Item 1. Financial Statements

94K characters. Original on sec.gov · Markdown

Item 1. Financial Statements

Condensed Consolidated Statements of Income (unaudited)


	Three Months Ended September 30,				Nine Months Ended September 30,
(in millions, except per share amounts)	2024		2023		2024		2023
Net sales	$	1,442.6	$	1,375.8	$	4,294.2	$	4,027.1
Cost of goods sold	945.5		888.4		2,840.7		2,595.2
Gross profit	497.1		487.4		1,453.5		1,431.9
Selling & administrative expenses	193.3		211.1		620.0		619.0
Operating income	303.8		276.3		833.5		812.9
Interest expense, net	(18.7)		(7.8)		(59.6)		(26.7)
Loss on disposition of business	—		—		(5.3)		—


Other expense, net	(5.6)		(3.5)		(7.5)		(12.4)
Total other expense	(24.3)		(11.3)		(72.4)		(39.1)
Income before income taxes	279.5		265.0		761.1		773.8
Provision for income taxes	58.5		63.0		175.8		180.2
Net income	221.0		202.0		585.3		593.6
Less: Net income attributable to noncontrolling interest	(1.6)		(1.9)		(4.5)		(4.8)
Net income attributable to Hubbell Incorporated	$	219.4	$	200.1	$	580.8	$	588.8

Earnings per share:
Basic earnings per share	$	4.08	$	3.72	$	10.80	$	10.96
Diluted earnings per share	$	4.05	$	3.70	$	10.73	$	10.89

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 3

Back to Contents

Condensed Consolidated Statements of Comprehensive Income (unaudited)


	Three Months Ended September 30,
(in millions)	2024		2023
Net income	$	221.0	$	202.0
Other comprehensive income (loss):

Foreign currency translation adjustments	17.7		(12.8)

Defined benefit pension and post-retirement plans, net of taxes of $(0.6) and $(0.7)	1.9		1.9
Unrealized gain (loss) on investments, net of taxes of $(0.2) and $0.1	0.8		(0.3)
Unrealized gain (loss) on cash flow hedges, net of taxes of $0.1 and $(0.1)	(0.4)		0.4
Other comprehensive income (loss)	20.0		(10.8)
Comprehensive income	241.0		191.2
Less: Comprehensive income attributable to noncontrolling interest	1.6		1.9
Comprehensive income attributable to Hubbell Incorporated	$	239.4	$	189.3

See notes to unaudited Condensed Consolidated Financial Statements.


	Nine Months Ended September 30,
(in millions)	2024		2023
Net income	$	585.3	$	593.6
Other comprehensive income (loss):

Foreign currency translation adjustments	(13.2)		0.5

Defined benefit pension and post-retirement plans, net of taxes of $(1.8) and $(2.5)	6.1		5.3
Unrealized gain (loss) on investments, net of taxes of $(0.1) and $0.1	0.4		(0.3)
Unrealized gain (loss) on cash flow hedges, net of taxes of $(0.1) and $0.2	0.1		(0.5)
Other comprehensive income (loss)	(6.6)		5.0
Comprehensive income	578.7		598.6
Less: Comprehensive income attributable to noncontrolling interest	4.5		4.8
Comprehensive income attributable to Hubbell Incorporated	$	574.2	$	593.8

*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

Back to Contents

Condensed Consolidated Balance Sheets (unaudited)


(in millions)	September 30, 2024		December 31, 2023
ASSETS
Current Assets
Cash and cash equivalents	$	435.7	$	336.1
Short-term investments	9.9		12.6
Accounts receivable (net of allowances of $11.4 and $11.6)	894.8		785.4
Inventories, net	850.0		832.9
Other current assets	128.7		129.7
Assets held for sale - current	—		70.5
Total Current Assets	2,319.1		2,167.2
Property, Plant, and Equipment, net	692.6		652.6
Other Assets
Investments	85.5		75.8
Goodwill	2,523.5		2,533.4
Other intangible assets, net	1,108.4		1,196.0
Other long-term assets	205.9		197.1
Assets held for sale - non-current	—		91.9
TOTAL ASSETS	$	6,935.0	$	6,914.0
LIABILITIES AND EQUITY
Current Liabilities
Short-term debt and current portion of long-term debt	$	291.2	$	117.4
Accounts payable	547.5		563.5
Accrued salaries, wages and employee benefits	120.4		173.6
Accrued insurance	77.8		79.1
Other accrued liabilities	359.8		365.2
Liabilities held for sale - current	—		24.6
Total Current Liabilities	1,396.7		1,323.4
Long-Term Debt	1,640.3		2,023.2
Other Non-Current Liabilities	669.2		660.6
Liabilities held for sale - non-current	—		17.5
TOTAL LIABILITIES	3,706.2		4,024.7





Commitments and contingencies (Note 15)
Hubbell Incorporated Shareholders’ Equity	3,215.0		2,877.0
Noncontrolling interest	13.8		12.3
TOTAL EQUITY	3,228.8		2,889.3
TOTAL LIABILITIES AND EQUITY	$	6,935.0	$	6,914.0

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 5

Back to Contents

Condensed Consolidated Statements of Cash Flows (unaudited)


	Nine Months Ended September 30,
(in millions)	2024		2023
Cash Flows from Operating Activities
Net income	$	585.3	$	593.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	158.8		110.1
Deferred income taxes	4.2		(17.1)
Stock-based compensation	24.2		21.6
Provision for bad debt expense	(0.6)		—
Loss on disposition of business	5.3		—


Loss on sale of assets	0.7		1.5
Changes in assets and liabilities, excluding effects of acquisitions:
Increase in accounts receivable, net	(116.0)		(101.0)
Increase in inventories, net	(30.8)		(39.4)
(Decrease) increase in accounts payable	(14.0)		25.1
Decrease in current liabilities	(66.2)		(45.2)
Changes in other assets and liabilities, net	17.2		2.5
Contribution to qualified defined benefit pension plans	(1.3)		(10.0)
Other, net	(8.0)		(6.4)
Net cash provided by operating activities	558.8		535.3
Cash Flows from Investing Activities
Capital expenditures	(112.4)		(103.8)
Acquisitions, net of cash acquired	5.9		(60.0)
Proceeds from disposal of business, net of cash	122.9		—
Purchases of available-for-sale investments	(11.7)		(13.7)
Proceeds from available-for-sale investments	14.5		15.8
Other, net	0.8		0.3
Net cash provided by (used in) investing activities	20.0		(161.4)
Cash Flows from Financing Activities

Payment of long-term debt	(386.3)		—

Borrowing (Payment) of short-term debt, net	173.6		(1.4)
Payment of dividends	(196.5)		(180.1)


Acquisition of common shares	(30.0)		(30.0)
Other, net	(37.2)		(30.2)
Net cash used in financing activities	(476.4)		(241.7)
Effect of exchange rate changes on cash and cash equivalents	(3.2)		0.3
Increase in cash and cash equivalents	99.2		132.5
Cash and cash equivalents, beginning of year	336.1		440.5
Cash and cash equivalents within assets held for sale, beginning of year	—		—
Restricted cash, included in other assets, beginning of year	3.2		2.8
Less: Restricted cash, included in Other Assets	2.8		3.0

Cash and cash equivalents, end of period	$	435.7	$	572.8

See notes to unaudited Condensed Consolidated Financial Statements.

