Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - STANLEY BLACK & DECKER, INC. | newellexhibit991.htm |
| 8-K - 8-K - STANLEY BLACK & DECKER, INC. | newell8-kdocument.htm |
Acquisition of
Newell Tools
OCTOBER 12, 2016
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Cautionary Statements
Stanley Black & Decker makes forward-looking statements in this presentation 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 presentation, 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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Executive Summary
• Adds World Class Brands Irwin® & Lenox® To Stanley Black & Decker’s Stellar Brand Portfolio
• Significantly Increases Power Tool Accessories Business And Expands Footprint In Plumbing & Electrical
Trades
• Highly Synergistic Transaction With Identified Annual Cost Synergies Of ~$80 - $90M By Year Three And
Strong Revenue Synergy Potential
• Purchase Price Of $1.95B In Cash | LTM Revenue Of ~$760M | LTM EBITDA ~$150M
Stanley Black & Decker To Acquire Newell Tools, A Highly Strategic & Synergistic Transaction…
…That Aligns With Our Strategic Growth Framework
Acquisition Criteria:
• Strategic Fit
• Organizational Capacity
• Financial Evaluation
» 15% + OM | Organic Growth Consistent With Company Targets
» Accretive Year 1 Excluding Charges
» Achieves CFROI Targets
» Value Creation Opportunity > Share Repurchase
• One-Time Charges Associated With Acquisitions Will Likely
Exceed ~$50M Annual Restructuring Expectation
• ~ 50% Of Free Cash Flow Will Be Deployed Toward Acquisitions
- Expect A Moderate Pace Going Forward
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Acquisitive Growth / Financial Framework
Active Pipeline For Potential Acquisition Targets…
…Acquisitions Remain An Important Element Of Growth Formula
Engineered Fastening
Infrastructure
Tool Industry
Acquisitive Growth Areas
Product & Regional Sales Mix
Primary Brands
Company Overview
• ~$760M Manufacturer Of Hand Tools & Power Tool Accessories
• Global Footprint With Majority Of Sales In North America
• Diverse & Complementary Product Line
• Strong Presence In Electrical & Plumbing Trades
Newell Tools: Overview
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Highly Attractive Asset – Strong Brands, Complementary Products, New Channels
N. America
60% APAC
11%
LAG
15%
EMEA
14%
Drilling
25%
Bandsaw
18%Linear
Edge
20%
Other HTs 7%
Cutting / Circ
Saw 12%
Pliers &
Holding
18%
~60% Of Revenue ~40% Of Revenue
Newell Tools: Brand Summary & Sample Products
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~60%* ~40%*
Hand Tools
~5%*
Accessories
~35%*
Hand Tools
~33%*
Accessories
~27%*
*Represents Percent Of Consolidated Revenue
Saw Blades, Metal & Wood Drilling
Accessories
Pliers, Holding & Clamping Tools, & Saws
Band Saw Blades, Hole Saws & Linear
Edge Cutting Accessories
Hand Saws, Snips &
Screwdrivers
Acquisition Summary
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Transaction Details Financial Information
Newell Tools Overview
• Currently Owned By Newell Brands
• Leading Global Provider Of Premium Industrial Cutting, Hand Tools & Power Tool
Accessories
• Rich History Dating Back To 1884 (Irwin® & Lenox® Brands Acquired In 2002/2003)
• LTM Revenues Of ~$760M And LTM EBITDA Of ~$150M
EPS Accretion (Ex. 1-Time Charges) & CFROI
• EPS Accretion: Year 1 ~$0.15 | Year 3 ~$0.50
• CFROI: ~12% By Year 5
Timing
• Subject To Customary Closing Conditions, Including Regulatory Approval
• Transaction Expected To Close In First Half Of 2017
Acquisition Related Charges
• ~$125 - $140M Restructuring And Other 1-Time
Charges, Primarily Incurred In Years 1 & 2
• Inventory Step-Up Of ~$40M
• Annual Intangible Amortization ~$50M
Deal Structure & Purchase Price
• 100% Acquisition | Mix Of Stock And Asset
Purchase
• $1.95B Cash Purchase Price
Synergies
• ~$80 - $90M Of Total Annual Cost Synergies
• Realized By Year 3
Strategic Rationale
• Expand Leadership Position In Global Tools & Storage Industry | Leverage Industry
Expertise To Drive Cost & Revenue Synergy Opportunities
• Strong Global Brand Presences: Irwin® & Lenox®
• Complementary Product Lines With Emphasis In Hand Tools & Power Tool Accessories
Synergy Overview
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Footprint Consolidation & Overhead Reductions
Rationalizing Manufacturing & Distribution Logistics
Annual Synergies: ~$20M
Other Operation Synergies
Leveraging Insourcing & Material Purchase Opportunities
Annual Synergies: ~$10M
Retail Channel
Partner Programs & Portfolio Management
MiUSA Expansion
Industrial Channel
Expand Product Distribution Points
Leverage Irwin®| Lenox® Mobile Conversion Program
Functional Efficiencies
Optimizing Teams, Systems & Discretionary Spend
Annual Synergies: ~$50 - $60M
Brand & Product Expansion
Lenox® Power Tools
DEWALT® & Stanley Accessories
Lenox® & Irwin® Storage
Significant Annual Cost Synergies Identified Of ~$80 - $90M…
…Leveraging Brands, Channels & Service Level Improvements Presents Meaningful Revenue Synergy Opportunities
Identified Annual Cost Synergies Potential Revenue Opportunities
Geographic Expansion
Summary
Enhances Existing Strong Brand Portfolio With Addition Of Irwin® & Lenox® Brands
Increases Global Cross-Branding Opportunities For Tools & Storage Business
Acquisition Consistent With Longstanding Growth Framework To Enhance Leadership
Position Within Tools Industry
EPS Accretion, Ex-Charges, Of ~$0.15 Per Share Expected In Year One
And ~$0.50 Per Share In Year Three
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THANK YOU!