023b.htm)] [added: Connolly](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex1023b.htm)] | | | [added: 10-K] | | | [added: 001-02958] | | | [added: 10.23(b)] | | | [added: 2/11/2021] | | | [removed: *] | | |
| [removed: 10.26] [added: 10.22] | | | [Credit Agreement dated as of January 31, 2018, among Hubbell Incorporated, Hubbell Power Holdings S.à r.l., Harvey Hubbell Holdings S.à r.l., the Lenders party hereto, the Issuing Banks party hereto and JPMorgan Chase Bank, N.A., as Administrative Agent.](http://www.sec.gov/Archives/edgar/data/48898/000119312518026384/d519969dex992.htm) | | | 8-K | | | 001-02958 | | | 99.2 | | | 1/31/2018 | | | | | |
| [removed: 10.27] [added: 10.23] | | | [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 | | | | | |
| 21.1 | | | [List of [removed: subsidiaries](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex211.htm)] [added: subsidiaries](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex211.htm)] | | | | | | | | | | | | | | | * | | |
| 23.1 | | | [Consent of PricewaterhouseCoopers [removed: LLP](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex231.htm)] [added: LLP](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex231.htm)] | | | | | | | | | | | | | | | * | | |
| 31.1 | | | [Certification of Chief Executive Officer pursuant to Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex311.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex311.htm)] | | | | | | | | | | | | | | | * | | |
| 31.2 | | | [Certification of Chief Financial Officer pursuant to Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex312.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex312.htm)] | | | | | | | | | | | | | | | * | | |
| 32.1 | | | [Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex321.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex321.htm)] | | | | | | | | | | | | | | | | | |
| 32.2 | | | [Certification of Chief Financial Officer Pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of [removed: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828021001868/hubb-20201231xex322.htm)] [added: 2002](https://www.sec.gov/Archives/edgar/data/48898/000162828022002255/hubb-20211231xex322.htm)] | | | | | | | | | | | | | | | | | |
| [removed: 98] [added: 104] | | | HUBBELL INCORPORATED - *Form 10-K* | | |
| 104 | | | The cover page of this Annual Report on Form 10-K for the year end December 31, [removed: 2020,] [added: 2021,] formatted in Inline XBRL (included within the Exhibit 101 attachments) | | | | | | | | | | | | | | | * | | |
| HUBBELL INCORPORATED *\- Form 10-K* | | | [removed: 99] [added: 105] | | |
| Date: | | | February 11, [removed: 2021] [added: 2022] | | | | | | | | | | | |
| By | | | /s/ G. W. BAKKER G. W. Bakker | | | [removed: *President] [added: *Chairman of the Board, President] and Chief Executive [removed: Officer and Director*] [added: Officer*] | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| By | | | /s/ W. R. SPERRY W. R. Sperry | | | *Executive Vice President and Chief Financial Officer* | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| By | | | /s/ J. M. DEL NERO J. M. Del Nero | | | *Vice President, Controller (Principal Accounting Officer)* | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| By | | | /s/ C. M. CARDOSO C. M. Cardoso | | | *Director* | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| By | | | /s/ A. J. GUZZI A. J. Guzzi | | | *Director* | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| By | | | /s/ N. J. KEATING N. J. Keating | | | *Director* | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| By | | | /s/ B. C. LIND B. C. Lind | | | *Director* | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| By | | | /s/ J. F. MALLOY J. F. Malloy | | | *Director* | | | [removed: 2/11/2021] [added: 2/11/2022] | | |
| 4.9 | | | [Sixth Supplemental Indenture, dated as of March 12, 2021, 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.](https://www.sec.gov/Archives/edgar/data/0000048898/000119312521079782/d156140dex42.htm) | | | 8-K | | | 001-02958 | | | 4.2 | | | 3/12/2021 | | | | | |