HUBBELL INCORPORATED-Form 10-Q 6

Back to Contents

Notes to Condensed Consolidated Financial Statements (unaudited)

NOTE 1 Basis of Presentation

The accompanying unaudited Condensed Consolidated Financial Statements of Hubbell Incorporated (“Hubbell”, the “Company”, “registrant”, “we”, “our” or “us”, which references include its divisions and subsidiaries) have been prepared in accordance with generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by United States of America (“U.S.”) GAAP for audited financial statements. In the opinion of management, all adjustments consisting only of normal recurring adjustments considered necessary for a fair statement of the results of the periods presented have been included. Operating results for the nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2024.

The balance sheet at December 31, 2023 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by U.S. GAAP for complete financial statements.

For further information, refer to the consolidated financial statements and footnotes thereto included in the Hubbell Incorporated Annual Report on Form 10-K for the year ended December 31, 2023.

Supplier Finance Program Obligations

In September 2022, the FASB issued ASU 2022-04, “Liabilities - Supplier Finance Programs (Subtopic 405-50: Disclosure of Supplier Finance Program Obligations)”, which the Company adopted in the first quarter of 2023, with the exception of the rollforward information, which was effective for the Company in the first quarter of 2024.

Payment Services Arrangements

The Company has ongoing agreements with financial institutions to facilitate the processing of vendor payables (“Payment Services Arrangements”). Under these agreements, the Company pays the financial institution the stated amount of confirmed invoices from participating suppliers on their original maturity date. The terms of the vendor payables are not affected by vendors participating in these agreements. As a result, the amounts owed are presented as accounts payable in the Company’s Condensed Consolidated Balance Sheet, of which $102.5 million and $101.3 million was outstanding at September 30, 2024 and December 31, 2023, respectively. Either party may terminate the agreements with 30 days written notice. Cash flows under the program are reported in operating activities in the Company’s Condensed Consolidated Statements of Cash Flows. The rollforward of the Company's outstanding obligations confirmed as valid under the Payment Services Arrangements supplier finance program for the nine months ended September 30, 2024, is as follows:



(in millions)	Nine Months Ended September 30, 2024
Confirmed obligations outstanding at the beginning of the period	$	101.3
Invoices confirmed during the period	261.0
Confirmed invoices paid during the period	(259.8)
Confirmed obligations outstanding at the end of the period	$	102.5

HUBBELL INCORPORATED-Form 10-Q 7

Back to Contents

Commercial Card Program

In 2021, the Company entered into an agreement with a financial institution that allows participating suppliers to receive payment for outstanding invoices through a commercial purchasing card sponsored by a financial institution. The Company is required to settle such outstanding invoices through a consolidated payment to the financial institution 15 days after the commercial card billing cycle. The Company receives the benefit of extended payment terms and a rebate from the financial institution. Either party may terminate the agreement with 60 days written notice. The amount outstanding to the financial institution is presented as short-term debt in the Company’s Condensed Consolidated Balance Sheet, of which, $1.7 million and $2.0 million was outstanding at September 30, 2024 and December 31, 2023, respectively. Cash flows under the program are reported in financing activities in the Company’s Condensed Consolidated Statements of Cash Flows. The rollforward of the Company's outstanding obligations confirmed as valid under the commercial card supplier finance program for the nine months ended September 30, 2024, is as follows:



(in millions)	Nine Months Ended September 30, 2024
Confirmed obligations outstanding at the beginning of the period	$	2.0
Invoices confirmed during the period	17.5
Confirmed invoices paid during the period	(17.8)
Confirmed obligations outstanding at the end of the period	$	1.7

Recently Issued Accounting Pronouncements Not Yet Adopted

In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting-Improvements to Reportable Segment Disclosures”, which adds a requirement for public entities to disclose its significant segment expense categories and amounts for each reportable segment for all periods presented. This information is required to be disclosed at both interim and annual periods. In addition, this ASU requires a public entity to disclose the title and position of the Chief Operating Decision Maker (“CODM”) in the consolidated financial statements. Public entities are also required to disclose how the CODM uses each reported measure of segment profit or loss to assess performance and allocate resources to the segments. The ASU is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024. The Company is assessing the impact of adopting this standard on its financial statements.

In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes: Improvements to Income Tax Disclosure”, which enhances the disaggregation of income tax disclosures. The ASU requires public entities on an annual basis to disclose specific categories in the rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold equal to or greater than 5%. Public entities are required to provide an explanation of certain rate reconciling items if not otherwise evident, such as the nature, causes and judgement used to categorize the item. The ASU also requires disclosure of income taxes paid (net of refund received) detailed by federal, state/local and foreign, and amounts paid to individual jurisdictions that are equal to or greater than 5% of total income taxes paid. The ASU is effective for public entities for fiscal years beginning after December 15, 2024 and for interim periods for fiscal years beginning after December 15, 2025. The Company is assessing the impact of adopting this standard on its financial statements.

HUBBELL INCORPORATED-Form 10-Q 8

Back to Contents

NOTE 2 Business Acquisitions and Dispositions

2023 Acquisitions

In the second quarter of 2023, the Company acquired all of the issued and outstanding membership interests of EI Electronics LLC (“EIG”) for a cash purchase price of approximately $60 million, net of cash acquired, subject to customary purchase price adjustments. EIG offers fully integrated energy management and power quality monitoring solutions for the electric utility and commercial and industrial markets. This business is reported in the Utility Solutions segment.

In the fourth quarter of 2023, the Company acquired all of the issued and outstanding shares of Indústria Eletromecânica Balestro Ltda. (“Balestro”) for a cash purchase price of approximately $87 million, net of cash acquired, subject to customary purchase price adjustments. Balestro is a company headquartered in Mogi Mirim, São Paulo, Brazil and designs, manufactures, and delivers top quality products for the electrical utility industry in Brazil and other countries in Latin America, as well as other parts of the world. This business is reported in the Utility Solutions segment.

In the fourth quarter of 2023, the Company acquired Northern Star Holdings, Inc. (“Systems Control”) for approximately $1.1 billion, net of cash acquired, subject to customary purchase price adjustments. Systems Control is a manufacturer of substation control and relay panels, as well as turnkey substation control building solutions. This business is reported in the Utility Solutions segment.

Preliminary Allocation of Consideration Transferred to Net Assets Acquired

The following table presents the updated preliminary determination of the fair values of identifiable assets acquired and liabilities assumed from the Company's 2023 acquisitions. The final determination of the fair value of certain assets and liabilities will be completed within the applicable one year measurement period as required by FASB ASC Topic 805, “Business Combinations.” As the Company finalizes the fair values of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. Fair value estimates are based on a complex series of judgments about future events and uncertainties and rely heavily on estimates and assumptions. The judgments used to determine the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact the Company's results of operations and financial position. The finalization of the purchase accounting assessment may result in a change in the valuation of assets acquired and liabilities assumed and may have a material impact on the Company's results of operations and financial position. The purchase accounting for the EIG and Balestro acquisitions is complete.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the date of acquisition for all of the Company's 2023 acquisitions (in millions):


Accounts receivable	$	71.5
Inventories	85.0
Other current assets	49.6
Property, plant and equipment	31.8
Other non-current assets	2.8
Intangible assets	602.7
Accounts payable	(17.5)
Other accrued liabilities	(85.0)
Deferred tax liabilities, net	(132.7)
Other non-current liabilities	(11.9)
Goodwill	609.5
Total Estimate of Consideration Transferred, Net of Cash Acquired	$	1,205.8

HUBBELL INCORPORATED-Form 10-Q 9

Back to Contents

Dispositions

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 concluded the business met the criteria for classification as held for sale in the fourth quarter of 2023. The residential lighting business was reported within the Electrical Solutions Segment. The transaction closed in the first quarter of 2024 and the Company recorded a pre-tax loss on the sale of $5.3 million, which is recorded within Total other expense in the Company's Condensed Consolidated Statement of Income.

