Hubbell 10-Q 2024-06-30

Filed 2024-07-31. 8 sections, 193K characters. Original on sec.gov · Markdown · JSON

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________ to ______________

Commission File Number 1-2958

hubbell-logo.jpg

HUBBELL INCORPORATED

(Exact name of registrant as specified in its charter)

Connecticut06-0397030
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)
40 Waterview Drive
Shelton,CT06484
(Address of principal executive offices)(Zip Code)
(475)882-4000
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report.)

Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock - par value $0.01 per shareHUBBNew York Stock Exchange
Indicate by check mark
•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 reports), and (2) has been subject to such filing requirements for the past 90 days.Yes☑No☐
•whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).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:
Large accelerated filer☑Accelerated filer☐Non-accelerated filer☐Smaller reporting company☐
Emerging growth company☐If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standard provided pursuant to Section 13(a) of the Exchange Act. ☐
•whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☑

The number of shares outstanding of Hubbell common stock as of July 25, 2024 was 53,680,930.

HUBBELL INCORPORATED-Form 10-Q 1

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Index

Table of Contents
PART I3
ITEM 1Financial Statements (unaudited)
Condensed Consolidated Statements of Income3
Condensed Consolidated Statements of Comprehensive Income4
Condensed Consolidated Balance Sheets5
Condensed Consolidated Statements of Cash Flows6
Notes to Condensed Consolidated Financial Statements7
ITEM 2Management’s Discussion and Analysis of Financial Condition and Results of Operations32
ITEM 3Quantitative and Qualitative Disclosures About Market Risk48
ITEM 4Controls and Procedures49
PART II50
ITEM 1ARisk Factors50
ITEM 2Unregistered Sales of Equity Securities and Use of Proceeds50
ITEM 5Other information50
ITEM 6Exhibits51
Signatures52

HUBBELL INCORPORATED-Form 10-Q 2

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PART IFINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Consolidated Statements of Income (unaudited)

Three Months Ended June 30,Six Months Ended June 30,
(in millions, except per share amounts)2024202320242023
Net sales$1,452.5$1,365.9$2,851.6$2,651.3
Cost of goods sold943.8869.71,895.21,706.8
Gross profit508.7496.2956.4944.5
Selling & administrative expenses207.5208.4426.7407.9
Operating income301.2287.8529.7536.6
Interest expense, net(19.8)(9.2)(40.9)(18.9)
Loss on disposition of business——(5.3)—
Other expense, net(1.2)(4.8)(1.9)(8.9)
Total other expense(21.0)(14.0)(48.1)(27.8)
Income before income taxes280.2273.8481.6508.8
Provision for income taxes65.065.6117.3117.2
Net income215.2208.2364.3391.6
Less: Net income attributable to noncontrolling interest(1.6)(1.4)(2.9)(2.9)
Net income attributable to Hubbell Incorporated$213.6$206.8$361.4$388.7
Earnings per share:
Basic earnings per share$3.97$3.85$6.72$7.24
Diluted earnings per share$3.94$3.82$6.67$7.19

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 3

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Condensed Consolidated Statements of Comprehensive Income (unaudited)

Three Months Ended June 30,
(in millions)20242023
Net income$215.2$208.2
Other comprehensive income (loss):
Foreign currency translation adjustments(19.0)5.4
Defined benefit pension and post-retirement plans, net of taxes of $(0.6) and $(0.6)1.72.0
Unrealized gain (loss) on investments, net of taxes of $0.0 and $0.1(0.1)(0.3)
Unrealized gain (loss) on cash flow hedges, net of taxes of $(0.1) and $0.20.1(0.6)
Other comprehensive income (loss)(17.3)6.5
Comprehensive income197.9214.7
Less: Comprehensive income attributable to noncontrolling interest1.61.4
Comprehensive income attributable to Hubbell Incorporated$196.3$213.3

See notes to unaudited Condensed Consolidated Financial Statements.

Six Months Ended June 30,
(in millions)20242023
Net income$364.3$391.6
Other comprehensive income (loss):
Foreign currency translation adjustments(30.9)13.3
Defined benefit pension and post-retirement plans, net of taxes of $(1.2) and $(1.8)4.23.4
Unrealized gain (loss) on investments, net of taxes of $0.1 and $0.0(0.4)—
Unrealized gain (loss) on cash flow hedges, net of taxes of $(0.2) and $0.30.5(0.9)
Other comprehensive income (loss)(26.6)15.8
Comprehensive income337.7407.4
Less: Comprehensive income attributable to noncontrolling interest2.92.9
Comprehensive income attributable to Hubbell Incorporated$334.8$404.5

*See notes to unaudited Condensed Consolidated Financial Statements.*s to unaudited Condensed Consolidated Financial Statements.