| 4.10 | | | [Form of 2.300% Senior Notes due 2031.](https://www.sec.gov/Archives/edgar/data/48898/000119312521079782/d156140dex42.htm) | | | 8-K | | | 001-02958 | | | 4.2 | | | 3/12/2021 | | | | | |
| 10.24 | | | [Amendment #3, dated February 10, 2021, to Hubbell Incorporated Defined Contribution Restoration Plan, as amended and restated effective December 8, 2015.](https://www.sec.gov/Archives/edgar/data/48898/000162828021007817/hubb20210331-ex102.htm) | | | 10-Q | | | 001-02958 | | | 10.2 | | | 4/28/2021 | | | | | |
| By | | | /s/ R. A. HERNANDEZ R. A. Hernandez | | | *Director* | | | 2/11/2022 | | |
*(1)As of February 11, 2022.*
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Year 2019 | | | | | | $ | 4.4 | | | | | $ | 2.8 | | | | | $ | (0.4) | | | | | | | | $ | 6.8 | |
| Year 2020(a) | | | | | | $ | 8.0 | | | | | $ | 4.0 | | | | | $ | (1.4) | | | | | | | | $ | 10.6 | |
| Year 2021 | | | | | | $ | 10.6 | | | | | $ | 2.0 | | | | | $ | (2.0) | | | | | | | | $ | 10.6 | |
| Year 2019 | | | | | | $ | 32.7 | | | | | $ | 280.6 | | | | | $ | (279.8) | | | | | | | | $ | 33.5 | |
| Year 2020 | | | | | | $ | 33.5 | | | | | $ | 267.9 | | | | | $ | (269.5) | | | | | | | | $ | 31.9 | |
| Year 2021 | | | | | | $ | 31.9 | | | | | $ | 296.5 | | | | | $ | (293.7) | | | | | | | | $ | 34.7 | |
| Year 2019 | | | | | | $ | 19.2 | | | | | $ | 6.7 | | | | | $ | — | | | | | | | | $ | 25.9 | |
| Year 2020 | | | | | | $ | 25.9 | | | | | $ | 3.6 | | | | | $ | — | | | | | | | | $ | 29.5 | |
| Year 2021 | | | | | | $ | 29.5 | | | | | $ | 3.1 | | | | | $ | — | | | | | | | | $ | 32.6 | |
| 10.21† | | | [Change in Control Severance Agreement, dated as of December 31, 2010, between Hubbell Incorporated and William R. Sperry](http://www.sec.gov/Archives/edgar/data/48898/000129993312002143/exhibit1.htm) | | | 8-K | | | 001-02958 | | | 10.1 | | | 9/17/2012 | | | | | |
| 10.21(a)† | | | [Amendment, dated September 11, 2012, to Change in Control Severance Agreement between Hubbell Incorporated and William R. Sperry](http://www.sec.gov/Archives/edgar/data/48898/000129993312002143/exhibit2.htm) | | | 8-K | | | 001-02958 | | | 10.2 | | | 9/17/2012 | | | | | |
| 10.22† | | | [Change in Control Severance Agreement, dated as of January 24, 2014, between Hubbell Incorporated and Gerben Bakker](http://www.sec.gov/Archives/edgar/data/48898/000130817914000038/exhibit_10.36.htm) | | | 10-K | | | 001-02958 | | | 10.36 | | | 2/18/2014 | | | | | |
| 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 | | | | | |
| 10.25† | | | [Change in Control Severance Agreement, dated as of May 5, 2015, between Hubbell Incorporated and Rodd R. Ruland](https://www.sec.gov/Archives/edgar/data/48898/000162828016011342/hubb-20151231xex1033.htm) | | | 10-K | | | 001-02958 | | | 10.33 | | | 2/18/2016 | | | | | |
| By | | | /s/ D. G. NORD D. G. Nord | | | *Executive Chairman* | | | 2/11/2021 | | |
*(1)As of February 11, 2021.*
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Year 2018 | | | | | | $ | 4.6 | | | | | $ | — | | | | | $ | (1.4) | | | | | $ | 1.6 | | | | | $ | 4.8 | |
| Year 2019 | | | | | | $ | 4.8 | | | | | $ | 3.4 | | | | | $ | (0.5) | | | | | $ | — | | | | | $ | 7.7 | |
| Year 2020(a) | | | | | | $ | 9.0 | | | | | $ | 5.0 | | | | | $ | (1.7) | | | | | $ | 0.2 | | | | | $ | 12.5 | |
| Year 2018 | | | | | | $ | 50.5 | | | | | $ | 278.0 | | | | | $ | (293.5) | | | | | $ | 0.1 | | | | | $ | 35.1 | |
| Year 2019 | | | | | | $ | 35.1 | | | | | $ | 299.1 | | | | | $ | (298.2) | | | | | $ | — | | | | | $ | 36.0 | |
| Year 2020 | | | | | | $ | 36.0 | | | | | $ | 286.2 | | | | | $ | (287.8) | | | | | $ | — | | | | | $ | 34.4 | |
| Year 2018 | | | | | | $ | 19.4 | | | | | $ | 0.7 | | | | | $ | — | | | | | $ | 1.7 | | | | | $ | 21.8 | |
| Year 2019 | | | | | | $ | 21.8 | | | | | $ | 7.2 | | | | | $ | — | | | | | $ | — | | | | | $ | 29.0 | |
| Year 2020 | | | | | | $ | 29.0 | | | | | $ | 5.2 | | | | | $ | — | | | | | $ | — | | | | | $ | 34.2 | |
An excerpt. Shown here: 40 of 49 rewritten, all 16 added and all 18 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedule in the FY2021 filing and the FY2020 filing.