Under the terms of the transaction, Hubbell and the buyer entered into a transition services agreement (“TSA”), pursuant to which the Company agreed to provide certain administrative and operational services for a period of 12 months or less. Income from the TSA for the three and nine months ended September 30, 2024 was $1.6 million and $6.1 million, respectively, and was recorded in Other expense, net in the Condensed Consolidated Statement of Income.

The following table presents balance sheet information of the residential lighting business' assets and liabilities held for sale as of December 31, 2023:


	At December 31,
(in millions)	2023
Cash and cash equivalents	$	—
Accounts receivable, net	29.8
Inventories, net	37.8
Other current assets	2.9
Assets held for sale - current	$	70.5
Property, Plant, and Equipment, net	1.6
Goodwill	63.2
Other Intangible assets, net	6.5
Other long-term assets	20.6
Assets held for sale - non-current	$	91.9
Accounts payable	1.9
Accrued salaries, wages and employee benefits	3.5
Accrued insurance	3.4
Other accrued liabilities	15.8
Liabilities held for sale - current	$	24.6
Other Non-Current Liabilities	17.5
Liabilities held for sale - non-current	$	17.5

HUBBELL INCORPORATED-Form 10-Q 10

Back to Contents

NOTE 3 Revenue

The Company recognizes revenue when performance obligations identified under the terms of contracts with its customers are satisfied, which generally occurs, for products, upon the transfer of control in accordance with the contractual terms and conditions of the sale. The majority of the Company’s revenue associated with products is recognized at a point in time when the product is shipped to the customer, with a relatively small amount of transactions, primarily in the Utility Solutions segment, recognized upon delivery of the product at the destination.

The Company also has performance obligations, primarily within the Utility Solutions segment, that are recognized over time due to the customized nature of the product and the Company's enforceable right to receive payment for work performed to date in the event of a cancellation. The Company uses an input measure to determine the extent of progress towards completion of the performance obligation, which the Company believes best depicts the transfer of control to the customer. Under this method, revenue recognition is primarily based upon the ratio of costs incurred to date compared with estimated total costs to complete.

Revenue from service contracts and post-shipment performance obligations are approximately one percent of total annual consolidated net revenue and those service contracts and post-shipment obligations are primarily within the Utility Solutions segment. Revenue from service contracts and post-shipment performance obligations is recognized when or as those obligations are satisfied. The Company primarily offers assurance-type standard warranties that do not represent separate performance obligations and on occasion will separately offer and price extended warranties that are separate performance obligations for which the associated revenue is recognized over-time based on the extended warranty period. The Company records amounts billed to customers for reimbursement of shipping and handling costs within revenue. Shipping and handling costs associated with outbound freight after control over a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of goods sold. Sales taxes and other usage-based taxes are excluded from revenue.

Certain of our businesses require a portion of the transaction price to be paid in advance of transfer of control. Advance payments are not considered a significant financing component as they are received less than one year before the related performance obligations are satisfied. In addition, in the Utility Solutions segment, certain businesses offer annual maintenance service contracts that require payment at the beginning of the contract period. These payments are treated as a contract liability and are classified in Other accrued liabilities in the Condensed Consolidated Balance Sheets. Once control transfers to the customer and the Company meets the revenue recognition criteria, the deferred revenue is recognized in the Condensed Consolidated Statements of Income. The deferred revenue relating to the annual maintenance service contracts is recognized in the Condensed Consolidated Statements of Income on a straight-line basis over the expected term of the contract.

The following table presents disaggregated revenue by business group. In January 2024, we internally reorganized certain businesses within our Utility Solutions segment, and in July 2024, we internally reorganized certain businesses within our Electrical Solutions segment. Those re-organizations streamline the organization and align the organization to better serve our customers. These changes had no impact to our reportable segments. In conjunction with these changes, prior period amounts have been reclassified to conform to the current organizational structure. In addition, the residential lighting business, included in the Retail and Builder section below, was sold in the first quarter of 2024.


	Three Months Ended September 30,				Nine Months Ended September 30,
in millions	2024		2023		2024		2023
Net sales
Grid Infrastructure	$	654.2	$	569.7	$	1,921.5	$	1,714.5
Grid Automation	278.9		268.2		832.1		735.8
Total Utility Solutions	$	933.1	$	837.9	$	2,753.6	$	2,450.3
Electrical Products	$	232.1	$	231.3	$	708.6	$	682.4
Industrial	277.4		261.0		810.8		749.5
Retail and Builder	—		45.6		21.2		144.9
Total Electrical Solutions	$	509.5	$	537.9	$	1,540.6	$	1,576.8
TOTAL	$	1,442.6	$	1,375.8	$	4,294.2	$	4,027.1

HUBBELL INCORPORATED-Form 10-Q 11

Back to Contents

The following table presents disaggregated revenue by geographic location (on a geographic basis, the Company defines “international” as operations based outside of the United States and its possessions):


	Three Months Ended September 30,				Nine Months Ended September 30,
in millions	2024		2023		2024		2023
Net sales
United States	$	887.0	$	796.5	$	2,619.9	$	2,323.4
International	46.1		41.4		133.7		126.9
Total Utility Solutions	$	933.1	$	837.9	$	2,753.6	$	2,450.3
United States	$	433.5	$	465.7	$	1,315.6	$	1,369.9
International	76.0		72.2		225.0		206.9
Total Electrical Solutions	$	509.5	$	537.9	$	1,540.6	$	1,576.8
TOTAL	$	1,442.6	$	1,375.8	$	4,294.2	$	4,027.1

Contract Balances

Our contract liabilities consist of advance payments for products as well as deferred revenue on service obligations and extended warranties. Deferred revenue is included in Other accrued liabilities in the Condensed Consolidated Balance Sheets.

Contract liabilities were $134.6 million as of September 30, 2024 compared to $118.6 million as of December 31, 2023. The $16.0 million increase in our contract liabilities balance was primarily due to a $89.7 million net increase in current year deferrals primarily due to timing of advance payments on certain orders, partially offset by the recognition of $73.7 million in revenue related to amounts that were recorded in contract liabilities at January 1, 2024. The ending balance of contract assets as of September 30, 2024 and December 31, 2023, was $40.4 million and $41.6 million, respectively, with the decrease being driven by revenue recognized in excess of billings. Impairment losses recognized on our receivables and contract assets were immaterial for the three and nine months ended September 30, 2024.

Unsatisfied Performance Obligations

As of September 30, 2024, the Company had approximately $80 million of unsatisfied performance obligations for contracts with an original expected length of greater than one year, primarily relating to long-term contracts of the Utility Solutions segment to deliver and install meters, metering communications and grid monitoring sensor technology. The Company expects that a majority of the unsatisfied performance obligations will be completed and recognized over the next two years.

HUBBELL INCORPORATED-Form 10-Q 12

Back to Contents

NOTE 4 Segment Information

The Company's reporting segments consist of the Utility Solutions segment and the Electrical Solutions segment. The Utility Solutions segment consists of businesses that design, manufacture, and sell a wide variety of electrical distribution, transmission, substation, and telecommunications products. This includes utility transmission & distribution (T&D) components such as arresters, insulators, connectors, anchors, bushings, enclosures, cutouts and switches. The Utility Solutions segment also offers solutions that serve the utility infrastructure, including smart meters, communications systems, substation control and relay panels, and protection and control devices. The Hubbell Utility Solutions segment supports the electrical distribution, electrical transmission, water, gas distribution, telecommunications, and solar and wind markets. Products are sold to distributors and directly to users such as utilities, telecommunication companies, industrial firms, construction and engineering firms.