See notes to unaudited Condensed Consolidated Financial

HUBBELL INCORPORATED-Form 10-Q 4

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Condensed Consolidated Balance Sheets (unaudited)

(in millions)June 30, 2024December 31, 2023
ASSETS
Current Assets
Cash and cash equivalents$397.2$336.1
Short-term investments9.312.6
Accounts receivable (net of allowances of $10.9 and $11.6)893.2785.4
Inventories, net856.5832.9
Other current assets118.5129.7
Assets held for sale - current—70.5
Total Current Assets2,274.72,167.2
Property, Plant, and Equipment, net674.5652.6
Other Assets
Investments80.875.8
Goodwill2,513.72,533.4
Other intangible assets, net1,135.71,196.0
Other long-term assets192.3197.1
Assets held for sale - non-current—91.9
TOTAL ASSETS$6,871.7$6,914.0
LIABILITIES AND EQUITY
Current Liabilities
Short-term debt and current portion of long-term debt$110.5$117.4
Accounts payable586.7563.5
Accrued salaries, wages and employee benefits110.9173.6
Accrued insurance76.179.1
Other accrued liabilities374.3365.2
Liabilities held for sale - current—24.6
Total Current Liabilities1,258.51,323.4
Long-Term Debt1,892.72,023.2
Other Non-Current Liabilities

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Executive Overview of the Business

Hubbell is a global manufacturer of quality electrical products and utility solutions for a broad range of customer and end market applications. 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 buildings and other critical infrastructure consume energy. Products are either sourced complete, manufactured or assembled by subsidiaries in the United States, Canada, Puerto Rico, Mexico, China, the UK, Brazil, Australia, Spain, Ireland and the Republic of the Philippines. The Company also participates in joint ventures in Hong Kong and the Republic of the Philippines, and maintains offices in Singapore, Italy, China, India, Mexico, South Korea, Chile, and countries in the Middle East. The Company employed approximately 18,300 individuals worldwide as of June 30, 2024.

The Company’s reporting segments consist of the Utility Solutions segment and Electrical Solutions segment.

Results for the six months ended June 30, 2024 by segment are included under “Segment Results” within this Management’s Discussion and Analysis.

The Company's long-term strategy is to serve its customers with reliable and innovative electrical and related infrastructure solutions with desired brands and high-quality service, delivered through a competitive cost structure; to complement organic revenue growth with acquisitions that enhance its product offerings; and to allocate capital effectively to create shareholder value.

Our strategy to complement organic revenue growth with acquisitions is focused on acquiring assets that extend our capabilities, expand our product offerings, and present opportunities to compete in core, adjacent or complementary markets. Our acquisition strategy also provides the opportunity to advance our revenue growth objectives during periods of weakness or inconsistency in our end-markets.

Our strategy to deliver products through a competitive cost structure has resulted in past and ongoing restructuring and related activities. Our restructuring and related efforts include the consolidation of manufacturing and distribution facilities, and workforce actions, as well as streamlining and consolidating our back-office functions. The primary objectives of our restructuring and related activities are to optimize our manufacturing footprint, cost structure, and effectiveness and efficiency of our workforce.

Productivity improvement also continues to be a key area of focus for the Company and efforts to drive productivity complement our restructuring and related activities to minimize the impact of rising material costs and other administrative cost inflation. Because material costs are approximately half of our cost of goods sold, continued volatility in this area could significantly impact profitability. Our goal is to have pricing and productivity programs that offset material and other inflationary cost increases as well as pay for investments in key growth areas.

Productivity programs affect virtually all functional areas within the Company by reducing or eliminating waste and improving processes. We continue to expand our efforts related to global product and component sourcing, as well as supplier cost reduction programs. Value engineering efforts, product transfers and the use of lean process improvement techniques are expected to continue to increase manufacturing efficiency. In addition, we continue to build upon the benefits of our enterprise resource planning system across all functions.

Our sales are also subject to market conditions that may cause customer demand for our products to be volatile and unpredictable, particularly in our Electrical Solutions segment. Product demand can be affected by fluctuations in domestic and international economic conditions, as well as currency fluctuations, commodity costs, and a variety of other factors. Since early 2021, we have experienced significant inflationary pressure across much of our business. As a result, we have taken various pricing actions to cover the higher costs and protect our profitability. Although there has been some mitigation in the rate of inflation starting in 2023, we expect inflation to remain a factor for the foreseeable future and we expect to continue to take these pricing actions subject to demand and market conditions. Accordingly, there can be no assurance that we will be able to maintain our margins in response to further changes in inflationary pressures. In addition, macroeconomic effects such as increases in interest rates and other measures taken by central banks and other policy makers could have a negative effect on overall economic activity which could reduce our customers’ demand for our products, and cause the continuation of relatively high market interest rates that increase our borrowing costs.

HUBBELL INCORPORATED-Form 10-Q 32

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The following is a discussion and analysis of our business, financial condition and results of operations as of and for the three and six months ended June 30, 2024 and 2023. This discussion and analysis should be read in conjunction with our Condensed Consolidated Financial Statements and notes thereto in Item 1 of this Quarterly Report on Form 10-Q (the "Condensed Financial Statements"), and the audited consolidated financial statements, accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023.

