2008 Annual Report - Hubbell Wiring Device-Kellems

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PART IVItem 15.Exhibits and Financial Statement Schedule1. Financial Statements and ScheduleFinancial statements and schedule listed in the Index to Financial Statements and Schedule are filed as part ofthis Annual Report on Form 10-K.2. ExhibitsNumberDescription3a Restated Certificate of Incorporation, as amended and restated as of September 23, 2003. Exhibit 3aof the registrant’s report on Form 10-Q for the third quarter (ended September 30), 2003, and filedon November 10, 2003, is incorporated by reference.3b By-Laws, Hubbell Incorporated, as amended on December 2, 2008. Exhibit 3.1 of the registrant’sreport on Form 8-K dated and filed December 4, 2008, is incorporated by reference.4b Senior Indenture, dated as of September 15, 1995, between Hubbell Incorporated and JPMorganChase Bank (formerly known as The Chase Manhattan Bank and Chemical Bank), as trustee.Exhibit 4a of the registrant’s registration statement on Form S-4 filed June 18, 2002, is incorporatedby reference.4c Specimen Certificate of 6.375% Notes due 2012. Exhibit 4b of the registrant’s registration statementon Form S-4 filed June 18, 2002, is incorporated by reference.4d Specimen Certificate of registered 6.375% Notes due 2012. Exhibit 4c of the registrant’s registrationstatement on Form S-4 filed June 18, 2002, is incorporated by reference.4e Registration Rights Agreement, dated as of May 15, 2002, among Hubbell Incorporated andJ.P. Morgan Securities, Inc., BNY Capital Markets, Inc., Deutsche Bank Securities Inc., First UnionSecurities, Inc., Morgan Stanley & Co. Incorporated and Salomon Smith Barney Inc. as the InitialPurchasers. Exhibit 4d of the registrant’s registration statement on Form S-4 filed June 18, 2002, isincorporated by reference.4f First Supplemental Indenture, dated as of June 2, 2008, between Hubbell Incorporated and The Bankof New York Trust Company, N.A. (as successor to JPMorgan Chase Bank, N.A., The ChaseManhattan Bank and Chemical Bank), as trustee, including the form of 5.95% Senior Notes due2018. Exhibit 4.2 of the registrant’s report on Form 8-K filed on June 2, 2008, is incorporated byreference.4g Amended and Restated Rights Agreement, dated as of December 17, 2008, between HubbellIncorporated and Mellon Investor Services LLC (successor to ChaseMellon Shareholder Services,L.L.C.), as Rights Agent. Exhibit 4.1 of the registrant’s report on Form 8-K filed on December 17,2008, is incorporated by reference.10a† Hubbell Incorporated Supplemental Executive Retirement Plan, as amended and restated effectiveJanuary 1, 2005. Exhibit 10a of the registrant’s report on Form 10-Q for the third quarter (endedSeptember 30), 2007, filed October 26, 2007, is incorporated by reference.10b(1)† Hubbell Incorporated Stock Option Plan for Key Employees, as amended and restated effectiveMay 5, 2003.(i) Exhibit 10b(1) of the registrant’s report on Form 10-Q for the second quarter (endedJune 30), 2003, filed August 12, 2003, is incorporated by reference; (ii) Amendment, dated June 9,2004, filed as Exhibit 10ee of the registrant’s report on Form 10-Q for the second quarter (endedJune 30), 2004, filed August 5, 2004, is incorporated by reference.10b(2)† Amendment, dated September 21, 2006, to the Hubbell Incorporated Stock Option Plan for KeyEmployees. Exhibit 10.1 of the registrant’s report on Form 10-Q for the third quarter (endedSeptember 30), 2006, filed on November 7, 2006 is incorporated by reference.10f Hubbell Incorporated Deferred Compensation Plan for Directors, as amended and restated effectiveJanuary 1, 2005, as amended December 4, 2007.10f(1)* Amendment, dated December 10, 2008, to the Hubbell Incorporated Deferred Compensation Plan forDirectors.78
NumberDescription10h† Hubbell Incorporated Key Man Supplemental Medical Insurance, as amended and restated effectiveJanuary 1, 2005. Exhibit 10h of the registrant’s report on Form 10-Q for the third quarter (endedSeptember 30), 2007, filed October 26, 2007, is incorporated by reference.10i Hubbell Incorporated Retirement Plan for Directors, as amended and restated effective January 1,2005. Exhibit 10i of the registrant’s report on Form 10-Q for the third quarter (ended September 30),2007, filed October 26, 2007, is incorporated by reference.10o† Hubbell Incorporated Policy for Providing Severance Payments to Key Managers, as amended andrestated effective September 12, 2007. Exhibit 10o of the registrant’s report on Form 10-Q for thethird quarter (ended September 30), 2007, filed on October 26, 2007, is incorporated by reference.10p† Hubbell Incorporated Senior Executive Incentive Compensation Plan, effective January 1, 1996.Exhibit C of the registrant’s proxy statement, dated March 22, 1996 and filed on March 27, 1996, isincorporated by reference.10.1† Amended and Restated Continuity Agreement, dated as of November 1, 2007, between HubbellIncorporated and Timothy H. Powers. Exhibit 10.1 of the registrant’s report on Form 10-K for theyear 2007, filed on February 28, 2008, is incorporated by reference.10.3† Amended and Restated Continuity Agreement, dated as of November 1, 2007, between HubbellIncorporated and Scott H. Muse. Exhibit 10.3 of the registrant’s report on Form 10-K for the year2007, filed on February 28, 2008, is incorporated by reference.10u† Amended and Restated Continuity Agreement, dated as of November 1, 2007, between HubbellIncorporated and Richard W. Davies. Exhibit 10.u of the registrant’s report on Form 10-K for theyear 2007, filed on February 28, 2008, is incorporated by reference.10v† Amended and Restated Continuity Agreement, dated as of November 1, 2007, between HubbellIncorporated and James H. Biggart. Exhibit 10.v of the registrant’s report on Form 10-K for the year2007, filed on February 28, 2008, is incorporated by reference.10w† Hubbell Incorporated Top Hat Restoration Plan, as amended and restated effective January 1, 2005.Exhibit 10w of the registrant’s report on Form 10-Q for the third quarter (ended September 30),2007 filed October 26, 2007, is incorporated by reference.10z† Hubbell Incorporated Incentive Compensation Plan, adopted effective January 1, 2002. Exhibit 10zof the registrant’s report on Form 10-K for the year 2001, filed on March 19, 2002, is incorporatedby reference.10aa† Amended and Restated Continuity Agreement, dated as of November 1, 2007, between HubbellIncorporated and W. Robert Murphy. Exhibit 10.aa of the registrant’s report on Form 10-K for theyear 2007, filed on February 28, 2008, is incorporated by reference.10cc† Amended and Restated Continuity Agreement, dated as of November 1, 2007, between HubbellIncorporated and Gary N. Amato. Exhibit 10.cc of the registrant’s report on Form 10-K for the year2007, filed on February 28, 2008, is incorporated by reference.10.9† Grantor Trust for Senior Management Plans Trust Agreement, dated as of March 14, 2005, betweenHubbell Incorporated and The Bank of New York, as Trustee. Exhibit 10.9 of the registrant’s reporton Form 8-K dated and filed March 15, 2005, is incorporated by reference.10.9.1† First Amendment, dated as of January 1, 2005, to the Hubbell Incorporated Grantor Trust for SeniorManagement Plans Trust Agreement. Exhibit 10.9.1 of the registrant’s report on Form 10-K for theyear 2007, filed on February 28, 2008, is incorporated by reference.10.10† Grantor Trust for Non-Employee Director Plans Trust Agreement, dated as of March 14, 2005,between Hubbell Incorporated and The Bank of New York. Exhibit 10.10 of the registrant’s reporton Form 8-K dated and filed March 15, 2005, is incorporated by reference.10.10.1† First Amendment, dated as of January 1, 2005, to the Hubbell Incorporated Grantor Trust for Non-Employee Director Plans Trust Agreement. Exhibit 10.10.1 of the registrant’s report on Form 10-Kfor the year 2007, filed on February 28, 2008, is incorporated by reference.10.ee† Hubbell Incorporated 2005 Incentive Award Plan. Exhibit B of the registrant’s proxy statement,dated as of March 16, 2005, is incorporated by reference.79
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P O S I T I O N E D F O R T O D A Y
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2008 SALESby Segmentby GeographyPow
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The success of “today” position
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POSITIONED FOR TODAYby consistently
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POWER SEGMENTBrand recognition and
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DRIVINGPERFORMANCETHROUGHPRODUCTIVI
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KURT VERSEN INC,ACQUIRED IN JANUARY
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13THE LIGHTING SOLUTIONSLAB AT HUBB
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THE FUTURE ISELECTRIC WITHOPPORTUNI
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OFFSHORE OIL RIGS AREJUST ONE OF MA
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HUBBELL INCORPORATEDANNUAL REPORT O
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The Company’s annual report on Fo
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Commercial/Institutional and Indust
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Haefely Test, AG based in Switzerla
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A global recession and continued wo
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Item 2. PropertiesHubbell’s manuf
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Name. Age(1) Present Position Busin
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Purchases of Equity SecuritiesIn Fe
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Item 6.Selected Financial DataThe f
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• Revenue GrowthOrganic Growth. I
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the 2007 rate related to the closin
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one in 2007 as well as a higher amo
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management, production planning and
Page 49 and 50: Although these facilities are not t
Page 51 and 52: offer retiree medical benefits to a
Page 53 and 54: overhead, maintenance and training
Page 55 and 56: • Changes in strategy, economic c
Page 57 and 58: Item 8.Financial Statements and Sup
Page 59 and 60: REPORT OF INDEPENDENT REGISTERED PU
Page 61 and 62: HUBBELL INCORPORATED AND SUBSIDIARI
Page 65 and 66: Foreign Currency TranslationThe ass
Page 67 and 68: measurement attribute for the finan
Page 81 and 82: Note 12 — DebtHUBBELL INCORPORATE
Page 87 and 88: Note 17 — Capital StockHUBBELL IN
Page 93 and 94: computation of earnings per dilutiv
Page 95 and 96: Industry Segment DataHUBBELL INCORP
Page 99: Item 11.Item 12.Executive Compensat
Page 103 and 104: NumberDescription31.1* Certificatio
Page 105 and 106: Schedule IIHUBBELL INCORPORATED AND
Page 107 and 108: Exhibit 31.1I, Timothy H. Powers, c
Page 109 and 110: Exhibit 32.1CERTIFICATION PURSUANT
Page 111 and 112: BOARD OF DIRECTORSE. RICHARD BROOKS
Page 113 and 114: CORPORATEOFFICERSTIMOTHY H. POWERSC
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2008 Annual Report - Hubbell Wiring Device-Kellems

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