The Electrical Solutions segment comprises businesses that sell stock and custom products including standard and special application wiring device products, rough-in electrical products, connector and grounding products, lighting fixtures, components and other electrical equipment. The products are typically used in and around industrial, commercial and institutional facilities by electrical contractors, maintenance personnel, electricians, utilities, and telecommunications companies. In addition, certain of our businesses design and manufacture industrial controls and communication systems used in the non-residential and industrial markets. Many of these products are designed such that they can also be used in harsh and hazardous locations where a potential for fire and explosion exists due to the presence of flammable gases and vapors. Harsh and hazardous products are primarily used in the oil and gas (onshore and offshore) and mining industries. There are also a variety of wiring devices, lighting fixtures and electrical products that have residential and utility applications, including residential products with Internet-of-Things (“IoT”) enabled technologies. These products are primarily sold through electrical and industrial distributors, home centers, retail and hardware outlets, lighting showrooms and residential product oriented internet sites. Special application products are primarily sold through wholesale distributors to contractors, industrial customers and OEMs.

The following table sets forth financial information by reporting segment (in millions):


	Net Sales				Operating Income				Operating Income as a % of Net Sales
	2024		2023		2024		2023		2024		2023
Three Months Ended September 30,
Utility Solutions	$	933.1	$	837.9	$	210.5	$	186.8	22.6	%	22.3	%
Electrical Solutions	509.5		537.9		93.3		89.5		18.3	%	16.6	%
TOTAL	$	1,442.6	$	1,375.8	$	303.8	$	276.3	21.1	%	20.1	%
Nine Months Ended September 30,
Utility Solutions	$	2,753.6	$	2,450.3	$	564.1	$	563.8	20.5	%	23.0	%
Electrical Solutions	1,540.6		1,576.8		269.4		249.1		17.5	%	15.8	%
TOTAL	$	4,294.2	$	4,027.1	$	833.5	$	812.9	19.4	%	20.2	%

HUBBELL INCORPORATED-Form 10-Q 13

Back to Contents

NOTE 5 Inventories, net

Inventories, net consists of the following (in millions):


	September 30, 2024		December 31, 2023
Raw material	$	401.1	$	394.1
Work-in-process	216.4		189.2
Finished goods	394.3		412.1
Subtotal	1,011.8		995.4
Excess of FIFO over LIFO cost basis	(161.8)		(162.5)
TOTAL	$	850.0	$	832.9

HUBBELL INCORPORATED-Form 10-Q 14

Back to Contents

NOTE 6 Goodwill and Other Intangible Assets, net

Changes in the carrying values of goodwill for the nine months ended September 30, 2024, by segment, were as follows (in millions):


	Segment
	Utility Solutions		Electrical Solutions		Total
BALANCE AT DECEMBER 31, 2023	$	1,897.5	$	635.9	$	2,533.4
Prior year acquisitions(1)	(5.2)		—		(5.2)

Foreign currency translation	(6.1)		1.4		(4.7)
BALANCE AT SEPTEMBER 30, 2024	$	1,886.2	$	637.3	$	2,523.5

(1) Refer to Note 2 - Business Acquisitions for additional information.

The carrying value of other intangible assets included in Other intangible assets, net in the Condensed Consolidated Balance Sheets is as follows (in millions):


	September 30, 2024				December 31, 2023
	Gross Amount		Accumulated Amortization		Gross Amount		Accumulated Amortization
Definite-lived:
Patents, tradenames and trademarks	$	233.8	$	(93.1)	$	233.7	$	(84.8)
Customer relationships, developed technology and other	1,511.1		(577.2)		1,513.1		(500.1)
TOTAL DEFINITE-LIVED INTANGIBLES	$	1,744.9	$	(670.3)	$	1,746.8	$	(584.9)
Indefinite-lived:
Tradenames and other	33.8		—		34.1		—
TOTAL OTHER INTANGIBLE ASSETS	$	1,778.7	$	(670.3)	$	1,780.9	$	(584.9)

Amortization expense associated with definite-lived intangible assets was $28.4 million and $18.4 million during the three months ended September 30, 2024 and 2023, respectively, and $85.4 million and $54.3 million during the nine months ended September 30, 2024 and 2023, respectively. Future amortization expense associated with these intangible assets is estimated to be $28.2 million for the remainder of 2024, $95.9 million in 2025, $89.9 million in 2026, $85.5 million in 2027, $82.2 million in 2028, and $78.0 million in 2029. The Company amortizes intangible assets with definite lives using either an accelerated method that reflects the pattern in which economic benefits of the intangible assets are consumed and results in higher amortization in the earlier years of the assets' useful lives, or using a straight line method. Approximately 85% of the gross value of definite-lived intangible assets follow an accelerated amortization method.

The organizational changes described in Note 3 - Revenue resulted in a change in the Company's reporting units within the Electrical Solutions segment. As a result of the change in reporting units, the Company performed an interim goodwill impairment assessment prior to the change, for the reporting units within the Electrical Solutions segment. Because the changes did not affect the Utility Solutions segment, no interim goodwill impairment assessment was required for that segment.

The Company elected to utilize the quantitative goodwill impairment testing process, as permitted in the accounting guidance, by comparing the estimated fair value of the reporting units to their carrying values. If the estimated fair value of a reporting unit exceeds its carrying value, no impairment exists.

Goodwill impairment testing requires judgment, including the identification of reporting units, assigning assets and liabilities to reporting units and determining the fair value of each reporting unit. Significant judgment is required to estimate the fair value of reporting units including estimating future cash flows, determining appropriate discount rates and other assumptions, including assumptions about secular economic and market conditions. The Company uses internal discounted cash flow models to estimate fair value. These cash flow estimates are derived from historical experience, third party end market data, and future long-term business plans and include assumptions of future sales growth, gross margin, operating margin, terminal growth rate, and the application of an appropriate discount rate. Significant changes in these estimates and assumptions could materially affect the determination of fair value and/or goodwill impairment for each reporting unit. The Company believes that its estimated aggregate fair value of its reporting units is reasonable when compared to the Company's market capitalization on the valuation date.

The impairment testing resulted in implied fair values for each reporting unit that significantly exceeded such reporting unit's carrying value, including goodwill. The Company did not have any reporting units with zero or negative carrying amounts.

HUBBELL INCORPORATED-Form 10-Q 15

Back to Contents

NOTE 7 Other Accrued Liabilities

Other accrued liabilities consists of the following (in millions):


	September 30, 2024		December 31, 2023
Customer program incentives	$	46.5	$	57.4
Accrued income taxes	30.6		21.1
Contract liabilities - deferred revenue	127.4		111.5
Customer refund liability	20.3		18.1
Accrued warranties short-term(1)	15.2		15.6
Current operating lease liabilities	34.5		30.6
Other	85.3		110.9
TOTAL	$	359.8	$	365.2

(1) Refer to Note 22 - Guarantees, in the Notes to Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, 2023 for additional information regarding warranties.