Results of Operations – Second Quarter of 2024 compared to the Second Quarter of 2023

Overview

Second quarter 2024 net sales were $1,452.5 million and grew by 6%, including 2% organic growth from price realization and 4% growth from acquisitions net of divestitures.

Organic growth in the Electrical Solutions segment was strong, led by datacenter and renewables verticals as electrification drives strong project activity. Organic growth was down 1.5% in the Utility Solutions segment as strength in transmission, substation and grid automation markets was offset by continued customer inventory management in distribution markets and weak telcom markets in the quarter. Price realization remains positive in both segments as compared to the second quarter of 2023.

Acquisitions within Utility Solutions contributed to 8% net sales growth driven by our acquisition of Systems Control in the fourth quarter of 2023, while the divestiture of our residential lighting business from the Electrical Solutions segment was completed in the first quarter of 2024 and contributed to a 3.5% decline in net sales as compared to the second quarter of 2023.

Operating margin in the second quarter of 2024 was 20.7% and contracted by 40 basis points. Adjusted operating margin, which excludes amortization of acquisition-related intangibles and transaction, integration and separation costs, was 22.8% and expanded by 40 basis points. Margin expansion in the quarter was primarily driven by favorable price realization and benefits from operational productivity, as well as the impact of recent portfolio transformation efforts. Those factors were partially offset by higher material and other cost inflation, and investments. These factors are further described within Segment Results below.

In December 2023, the Company entered into a definitive agreement to sell its residential lighting business for a cash purchase price of $131 million, subject to customary adjustments. The Company c

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

In the operation of its business, the Company has exposures to fluctuating foreign currency exchange rates, availability of purchased finished goods and raw materials, changes in material prices, foreign sourcing issues, and changes in interest rates. There have been no significant changes in our exposure to these market risks during the six months ended June 30, 2024. For a complete discussion of the Company’s exposure to market risk, refer to Item 7A, “Quantitative and Qualitative Disclosures about Market Risk”, contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

HUBBELL INCORPORATED-Form 10-Q 48

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Item 4. Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized and reported within the time periods specified and that such information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

Our management carried out an evaluation, with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) and 15d-15(e), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation, each of the Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2024, the Company’s disclosure controls and procedures were effective at the reasonable assurance level.

There have been no changes in the Company’s internal control over financial reporting that occurred during the Company’s most recently completed quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

HUBBELL INCORPORATED-Form 10-Q 49

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PART IIOTHER INFORMATION

Item 1A. Risk Factors

There have been no material changes in the Company's risk factors from those disclosed under the heading "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2023.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

On October 21, 2022, we announced that the Board of Directors had approved a share repurchase program (the "Program") that authorized the repurchase of up to $300 million of common stock, which expires in October 2025. At June 30, 2024, our remaining share repurchase authorization was $280.0 million. Subject to numerous factors, including market conditions and alternative uses of cash, we may conduct discretionary repurchases through open market or privately negotiated transactions, which may include repurchases under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended.

The following table summarizes the Company's repurchase activity of common stock under the Program during the quarter ended June 30, 2024.

PeriodTotal Number of Shares of Common Stock Purchased (000s)Average Price Paid Per Share of Common StockApproximate Value of Shares that May Yet be Purchased Under the Plans (in millions)Total number of shares purchased as part of publicly announced plans (000s)
April 1, 2024 - April 30, 2024—$—$290.0—
May 1, 2024 - May 31, 202425$393.97$280.025
June 1, 2024 - June 30, 2024—$—$280.0—
TOTAL FOR THE QUARTER ENDED JUNE 30, 202425$393.97$280.025

Item 5. Other Information

During the three months ended June 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

HUBBELL INCORPORATED-Form 10-Q 50

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Item 6. Exhibits

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormFile No.ExhibitFiling DateFiled/ Furnished Herewith
31.1Certification of Chief Executive Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
31.2Certification of Chief Financial Officer Pursuant to Item 601(b)(31) of Regulation S-K, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002*
32.1Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
32.2Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002**
101The following materials from Hubbell Incorporated's Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 formatted in Inline Extensible Business Reporting Language (iXBRL): (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, and (v) Notes to the Condensed Consolidated Financial Statements.*
104The cover page of this Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, formatted in Inline XBRL (included within the Exhibit 101 attachments)*
*Filed herewith
**Furnished herewith

HUBBELL INCORPORATED-Form 10-Q 51

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: July 31, 2024

HUBBELL INCORPORATED
By/s/ William R. SperryBy/s/ Jonathan M. Del Nero
William R. SperryJonathan M. Del Nero
Executive Vice President and Chief Financial OfficerVice President, Controller (Principal Accounting Officer)

HUBBELL INCORPORATED-Form 10-Q 52