NEW BRITAIN, Conn.,
Oct. 12, 2016 /PRNewswire/
-- Stanley Black & Decker (NYSE: SWK), an S&P
500 global diversified industrial company, announced today that it
has entered into a definitive agreement to acquire the Tools
business of Newell Brands ("Newell
Tools"), which includes the highly attractive industrial cutting,
hand tool and power tool accessory brands Irwin® and Lenox®, for
$1.95 billion in cash.
Newell Tools is an industry leader with an array of strong
brands and products that are highly complementary to Stanley Black & Decker. With LTM
revenues of approximately $760
million, and low to mid-single digit average sales growth
since 2011, Newell Tools is well-positioned to enhance the
offerings and broaden the reach of Stanley
Black & Decker's global tools and storage
business. Newell Tools operates a global manufacturing
footprint, maintains strong distribution relationships in its
served markets, and has more than 2,500 employees around the
world.
Stanley Black & Decker's
President and Chief Executive Officer, James M. Loree commented, "Newell Tools is an
important step in our quest to further strengthen our presence in
the global tools industry. The addition of the iconic Lenox®
brand and very strong Irwin® brand, as well as their associated
power tool accessory and hand tool products, opens up exciting new
sources of global growth in similar ways, albeit on a smaller
scale, to what Black + Decker did in recent years. Thus,
the acquisition of Newell Tools, our first major acquisition since
2013, will provide both a source of inorganic growth in year one
and an organic boost thereafter. SFS 2.0, our operating
system, with its growth enhancing elements of digital excellence,
commercial excellence and breakthrough innovation will also be
deployed to rev up organic growth. This transaction, with our
multi-faceted approach to revenue expansion, is entirely consistent
with our strategy of driving above-market growth in a low growth
world."
Stanley Black & Decker
expects the transaction to result in annual cost synergies of
approximately $80 - $90 million by
year three. The purchase price of $1.95 billion represents a LTM EBITDA multiple of
approximately 13x (approximately 8x post-synergies). The
acquisition is expected to be approximately $0.15 accretive to earnings per share (EPS) in
year one post-closing (increasing to approximately $0.50 per share by year three), excluding
approximately $125 to $140 million of
restructuring and other deal related costs and approximately
$40 million of non-cash inventory
step-up charges, which in the aggregate will largely be incurred
during years one and two. The Company expects to fund the
acquisition with a combination of available cash and debt.
The transaction, which is subject to customary closing
conditions, including regulatory approvals, is expected to close in
the first half of 2017.
The Company will host a conference call with investors today,
Wednesday, October 12, 2016 at
11:00 am EDT. A presentation which
will accompany the call will be available at
www.stanleyblackanddecker.com and will remain available after the
call.
The call will be accessible by telephone at 1 (877) 930-8285 and
from outside the U.S. at 1 (253) 336-8297 (Conference ID 96141607);
also, via the Internet at www.stanleyblackanddecker.com. To listen,
please go to the web site at least fifteen minutes early to
register, download and install any necessary audio software. A
replay will also be available two hours after the call and can be
accessed at (855) 859-2056 or (404) 537-3406 by entering the
Conference identification number 96141607. The replay will also be
available as a podcast within 24 hours and can be accessed on our
website and via iTunes.
Stanley Black & Decker, an
S&P 500 company, is a diversified global provider of hand
tools, power tools and related accessories, mechanical access
solutions and electronic security solutions, healthcare solutions,
engineered fastening systems, and more. Learn more at
www.stanleyblackanddecker.com.
Newell Tools is a leader in the hand tools and power tool
accessories space providing premium high-quality products to the
tradesmen and professionals who build and maintain the world's
infrastructure. Learn more at www.newellbrands.com.
Contact:
|
Greg
Waybright
|
|
Vice President,
Investor & Government Relations
|
|
greg.waybright@sbdinc.com
|
|
(860)
827-3833
|
Cautionary Note Regarding Forward-Looking Statements
Stanley Black & Decker makes
forward-looking statements in this press release which represent
its expectations or beliefs about future events and financial
performance. Forward-looking statements are identifiable by words
such as "believe," "anticipate," "expect," "intend," "plan,"
"will," "may" and other similar expressions. In addition, any
statements that refer to expectations, projections or other
characterizations of future events or circumstances are
forward-looking statements. Forward looking statements made in this
press release, include, but are not limited to, statements
concerning: the consummation of the acquisition; Newell Tools' business complementing and
expanding Stanley Black &
Decker's existing operations; cost savings and synergies and
revenue synergies; and accretion to earnings per share.
You are cautioned not to place undue reliance on these
forward-looking statements. These forward-looking statements are
not guarantees of future events and involve risks, uncertainties
and other known and unknown factors that may cause actual results
and performance to be materially different from any future results
or performance expressed or implied by such forward-looking
statements, including, but not limited to, the failure to
consummate, or a delay in the consummation of, the transaction for
various reasons; failure to successfully integrate the Newell Tools
business and achieve expected cost and revenue synergies; or the
acquisition-related charges being greater than anticipated.
Forward-looking statements made herein are also subject to risks
and uncertainties, described in: Stanley
Black & Decker's 2015 Annual Report on Form 10-K, its
subsequently filed Quarterly Reports on Form 10-Q; and other
filings Stanley Black & Decker
makes with the Securities and Exchange Commission. In addition,
actual results could differ materially from those suggested by the
forward-looking statements, and therefore you should not place
undue reliance on the forward-looking statements. Stanley Black & Decker makes no commitment
to revise or update any forward-looking statements to reflect
events or circumstances occurring or existing after the date of any
forward-looking statement.
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