NOTE 8 Other Non-Current Liabilities

Other non-current liabilities consists of the following (in millions):


	September 30, 2024		December 31, 2023
Pensions	$	131.1	$	135.0
Other post-retirement benefits	14.4		14.4
Deferred tax liabilities	246.0		240.3
Accrued warranties long-term(1)	24.9		23.6
Non-current operating lease liabilities	125.7		118.8
Other	127.1		128.5
TOTAL	$	669.2	$	660.6

HUBBELL INCORPORATED-Form 10-Q 16

Back to Contents

NOTE 9 Total Equity

A summary of changes in total equity for the three and nine months ended September 30, 2024 and the three and nine months ended September 30, 2023 is provided below (in millions, except per share amounts):


	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total Hubbell Shareholders' Equity		Non- controlling interest
BALANCE AT DECEMBER 31, 2023	$	0.6	$	6.1	$	3,182.7	$	(312.4)	$	2,877.0	$	12.3
Net income	—		—		361.4		—		361.4		2.9
Other comprehensive (loss) income	—		—		—		(26.6)		(26.6)		—
Stock-based compensation	—		18.9		—		—		18.9		—
Acquisition/surrender of common shares(1)	—		(23.1)		(23.9)		—		(47.0)		—
Cash dividends declared ($2.44 per share)	—		—		(131.3)		—		(131.3)		—
Dividends to noncontrolling interest	—		—		—		—		—		(1.5)
Directors deferred compensation	—		0.2		—		—		0.2		—
BALANCE AT JUNE 30, 2024	$	0.6	$	2.1	$	3,388.9	$	(339.0)	$	3,052.6	$	13.7
Net income	—		—		219.4		—		219.4		1.6
Other comprehensive (loss) income	—		—		—		20.0		20.0		—
Stock-based compensation	—		5.3		—		—		5.3		—
Acquisition/surrender of common shares(1)	—		(6.4)		(10.6)		—		(17.0)		—
Cash dividends declared ($1.22 per share)	—		—		(65.5)		—		(65.5)		—
Dividends to noncontrolling interest	—		—		—		—		—		(1.5)
Directors deferred compensation	—		0.2		—		—		0.2		—
BALANCE AT SEPTEMBER 30, 2024	$	0.6	$	1.2	$	3,532.2	$	(319.0)	$	3,215.0	$	13.8

HUBBELL INCORPORATED-Form 10-Q 17

Back to Contents


	Common Stock		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total Hubbell Shareholders' Equity		Non- controlling interest
BALANCE AT DECEMBER 31, 2022	$	0.6	$	—	$	2,705.5	$	(345.2)	$	2,360.9	$	9.7
Net income	—		—		388.7		—		388.7		2.9
Other comprehensive (loss) income	—		—		—		15.8		15.8		—
Stock-based compensation	—		16.1		—		—		16.1		—
Acquisition/surrender of common shares(1)	—		(16.3)		(24.5)		—		(40.8)		—
Cash dividends declared ($2.24 per share)	—		—		(120.2)		—		(120.2)		—
Dividends to noncontrolling interest	—		—		—		—		—		(2.2)
Directors deferred compensation	—		0.2		—		—		0.2		—
BALANCE AT JUNE 30, 2023	$	0.6	$	—	$	2,949.5	$	(329.4)	$	2,620.7	$	10.4
Net income	—		—		200.1		—		200.1		1.9
Other comprehensive (loss) income	—		—		—		(10.8)		(10.8)		—
Stock-based compensation	—		5.5		—		—		5.5		—
Acquisition/surrender of common shares(1)	—		(4.3)		(12.1)		—		(16.4)		—
Cash dividends declared ($1.12 per share)	—		—		(60.2)		—		(60.2)		—
Dividends to noncontrolling interest	—		—		—		—		—		(0.9)
Directors deferred compensation	—		0.2		—		—		0.2		—
BALANCE AT SEPTEMBER 30, 2023	$	0.6	$	1.4	$	3,077.3	$	(340.2)	$	2,739.1	$	11.4

(1) For accounting purposes, the Company treats repurchased shares as constructively retired when acquired and accordingly charges the purchase price against common stock par value, Additional paid-in capital, to the extent available, and Retained earnings. The change in Retained earnings of $34.5 million and $36.6 million in the first nine months of 2024 and 2023, respectively, reflects this accounting treatment.

The detailed components of total comprehensive income are presented in the Condensed Consolidated Statements of Comprehensive Income.

HUBBELL INCORPORATED-Form 10-Q 18

Back to Contents

NOTE 10 Accumulated Other Comprehensive Loss

A summary of the changes in Accumulated other comprehensive loss (net of tax) for the nine months ended September 30, 2024 is provided below (in millions):


(debit) credit	Cash flow hedge gain (loss)		Unrealized gain (loss) on available-for- sale securities		Pension and post retirement benefit plan adjustment		Cumulative translation adjustment		Total
BALANCE AT DECEMBER 31, 2023	$	(0.3)	$	(0.2)	$	(178.4)	$	(133.5)	$	(312.4)
Other comprehensive income (loss) before reclassifications	0.3		0.4		—		(13.2)		(12.5)
Amounts reclassified from accumulated other comprehensive income (loss)	(0.2)		—		6.1		—		5.9
Current period other comprehensive income (loss)	0.1		0.4		6.1		(13.2)		(6.6)
BALANCE AT SEPTEMBER 30, 2024	$	(0.2)	$	0.2	$	(172.3)	$	(146.7)	$	(319.0)

A summary of the gain (loss) reclassifications out of Accumulated other comprehensive loss for the three and nine months ended September 30, 2024 and 2023 is provided below (in millions):


	Three Months Ended September 30,				Nine Months Ended September 30,
Details about Accumulated Other Comprehensive Loss Components	2024		2023		2024		2023		Location of Gain (Loss) Reclassified into Income
Cash flow hedges gain (loss):
Forward exchange contracts	$	—	$	—	$	—	$	—	Net sales
	0.1		0.1		0.3		0.8		Cost of goods sold
	—		—		—		—		Other expense, net
	0.1		0.1		0.3		0.8		Total before tax
	—		—		(0.1)		(0.2)		Tax benefit (expense)
	$	0.1	$	0.1	$	0.2	$	0.6	Gain (loss) net of tax
Amortization of defined benefit pension and post retirement benefit items:
Prior-service costs (a)	$	(0.1)	$	(0.1)	$	(0.3)	$	(0.3)
Actuarial gains (losses) (a)	(2.4)		(2.5)		(7.6)		(7.5)

	(2.5)		(2.6)		(7.9)		(7.8)		Total before tax
	0.6		0.7		1.8		2.5		Tax benefit (expense)
	$	(1.9)	$	(1.9)	$	(6.1)	$	(5.3)	Gain (loss) net of tax










Gains (losses) reclassified into earnings	$	(1.8)	$	(1.8)	$	(5.9)	$	(4.7)	Gain (loss) net of tax

(a) These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 12 - Pension and Other Benefits in the Notes to Condensed Consolidated Financial Statements for additional details).

HUBBELL INCORPORATED-Form 10-Q 19

Back to Contents

NOTE 11 Earnings Per Share

The Company computes earnings per share using the two-class method, which is an earnings allocation formula that determines earnings per share for common stock and participating securities. Service-based and performance-based restricted stock awards granted by the Company are considered participating securities as these awards contain a non-forfeitable right to dividends.

The following table sets forth the computation of earnings per share for the three and nine months ended September 30, 2024 and 2023 (in millions, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Numerator:
Net income attributable to Hubbell Incorporated	$	219.4	$	200.1	$	580.8	$	588.8
Less: Earnings allocated to participating securities	(0.4)		(0.5)		(1.1)		(1.4)
Net income available to common shareholders	$	219.0	$	199.6	$	579.7	$	587.4

Denominator:
Average number of common shares outstanding	53.7		53.6		53.7		53.6
Potential dilutive common shares	0.3		0.4		0.3		0.4
Average number of diluted shares outstanding	54.0		54.0		54.0		54.0

Earnings per share:
Basic earnings per share	$	4.08	$	3.72	$	10.80	$	10.96
Diluted earnings per share	$	4.05	$	3.70	$	10.73	$	10.89

The Company did not have any significant anti-dilutive securities outstanding during the three and nine months ended September 30, 2024 and 2023.

HUBBELL INCORPORATED-Form 10-Q 20

Back to Contents

NOTE 12 Pension and Other Benefits

The following table sets forth the components of net pension and other benefit costs for the three and nine months ended September 30, 2024 and 2023 (in millions):


	Pension Benefits				Other Benefits
	2024		2023		2024		2023
Three Months Ended September 30,
Service cost	$	0.1	$	0.2	$	—	$	—
Interest cost	8.4		8.8		0.2		0.2
Expected return on plan assets	(7.7)		(7.0)		—		—
Amortization of prior service cost	0.1		0.1		—		—
Amortization of actuarial losses (gains)	2.5		2.7		(0.1)		(0.2)

NET PERIODIC BENEFIT COST	$	3.4	$	4.8	$	0.1	$	—
Nine Months Ended September 30,
Service cost	$	0.4	$	0.4	$	—	$	—
Interest cost	25.0		26.3		0.6		0.6
Expected return on plan assets	(23.0)		(21.0)		—		—
Amortization of prior service cost	0.3		0.3		—		—
Amortization of actuarial losses (gains)	7.9		7.9		(0.3)		(0.4)

NET PERIODIC BENEFIT COST	$	10.6	$	13.9	$	0.3	$	0.2

Employer Contributions

The Company made no contributions to its qualified domestic defined benefit pension plan and $1.3 million in contributions to its foreign pension plans during the nine months ended September 30, 2024. Although not required by ERISA and the Internal Revenue Code, the Company may elect to make additional voluntary contributions to its qualified domestic defined benefit pension plan in 2024.

HUBBELL INCORPORATED-Form 10-Q 21

Back to Contents

NOTE 13 Guarantees

The Company records a liability equal to the fair value of guarantees in accordance with the accounting guidance for guarantees. When it is probable that a liability has been incurred and the amount can be reasonably estimated, the Company accrues for costs associated with guarantees. The most likely costs to be incurred are accrued based on an evaluation of currently available facts and, where no amount within a range of estimates is more likely, the minimum is accrued. As of September 30, 2024 and December 31, 2023, the fair value and maximum potential payment related to the Company’s guarantees were not material.

The Company offers product warranties that cover defects on most of its products. These warranties primarily apply to products that are properly installed, maintained and used for their intended purpose. The Company accrues estimated warranty costs at the time of sale. Estimated warranty expenses, recorded in cost of goods sold, are based upon historical information such as past experience, product failure rates, or the estimated number of units to be repaired or replaced. Adjustments are made to the product warranty accrual as claims are incurred, additional information becomes known, or as historical experience indicates.

Changes in the accrual for product warranties during the nine months ended September 30, 2024 and 2023 are set forth below (in millions):


	2024		2023
BALANCE AT JANUARY 1, (a)	$	39.2	$	46.2
Provision	7.7		9.2
Expenditures/payments/other	(6.8)		(8.6)
BALANCE AT SEPTEMBER 30, (a)	$	40.1	$	46.8

(a) Refer to Note 7 – Other Accrued Liabilities and Note 8 – Other Non-Current Liabilities for a breakout of short-term and long-term warranties.

HUBBELL INCORPORATED-Form 10-Q 22

Back to Contents

NOTE 14 Fair Value Measurement

Financial Instruments

Financial instruments which potentially subject the Company to significant concentrations of credit loss risk consist of trade receivables, cash equivalents and investments. The Company grants credit terms in the normal course of business to its customers. Due to the diversity of its product lines, the Company has an extensive customer base, including electrical distributors and wholesalers, electric utilities, equipment manufacturers, electrical contractors, telecommunication companies and retail and hardware outlets. As part of its ongoing procedures, the Company monitors the credit worthiness of its customers. Bad debt write-offs have historically been minimal. The Company places its cash and cash equivalents with financial institutions and limits the amount of exposure in any one institution.

At September 30, 2024, our accounts receivable balance was $894.8 million, net of allowances of $11.4 million. During the nine months ended September 30, 2024, our allowances decreased by approximately $0.2 million.

Investments

At September 30, 2024 and December 31, 2023, the Company had $67.0 million and $65.0 million, respectively, of available-for-sale municipal debt securities. These investments had an amortized cost of $66.8 million and $65.3 million, respectively. No allowance for credit losses related to our available-for-sale debt securities was recorded for the nine months ended September 30, 2024 or September 30, 2023. As of September 30, 2024 and December 31, 2023, the unrealized losses attributable to our available-for-sale debt securities were $0.5 million and $0.6 million, respectively. The fair value of available-for-sale debt securities with unrealized losses was $21.6 million at September 30, 2024 and $34.5 million at December 31, 2023.

The Company also had trading securities of $28.4 million at September 30, 2024 and $23.4 million at December 31, 2023 that are carried on the balance sheet at fair value. Unrealized gains and losses associated with available-for-sale debt securities are reflected in Accumulated other comprehensive loss, net of tax, while unrealized gains and losses associated with trading securities are reflected in the Condensed Consolidated Statement of Income.

Fair value measurements

Fair value is defined as the amount that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The FASB fair value measurement guidance established a fair value hierarchy that prioritizes the inputs used to measure fair value. The three broad levels of the fair value hierarchy are as follows:

Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 – Quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly.

Level 3 – Unobservable inputs for which little or no market data exists, therefore requiring a company to develop its own assumptions.

HUBBELL INCORPORATED-Form 10-Q 23

Back to Contents

The following table shows, by level within the fair value hierarchy, our financial assets and liabilities that are accounted for at fair value on a recurring basis at September 30, 2024 and December 31, 2023 (in millions):


Asset (Liability)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Quoted Prices in Active Markets for Similar Assets (Level 2)		Unobservable inputs for which little or no market data exists (Level 3)		Total
September 30, 2024
Money market funds(a)	$	172.1	$	—	$	—	$	172.1

Available for sale investments	—		67.0		—		67.0
Trading securities	28.4		—		—		28.4
Deferred compensation plan liabilities	(28.4)		—		—		(28.4)
Derivatives:

Forward exchange contracts-(Liabilities)(b)	—		(0.3)		—		(0.3)
TOTAL	$	172.1	$	66.7	$	—	$	238.8

Asset (Liability)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Quoted Prices in Active Markets for Similar Assets (Level 2)		Unobservable inputs for which little or no market data exists (Level 3)		Total
December 31, 2023
Money market funds(a)	$	105.1	$	—	$	—	$	105.1

Available for sale investments	—		65.0		—		65.0
Trading securities	23.4		—		—		23.4
Deferred compensation plan liabilities	(23.4)		—		—		(23.4)
Derivatives:

Forward exchange contracts-(Liabilities)(b)	—		(0.5)		—		(0.5)
TOTAL	$	105.1	$	64.5	$	—	$	169.6

(a) Money market funds are reflected in Cash and cash equivalents in the Condensed Consolidated Balance Sheets.

(b) Forward exchange contracts-(Liabilities) are reflected in Other accrued liabilities in the Condensed Consolidated Balance Sheets.

The methods and assumptions used to estimate the Level 2 fair values were as follows:

Forward exchange contracts – The fair value of forward exchange contracts was based on quoted forward foreign exchange prices at the reporting date.

Available-for-sale municipal bonds classified in Level 2 – The fair value of available-for-sale investments in municipal bonds is based on observable market-based inputs, other than quoted prices in active markets for identical assets.

Deferred compensation plans

The Company offers certain employees the opportunity to participate in non-qualified deferred compensation plans. A participant’s deferrals are invested in a variety of participant-directed debt and equity mutual funds that are classified as trading securities. The Company purchased $4.7 million and $3.4 million of trading securities related to these deferred compensation plans during the nine months ended September 30, 2024 and 2023, respectively. As a result of participant distributions, the Company sold $2.9 million of these trading securities during the nine months ended September 30, 2024 and $2.0 million during the nine months ended September 30, 2023. The unrealized gains and losses associated with these trading securities are directly offset by the changes in the fair value of the underlying deferred compensation plan obligation.

Long Term Debt

As of September 30, 2024 and December 31, 2023, the carrying value of long-term debt, net of unamortized discount and debt issuance costs, including the $15.0 million and $15.0 million, respectively, current portion of the term loan, was $1,655.3 million and $2,038.2 million, respectively. The estimated fair value of the long-term debt as of September 30, 2024 and December 31, 2023 was $1,600.3 million and $1,951.6 million, respectively, using quoted market prices in active markets for similar liabilities (Level 2).

HUBBELL INCORPORATED-Form 10-Q 24

Back to Contents

NOTE 15 Commitments and Contingencies

The Company is subject to various legal proceedings arising in the normal course of its business. These proceedings include claims for damages arising out of use of the Company’s products, intellectual property, workers’ compensation and environmental matters. The Company is self-insured up to specified limits for certain types of claims, including product liability and workers’ compensation, and is fully self-insured for certain other types of claims, including environmental and intellectual property matters. The Company recognizes a liability for any contingency that in management’s judgment is probable of occurrence and can be reasonably estimated. We continually reassess the likelihood of adverse judgments and outcomes in these matters, as well as estimated ranges of possible losses based upon an analysis of each matter which includes advice of outside legal counsel and, if applicable, other experts.

HUBBELL INCORPORATED-Form 10-Q 25

Back to Contents

NOTE 16 Restructuring Costs and Other

In the three and nine months ended September 30, 2024, we incurred costs for restructuring actions initiated in 2024 as well as costs for restructuring actions initiated in prior years. Our restructuring actions are associated with cost reduction efforts that include the consolidation of manufacturing and distribution facilities as well as workforce reductions. Restructuring costs include severance and employee benefits, asset impairments, accelerated depreciation, as well as facility closure, contract termination and certain pension costs that are directly related to restructuring actions. These costs are predominantly settled in cash from our operating activities and are generally settled within one year, with the exception of asset impairments, which are non-cash.

Pre-tax restructuring costs incurred in each of our reporting segments and the location of the costs in the Condensed Consolidated Statements of Income for the three and nine months ended September 30, 2024 and 2023 are as follows (in millions):



	Three Months Ended September 30,
	2024		2023		2024		2023		2024		2023
	Cost of goods sold				Selling & administrative expense				Total
Utility Solutions	$	0.1	$	0.6	$	—	$	—	$	0.1	$	0.6
Electrical Solutions	1.2		0.4		—		0.1		1.2		0.5
Total Pre-Tax Restructuring Costs	$	1.3	$	1.0	$	—	$	0.1	$	1.3	$	1.1



	Nine Months Ended September 30,
	2024		2023		2024		2023		2024		2023
	Cost of goods sold				Selling & administrative expense				Total
Utility Solutions	$	2.7	$	1.9	$	1.6	$	0.2	$	4.3	$	2.1
Electrical Solutions	5.2		1.3		1.5		—		6.7		1.3
Total Pre-Tax Restructuring Costs	$	7.9	$	3.2	$	3.1	$	0.2	$	11.0	$	3.4

The following table summarizes the accrued liabilities for our restructuring actions (in millions):


	Beginning Accrued Restructuring Balance 1/1/24		Pre-tax Restructuring Costs		Utilization and Foreign Exchange		Ending Accrued Restructuring Balance 9/30/24
2024 Restructuring Actions
Severance	$	—	$	9.0	$	(5.4)	$	3.6
Asset write-downs	—		—		—		—
Facility closure and other costs	—		0.6		(0.6)		—
Total 2024 Restructuring Actions	$	—	$	9.6	$	(6.0)	$	3.6
2023 and Prior Restructuring Actions
Severance	$	3.9	$	0.8	$	(3.7)	$	1.0
Asset write-downs	—		—		—		—
Facility closure and other costs	0.1		0.6		(0.7)		—
Total 2023 and Prior Restructuring Actions	$	4.0	$	1.4	$	(4.4)	$	1.0
Total Restructuring Actions	$	4.0	$	11.0	$	(10.4)	$	4.6

HUBBELL INCORPORATED-Form 10-Q 26

Back to Contents

The actual costs incurred and total expected cost in each of our reporting segments of our on-going restructuring actions are as follows (in millions):


	Total expected costs		Costs incurred during 2023		Costs incurred in the first nine months of 2024		Remaining costs at 9/30/2024
2024 Restructuring Actions
Utility Solutions	$	3.8	$	—	$	3.8	$	—
Electrical Solutions	8.4		—		5.8		2.6
Total 2024 Restructuring Actions	$	12.2	$	—	$	9.6	$	2.6
2023 and Prior Restructuring Actions
Utility Solutions	$	4.1	$	2.9	$	0.5	$	0.7
Electrical Solutions	4.3		2.5		0.9		0.9
Total 2023 and Prior Restructuring Actions	$	8.4	$	5.4	$	1.4	$	1.6
Total Restructuring Actions	$	20.6	$	5.4	$	11.0	$	4.2

NOTE 17 Debt and Financing Arrangements

Long-term debt consists of the following (in millions):


	Maturity	September 30, 2024		December 31, 2023
Senior notes at 3.35%	2026	$	399.0	$	398.6
Senior notes at 3.15%	2027	298.5		298.0
Senior notes at 3.50%	2028	447.5		447.0
Senior notes at 2.300%	2031	297.1		296.7
Term loan, net of current portion of $15.0 million and $15.0 million, respectively	2026	198.2		582.9

TOTAL LONG-TERM DEBT(a)		$	1,640.3	$	2,023.2

(a)Long-term debt is presented net of debt issuance costs and unamortized discounts.

Term Loan Agreement

In connection with the December 2023 acquisition of Systems Control, the Company entered into a term loan agreement (the “Term Loan Agreement”) with a syndicate of lenders under which the Company borrowed $600 million on an unsecured basis. Borrowings under the Term Loan Agreement bear interest generally at either the adjusted term SOFR rate plus an applicable margin (determined by a ratings based-grid) or the alternative base rate. Currently the loans bear interest based on the adjusted term SOFR rate, which was 6.5% as of September 30, 2024. The principal amount of borrowings under the Term Loan Agreement amortizes in equal quarterly installments of 2.5% of the original outstanding principal amounts in 2024, 2.5% in 2025, and 5% in 2026, with the remaining outstanding principal amount under the Term Loan Agreement due and payable in full at maturity in December 2026. The Company may make principal payments in excess of the amortization schedule at its discretion. During the nine months ended September 30, 2024 the Company made $386.25 million of principal payments. The sole financial covenant in the Term Loan Agreement requires that total debt not exceed 65% of total capitalization as of the last day of each fiscal quarter of the Company. The Company was in compliance with this covenant as of September 30, 2024.

2021 Credit Facility

The Company has a five-year credit agreement with a syndicate of lenders and JPMorgan Chase, N.A., as administrative agent, that provides a $750 million committed revolving credit facility (the “2021 Credit Facility”). Commitments under the 2021 Credit Facility may be increased to an aggregate amount not to exceed $1.25 billion.

The 2021 Credit Facility contains a financial covenant requiring that, as of the last day of each fiscal quarter, the ratio of total indebtedness to total capitalization shall not be greater than 65%. The Company was in compliance with this covenant as of September 30, 2024. As of September 30, 2024, the 2021 Credit Facility was undrawn.

HUBBELL INCORPORATED-Form 10-Q 27

Back to Contents

Short-Term Debt and Current Portion of Long-Term Debt

The Company had $291.2 million and $117.4 million of short-term debt and current portion of long-term debt outstanding at September 30, 2024 and December 31, 2023, respectively, composed of the following:

$274.0 million of commercial paper borrowings outstanding at September 30, 2024, and $100.0 million of commercial paper borrowings outstanding at December 31, 2023, which was used to fund the Systems Control acquisition.
$15.0 million and $15.0 million of long-term debt classified as current within current liabilities in the Condensed Consolidated Balance Sheets, reflecting maturities within the next 12 months related to borrowing under the Term Loan Agreement at September 30, 2024 and December 31, 2023, respectively.
$2.2 million and $2.4 million of other short-term debt outstanding at September 30, 2024 and December 31, 2023, respectively, which consisted of borrowings to support our international operations in China and amounts outstanding under our commercial card program.

Note 18 Stock-Based Compensation

As of September 30, 2024, the Company had various stock-based awards outstanding which were issued to executives and other key employees. The Company recognizes the grant-date fair value of all stock-based awards to employees over their respective requisite service periods (generally equal to an award’s vesting period), net of estimated forfeitures. A stock-based award is considered vested for expense attribution purposes when the employee’s retention of the award is no longer contingent on providing subsequent service. For those awards that vest immediately upon retirement eligibility, the Company recognizes compensation cost immediately for retirement-eligible individuals or over the period from the grant date to the date retirement eligibility is achieved, if less than the stated vesting period.

The Company’s long-term incentive program for awarding stock-based compensation includes a combination of restricted stock, stock appreciation rights (“SARs”), and performance shares of the Company’s common stock pursuant to the Hubbell Incorporated 2005 Incentive Award Plan as amended and restated (the “Award Plan”). Under the Award Plan, the Company may authorize up to 9.7 million shares of common stock to settle awards of restricted stock, performance shares, or SARs. The Company issues new shares to settle stock-based awards. During the three months ended March 31, 2024, the Company's grant of stock-based awards included restricted stock, SARs and performance shares. There were no material awards granted during the three months ended September 30, 2024.

Each of the compensation arrangements is discussed below.

Restricted Stock

The Company issues various types of restricted stock, of which the restricted stock awards are considered outstanding at the time of grant, as the award holders are entitled to dividends and voting rights. Unvested restricted stock awards are considered participating securities when computing earnings per share. Restricted stock unit award holders are not entitled to dividends or voting rights until settlement. Restricted stock grants are not transferable and are subject to forfeiture in the event of the recipient’s termination of employment prior to vesting.

Restricted Stock Awards Issued to Employees - Service Condition

Restricted stock awards that vest based upon a service condition are expensed on a straight-line basis over the requisite service period. These awards generally vest either in three equal installments on each of the first three anniversaries of the grant date or on the third-year anniversary of the grant date. The fair value of these awards is measured by the average of the high and low trading prices of the Company’s common stock on the most recent trading day immediately preceding the grant date (“measurement date”).

In February 2024, the Company granted 37,817 restricted stock awards with a fair value per share of $352.55.

HUBBELL INCORPORATED-Form 10-Q 28

Back to Contents

Restricted Stock Units Issued to Employees - Service Condition

Restricted stock units that vest based upon a service condition are expensed on a straight-line basis over the requisite service period. These awards generally vest in three equal installments on each of the first three anniversaries of the grant date. The fair value of these awards is measured by the average of the high and low trading prices of the Company’s common stock on the measurement date reduced by the present value of dividends expected to be paid during the requisite service period.

In February 2024, the Company granted 1,773 restricted stock units with a fair value per share of $341.19.

Stock Appreciation Rights

SARs grant the holder the right to receive, once vested, the value in shares of the Company's common stock equal to the positive difference between the grant price, as determined using the mean of the high and low trading prices of the Company’s common stock on the measurement date, and the fair market value of the Company’s common stock on the date of exercise. This amount is payable in shares of the Company’s common stock. SARs vest and become exercisable in three equal installments during the first three years following the grant date and expire ten years from the grant date.

In February 2024, the Company granted 62,908 SAR awards. The fair value of each SAR award was measured using the Black-Scholes option pricing model.

The following table summarizes the weighted-average assumptions used in estimating the fair value of the SARs granted during February 2024:


Grant Date			Expected Dividend Yield			Expected Volatility			Risk Free Interest Rate			Expected Term			Weighted Avg. Grant Date Fair Value of 1 SAR
February 2024			1.6%			25.7%			4.0%			4.8 years			$88.03

The expected dividend yield was calculated by dividing the Company’s expected annual dividend by the average stock price for the past three months. Expected volatilities are based on historical volatilities of the Company’s stock for a period consistent with the expected term. The expected term of SARs granted was based upon historical exercise behavior of SARs. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for the expected term of the award.

Performance Shares

Performance shares represent the right to receive a share of the Company’s common stock subject to the achievement of certain market or performance conditions established by the Company’s Compensation Committee and measured over a three-year period. Partial vesting in these awards may occur after separation from the Company for retirement eligible employees. Shares are not vested until approved by the Company’s Compensation Committee.

Performance Shares - Market Condition

In February 2024, the Company granted 8,736 performance shares that will vest subject to a market condition and service condition through the performance period. The market condition associated with the awards is the Company's total shareholder return (“TSR”) compared to the TSR generated by the companies that comprise the S&P Capital Goods 900 index over a three year performance period. Performance at target will result in vesting and issuance of the number of performance shares granted, equal to 100% payout. Performance below or above target can result in issuance in the range of 0%-200% of the number of shares granted. Expense is recognized irrespective of the market condition being achieved.

The fair value of the performance share awards with a market condition for the 2024 grant was determined based upon a lattice model.

The following table summarizes the related assumptions used to determine the fair values of the performance share awards with a market condition granted during February 2024:


Grant Date			Stock Price on Measurement Date			Dividend Yield			Expected Volatility			Risk Free Interest Rate			Expected Term			Weighted Avg. Grant Date Fair Value
February 2024			$352.55			1.4%			30.6%			4.1%			2.9 years			$483.99

HUBBELL INCORPORATED-Form 10-Q 29

Back to Contents

Expected volatilities are based on historical volatilities of the Company’s and members of the peer group's stock over the expected term of the award. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of the grant for the expected term of the award.

Performance Shares - Performance Condition

In February 2024, the Company granted 17,770 performance shares that will vest subject to an internal Company-based performance condition and service requirement.

Fifty percent of these performance shares granted will vest based on Hubbell’s compounded annual growth rate of Net sales as compared to that of the companies that comprise the S&P Capital Goods 900 index. Fifty percent of these performance shares granted will vest based on achieved operating profit margin performance as compared to internal targets. Each of these performance conditions is measured over the same three-year performance period. The cumulative result of these performance conditions can result in a number of shares earned in the range of 0%-200% of the target number of shares granted.

The fair value of the award is measured based upon the average of the high and low trading prices of the Company's common stock on the measurement date reduced by the present value of dividends expected to be paid during the requisite service period. The Company expenses these awards on a straight-line basis over the requisite service period and based on an assessment of the performance achieved to date. The weighted average fair value per share was $341.19 for the awards granted during February 2024.


Grant Date			Fair Value			Performance Period						Payout Range
February 2024			$341.19			Jan 2024 - Dec 2026						0%-200%

HUBBELL INCORPORATED-Form 10-Q 30

Back to Contents

Previous: Cover and table of contents · Next: Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations