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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Stanley Black and Decker Inc | NYSE:SWK | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.67 | 0.75% | 89.50 | 90.36 | 88.71 | 88.99 | 1,484,232 | 00:47:35 |
þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
STANLEY BLACK & DECKER, INC.
|
CONNECTICUT
|
|
06-0548860
|
(STATE OR OTHER JURISDICTION OF
INCORPORATION OR ORGANIZATION)
|
|
(I.R.S. EMPLOYER
IDENTIFICATION NUMBER)
|
|
|
|
|
|
|
1000 STANLEY DRIVE
NEW BRITAIN, CONNECTICUT
|
|
06053
|
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
|
|
(ZIP CODE)
|
(860) 225-5111
|
|
|
|
Year-to-Date
|
||||||
|
2017
|
|
2016
|
||||
Net Sales
|
$
|
2,805.6
|
|
|
$
|
2,672.1
|
|
Costs and Expenses
|
|
|
|
||||
Cost of sales
|
$
|
1,740.3
|
|
|
$
|
1,694.5
|
|
Selling, general and administrative
|
676.5
|
|
|
620.4
|
|
||
Provision for doubtful accounts
|
8.2
|
|
|
7.4
|
|
||
Other, net
|
106.2
|
|
|
46.2
|
|
||
Gain on sales of businesses
|
(269.2
|
)
|
|
—
|
|
||
Pension settlement
|
12.5
|
|
|
—
|
|
||
Restructuring charges
|
15.8
|
|
|
8.0
|
|
||
Interest expense
|
51.3
|
|
|
47.3
|
|
||
Interest income
|
(8.6
|
)
|
|
(5.8
|
)
|
||
|
$
|
2,333.0
|
|
|
$
|
2,418.0
|
|
Earnings before income taxes
|
472.6
|
|
|
254.1
|
|
||
Income taxes
|
79.5
|
|
|
65.5
|
|
||
Net earnings
|
$
|
393.1
|
|
|
$
|
188.6
|
|
Less: Net loss attributable to non-controlling interests
|
—
|
|
|
(0.8
|
)
|
||
Net Earnings Attributable to Common Shareowners
|
$
|
393.1
|
|
|
$
|
189.4
|
|
Total Comprehensive Income Attributable to Common Shareowners
|
$
|
506.6
|
|
|
$
|
269.2
|
|
Earnings per share of common stock:
|
|
|
|
||||
Basic
|
$
|
2.63
|
|
|
$
|
1.30
|
|
Diluted
|
$
|
2.59
|
|
|
$
|
1.28
|
|
Dividends per share of common stock
|
$
|
0.58
|
|
|
$
|
0.55
|
|
Weighted-Average Shares Outstanding (in thousands):
|
|
|
|
||||
Basic
|
149,208
|
|
|
145,870
|
|
||
Diluted
|
151,526
|
|
|
147,619
|
|
|
April 1,
2017 |
|
December 31,
2016 |
||||
ASSETS
|
|
|
|
||||
Current Assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
378.0
|
|
|
$
|
1,131.8
|
|
Accounts and notes receivable, net
|
1,728.0
|
|
|
1,302.8
|
|
||
Inventories, net
|
1,976.7
|
|
|
1,478.0
|
|
||
Assets held for sale
|
—
|
|
|
523.4
|
|
||
Other current assets
|
285.6
|
|
|
352.5
|
|
||
Total Current Assets
|
4,368.3
|
|
|
4,788.5
|
|
||
Property, Plant and Equipment, net
|
1,538.3
|
|
|
1,451.2
|
|
||
Goodwill
|
8,364.2
|
|
|
6,694.0
|
|
||
Intangibles, net
|
3,603.3
|
|
|
2,299.5
|
|
||
Other Assets
|
788.0
|
|
|
401.7
|
|
||
Total Assets
|
$
|
18,662.1
|
|
|
$
|
15,634.9
|
|
LIABILITIES AND SHAREOWNERS' EQUITY
|
|
|
|
||||
Current Liabilities
|
|
|
|
||||
Short-term borrowings
|
$
|
1,159.3
|
|
|
$
|
4.3
|
|
Current maturities of long-term debt
|
8.1
|
|
|
7.8
|
|
||
Accounts payable
|
1,928.8
|
|
|
1,640.4
|
|
||
Accrued expenses
|
1,118.2
|
|
|
1,101.5
|
|
||
Liabilities held for sale
|
—
|
|
|
53.5
|
|
||
Total Current Liabilities
|
4,214.4
|
|
|
2,807.5
|
|
||
Long-Term Debt
|
3,815.6
|
|
|
3,815.3
|
|
||
Deferred Taxes
|
1,174.8
|
|
|
735.4
|
|
||
Post-Retirement Benefits
|
637.6
|
|
|
644.3
|
|
||
Other Liabilities
|
2,001.6
|
|
|
1,258.8
|
|
||
Commitments and Contingencies (
Note R
)
|
|
|
|
|
|
||
Shareowners’ Equity
|
|
|
|
||||
Stanley Black & Decker, Inc. Shareowners’ Equity
|
|
|
|
||||
Preferred stock, without par value:
Authorized and unissued 10,000,000 shares
|
—
|
|
|
—
|
|
||
Common stock, par value $2.50 per share:
Authorized 300,000,000 shares in 2017 and 2016 Issued 176,902,738 shares in 2017 and 2016 |
442.3
|
|
|
442.3
|
|
||
Retained earnings
|
5,433.8
|
|
|
5,127.3
|
|
||
Additional paid in capital
|
4,767.7
|
|
|
4,774.4
|
|
||
Accumulated other comprehensive loss
|
(1,807.7
|
)
|
|
(1,921.2
|
)
|
||
ESOP
|
(22.3
|
)
|
|
(25.9
|
)
|
||
|
8,813.8
|
|
|
8,396.9
|
|
||
Less: cost of common stock in treasury
|
(2,002.3
|
)
|
|
(2,029.9
|
)
|
||
Stanley Black & Decker, Inc. Shareowners’ Equity
|
6,811.5
|
|
|
6,367.0
|
|
||
Non-controlling interests
|
6.6
|
|
|
6.6
|
|
||
Total Shareowners’ Equity
|
6,818.1
|
|
|
6,373.6
|
|
||
Total Liabilities and Shareowners’ Equity
|
$
|
18,662.1
|
|
|
$
|
15,634.9
|
|
|
Year-to-Date
|
||||||
|
2017
|
|
2016
|
||||
OPERATING ACTIVITIES
|
|
|
|
||||
Net Earnings Attributable to Common Shareowners
|
$
|
393.1
|
|
|
$
|
189.4
|
|
Adjustments to reconcile net earnings to cash used in operating activities:
|
|
|
|
||||
Depreciation and amortization of property, plant and equipment
|
67.8
|
|
|
64.2
|
|
||
Amortization of intangibles
|
33.7
|
|
|
35.9
|
|
||
Pre-tax gain on sales of businesses
|
(269.2
|
)
|
|
—
|
|
||
Changes in working capital
|
(410.2
|
)
|
|
(268.0
|
)
|
||
Changes in other assets and liabilities
|
39.2
|
|
|
(114.6
|
)
|
||
Cash used in operating activities
|
(145.6
|
)
|
|
(93.1
|
)
|
||
INVESTING ACTIVITIES
|
|
|
|
||||
Capital and software expenditures
|
(64.7
|
)
|
|
(64.9
|
)
|
||
Business acquisitions, net of cash acquired
|
(2,435.4
|
)
|
|
(13.0
|
)
|
||
Proceeds from sales of assets
|
19.3
|
|
|
2.1
|
|
||
Proceeds from sales of businesses
|
744.8
|
|
|
—
|
|
||
Proceeds (payments) from net investment hedge settlements
|
20.7
|
|
|
(2.4
|
)
|
||
Other
|
(3.8
|
)
|
|
(3.5
|
)
|
||
Cash used in investing activities
|
(1,719.1
|
)
|
|
(81.7
|
)
|
||
FINANCING ACTIVITIES
|
|
|
|
||||
Stock purchase contract fees
|
—
|
|
|
(3.5
|
)
|
||
Net short-term borrowings
|
1,156.7
|
|
|
481.2
|
|
||
Cash dividends on common stock
|
(86.7
|
)
|
|
(79.6
|
)
|
||
Proceeds from issuances of common stock
|
17.3
|
|
|
8.5
|
|
||
Purchases of common stock for treasury
|
(13.5
|
)
|
|
(361.4
|
)
|
||
Other
|
(1.0
|
)
|
|
(0.7
|
)
|
||
Cash provided by financing activities
|
1,072.8
|
|
|
44.5
|
|
||
Effect of exchange rate changes on cash and cash equivalents
|
38.1
|
|
|
17.1
|
|
||
Change in cash and cash equivalents
|
(753.8
|
)
|
|
(113.2
|
)
|
||
Cash and cash equivalents, beginning of period
|
1,131.8
|
|
|
465.4
|
|
||
CASH AND CASH EQUIVALENTS, END OF PERIOD
|
$
|
378.0
|
|
|
$
|
352.2
|
|
A.
|
Basis of Presentation
|
B.
|
New Accounting Standards
|
C.
|
Earnings Per Share
|
|
Year-to-Date
|
||||||
|
2017
|
|
2016
|
||||
Numerator (in millions):
|
|
|
|
||||
Net Earnings Attributable to Common Shareowners
|
$
|
393.1
|
|
|
$
|
189.4
|
|
|
|
|
|
||||
Denominator (in thousands):
|
|
|
|
||||
Basic earnings per share — weighted-average shares
|
149,208
|
|
|
145,870
|
|
||
Dilutive effect of stock contracts and awards
|
2,318
|
|
|
1,749
|
|
||
Diluted earnings per share — weighted-average shares
|
151,526
|
|
|
147,619
|
|
||
Earnings per share of common stock:
|
|
|
|
||||
Basic
|
$
|
2.63
|
|
|
$
|
1.30
|
|
Diluted
|
$
|
2.59
|
|
|
$
|
1.28
|
|
|
Year-to-Date
|
||||
|
2017
|
|
2016
|
||
Number of stock options
|
1,163
|
|
|
1,590
|
|
E.
|
Inventories
|
(Millions of Dollars)
|
April 1, 2017
|
|
December 31, 2016
|
||||
Finished products
|
$
|
1,455.7
|
|
|
$
|
1,044.2
|
|
Work in process
|
158.4
|
|
|
133.3
|
|
||
Raw materials
|
362.6
|
|
|
300.5
|
|
||
Total
|
$
|
1,976.7
|
|
|
$
|
1,478.0
|
|
F.
|
Acquisitions
|
(Millions of Dollars)
|
|
||
Cash
|
$
|
17.1
|
|
Accounts and notes receivable
|
44.4
|
|
|
Inventory
|
203.0
|
|
|
Prepaid expenses and other current assets
|
4.6
|
|
|
Property, plant and equipment
|
98.0
|
|
|
Trade names
|
283.0
|
|
|
Customer relationships
|
540.0
|
|
|
Other assets
|
8.2
|
|
|
Accounts payable
|
(65.2
|
)
|
|
Accrued expenses
|
(19.7
|
)
|
|
Deferred taxes
|
(299.8
|
)
|
|
Other liabilities
|
(0.7
|
)
|
|
Total identifiable net assets
|
$
|
812.9
|
|
Goodwill
|
1,044.5
|
|
|
Total consideration paid
|
$
|
1,857.4
|
|
|
First Quarter
|
||||||
(Millions of Dollars, except per share amounts)
|
2017
|
|
2016
|
||||
Net sales
|
$
|
2,953.2
|
|
|
$
|
2,876.9
|
|
Net earnings attributable to common shareowners
|
436.9
|
|
|
142.3
|
|
||
Diluted earnings per share
|
$
|
2.88
|
|
|
$
|
0.96
|
|
•
|
Elimination of the historical pre-acquisition intangible asset amortization expense and the addition of intangible asset amortization expense related to intangibles valued as part of the purchase price allocation that would have been incurred from January 1, 2017 to the acquisition dates.
|
•
|
Because the 2017 acquisitions were assumed to occur on January 3, 2016, there were no deal costs or inventory step-up amortization factored into the 2017 pro-forma year, as such expenses would have occurred in the first year following the acquisition.
|
•
|
Elimination of the historical pre-acquisition intangible asset amortization expense and the addition of intangible asset amortization expense related to intangibles valued as part of the purchase price allocation that would have been incurred from January 3, 2016 to April 2, 2016.
|
•
|
Additional expense for deal costs and inventory step-up, which would have been amortized as the corresponding inventory was sold.
|
(Millions of Dollars)
|
Tools & Storage
|
|
Security
|
|
Industrial
|
|
Total
|
||||||||
Balance December 31, 2016
|
$
|
3,247.8
|
|
|
$
|
2,007.0
|
|
|
$
|
1,439.2
|
|
|
$
|
6,694.0
|
|
Acquisition adjustments
|
1,585.4
|
|
|
15.7
|
|
|
—
|
|
|
1,601.1
|
|
||||
Foreign currency translation and other
|
54.1
|
|
|
9.8
|
|
|
5.2
|
|
|
69.1
|
|
||||
Balance April 1, 2017
|
$
|
4,887.3
|
|
|
$
|
2,032.5
|
|
|
$
|
1,444.4
|
|
|
$
|
8,364.2
|
|
H.
|
Long-Term Debt and Financing Arrangements
|
|
|
April 1, 2017
|
|
December 31, 2016
|
|||||||||||||||||||
(Millions of Dollars)
|
Interest Rate
|
Original Notional
|
Unamortized Discount
|
Unamortized Gain/(Loss) Terminated Swaps
(1)
|
Purchase Accounting FV Adjustment
|
Deferred Financing Fees
|
Carrying Value
|
|
Carrying Value
|
||||||||||||||
Notes payable due 2018
|
2.45%
|
$
|
632.5
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(2.9
|
)
|
$
|
629.6
|
|
|
$
|
629.2
|
|
Notes payable due 2018
|
1.62%
|
345.0
|
|
—
|
|
—
|
|
—
|
|
(1.6
|
)
|
343.4
|
|
|
343.1
|
|
|||||||
Notes payable due 2021
|
3.40%
|
400.0
|
|
(0.2
|
)
|
16.2
|
|
—
|
|
(1.6
|
)
|
414.4
|
|
|
415.2
|
|
|||||||
Notes payable due 2022
|
2.90%
|
754.3
|
|
(0.4
|
)
|
—
|
|
—
|
|
(3.5
|
)
|
750.4
|
|
|
750.3
|
|
|||||||
Notes payable due 2028
|
7.05%
|
150.0
|
|
—
|
|
12.3
|
|
11.9
|
|
—
|
|
174.2
|
|
|
174.7
|
|
|||||||
Notes payable due 2040
|
5.20%
|
400.0
|
|
(0.2
|
)
|
(34.5
|
)
|
—
|
|
(3.2
|
)
|
362.1
|
|
|
361.7
|
|
|||||||
Notes payable due 2052 (junior subordinated)
|
5.75%
|
750.0
|
|
—
|
|
—
|
|
—
|
|
(19.4
|
)
|
730.6
|
|
|
730.4
|
|
|||||||
Notes payable due 2053 (junior subordinated)
|
5.75%
|
400.0
|
|
—
|
|
4.8
|
|
—
|
|
(8.2
|
)
|
396.6
|
|
|
396.5
|
|
|||||||
Other, payable in varying amounts through 2022
|
0.00% - 2.90%
|
22.4
|
|
—
|
|
—
|
|
—
|
|
—
|
|
22.4
|
|
|
22.0
|
|
|||||||
Total long-term debt, including current maturities
|
|
$
|
3,854.2
|
|
$
|
(0.8
|
)
|
$
|
(1.2
|
)
|
$
|
11.9
|
|
$
|
(40.4
|
)
|
$
|
3,823.7
|
|
|
$
|
3,823.1
|
|
Less: Current maturities of long-term debt
|
|
|
|
|
|
|
(8.1
|
)
|
|
(7.8
|
)
|
||||||||||||
Long-term debt
|
|
|
|
|
|
|
$
|
3,815.6
|
|
|
$
|
3,815.3
|
|
(Millions of Dollars)
|
Balance Sheet
Classification
|
|
April 1, 2017
|
|
December 31, 2016
|
|
Balance Sheet
Classification
|
|
April 1, 2017
|
|
December 31, 2016
|
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Contracts Cash Flow
|
LT other assets
|
|
$
|
—
|
|
|
$
|
—
|
|
|
LT other liabilities
|
|
$
|
43.4
|
|
|
$
|
47.3
|
|
Foreign Exchange Contracts Cash Flow
|
Other current assets
|
|
22.4
|
|
|
37.6
|
|
|
Accrued expenses
|
|
1.9
|
|
|
1.6
|
|
||||
|
LT other assets
|
|
0.7
|
|
|
—
|
|
|
LT other liabilities
|
|
—
|
|
|
—
|
|
||||
Net Investment Hedge
|
Other current assets
|
|
6.2
|
|
|
44.1
|
|
|
Accrued expenses
|
|
10.7
|
|
|
1.8
|
|
||||
|
LT other assets
|
|
—
|
|
|
—
|
|
|
LT other liabilities
|
|
10.6
|
|
|
0.5
|
|
||||
Non-derivative designated as hedging instrument:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net Investment Hedge
|
|
|
—
|
|
|
—
|
|
|
Short term borrowings
|
|
961.7
|
|
|
—
|
|
||||
Total Designated
|
|
|
$
|
29.3
|
|
|
$
|
81.7
|
|
|
|
|
$
|
1,028.3
|
|
|
$
|
51.2
|
|
Derivatives not designated as hedging instruments:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign Exchange Contracts
|
Other current assets
|
|
$
|
10.6
|
|
|
$
|
28.5
|
|
|
Accrued expenses
|
|
$
|
3.2
|
|
|
$
|
46.4
|
|
Total Undesignated
|
|
|
$
|
10.6
|
|
|
$
|
28.5
|
|
|
|
|
$
|
3.2
|
|
|
$
|
46.4
|
|
Year-to-Date 2017
|
|
Gain (Loss)
Recorded in OCI |
|
Classification of
Gain (Loss) Reclassified from OCI to Income |
|
Gain (Loss)
Reclassified from OCI to Income (Effective Portion) |
|
Gain (Loss)
Recognized in Income (Ineffective Portion*) |
||||||
Interest Rate Contracts
|
|
$
|
3.8
|
|
|
Interest expense
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign Exchange Contracts
|
|
$
|
(8.7
|
)
|
|
Cost of sales
|
|
$
|
4.5
|
|
|
$
|
—
|
|
Year-to-Date 2016
|
|
Gain (Loss)
Recorded in OCI |
|
Classification of
Gain (Loss) Reclassified from OCI to Income |
|
Gain (Loss)
Reclassified from OCI to Income (Effective Portion) |
|
Gain (Loss) Recognized in Income (Ineffective Portion*)
|
||||||
Interest Rate Contracts
|
|
$
|
(31.6
|
)
|
|
Interest expense
|
|
$
|
—
|
|
|
$
|
—
|
|
Foreign Exchange Contracts
|
|
$
|
(21.9
|
)
|
|
Cost of sales
|
|
$
|
18.6
|
|
|
$
|
—
|
|
|
Year-to-Date 2016
|
||||||
Income Statement Classification
|
Gain/(Loss) on
Swaps* |
|
Gain /(Loss) on
Borrowings |
||||
Interest Expense
|
$
|
25.3
|
|
|
$
|
(25.2
|
)
|
|
Year-to-Date 2017
|
||||||||||
Income Statement Classification
|
Amount
Recorded in OCI (Loss) Gain |
|
Effective Portion
Recorded in Income Statement |
|
Ineffective
Portion* Recorded in Income Statement |
||||||
Other, net
|
$
|
(15.7
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Year-to-Date 2016
|
||||||||||
Income Statement Classification
|
Amount
Recorded in OCI Gain (Loss) |
|
Effective Portion
Recorded in Income Statement |
|
Ineffective
Portion* Recorded in Income Statement |
||||||
Other, net
|
$
|
2.6
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivatives Not Designated as Hedging Instruments under ASC 815
|
Income Statement
Classification |
|
Year-to-Date 2017
Amount of Gain (Loss) Recorded in Income on Derivative |
||
Foreign Exchange Contracts
|
Other, net
|
|
$
|
28.6
|
|
Derivatives Not Designated as Hedging Instruments under ASC 815
|
Income Statement
Classification |
|
Year-to-Date 2016
Amount of Gain (Loss) Recorded in Income on Derivative |
||
Foreign Exchange Contracts
|
Other, net
|
|
$
|
(6.0
|
)
|
(Millions of Dollars)
|
|
Currency translation adjustment and other
|
|
Unrealized losses on cash flow hedges, net of tax
|
|
Unrealized gains (losses) on net investment hedges, net of tax
|
|
Pension (losses) gains, net of tax
|
|
Total
|
||||||||||
Balance - December 31, 2016
|
|
$
|
(1,586.3
|
)
|
|
$
|
(46.3
|
)
|
|
$
|
88.6
|
|
|
$
|
(377.2
|
)
|
|
$
|
(1,921.2
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
114.6
|
|
|
(6.9
|
)
|
|
(10.2
|
)
|
|
(2.7
|
)
|
|
94.8
|
|
|||||
Adjustments related to sales of businesses
|
|
4.7
|
|
|
—
|
|
|
—
|
|
|
2.6
|
|
|
7.3
|
|
|||||
Reclassification adjustments to earnings
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
11.8
|
|
|
11.4
|
|
|||||
Net other comprehensive income (loss)
|
|
119.3
|
|
|
(7.3
|
)
|
|
(10.2
|
)
|
|
11.7
|
|
|
113.5
|
|
|||||
Balance - April 1, 2017
|
|
$
|
(1,467.0
|
)
|
|
$
|
(53.6
|
)
|
|
$
|
78.4
|
|
|
$
|
(365.5
|
)
|
|
$
|
(1,807.7
|
)
|
(Millions of Dollars)
|
|
Currency translation adjustment and other
|
|
Unrealized losses on cash flow hedges, net of tax
|
|
Unrealized gains on net investment hedges, net of tax
|
|
Pension (losses) gains, net of tax
|
|
Total
|
||||||||||
Balance - January 2, 2016
|
|
$
|
(1,300.9
|
)
|
|
$
|
(52.1
|
)
|
|
$
|
11.8
|
|
|
$
|
(353.0
|
)
|
|
$
|
(1,694.2
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
128.0
|
|
|
(43.8
|
)
|
|
1.6
|
|
|
0.5
|
|
|
86.3
|
|
|||||
Reclassification adjustments to earnings
|
|
—
|
|
|
(9.3
|
)
|
|
—
|
|
|
2.8
|
|
|
(6.5
|
)
|
|||||
Net other comprehensive income (loss)
|
|
128.0
|
|
|
(53.1
|
)
|
|
1.6
|
|
|
3.3
|
|
|
79.8
|
|
|||||
Balance - April 2, 2016
|
|
$
|
(1,172.9
|
)
|
|
$
|
(105.2
|
)
|
|
$
|
13.4
|
|
|
$
|
(349.7
|
)
|
|
$
|
(1,614.4
|
)
|
Reclassifications from Accumulated other comprehensive loss to earnings
|
|
2017
|
|
2016
|
|
Affected line item in Consolidated Statements of Operations And Comprehensive Income
|
||||
Realized gains on cash flow hedges
|
|
$
|
4.5
|
|
|
$
|
18.6
|
|
|
Cost of sales
|
Realized losses on cash flow hedges
|
|
(3.8
|
)
|
|
(3.8
|
)
|
|
Interest expense
|
||
Total before taxes
|
|
$
|
0.7
|
|
|
$
|
14.8
|
|
|
|
Tax effect
|
|
(0.3
|
)
|
|
(5.5
|
)
|
|
Income taxes on continuing operations
|
||
Realized gains on cash flow hedges, net of tax
|
|
$
|
0.4
|
|
|
$
|
9.3
|
|
|
|
Amortization of defined benefit pension items:
|
|
|
|
|
|
|
||||
Actuarial losses and prior service costs / credits
|
|
$
|
(2.3
|
)
|
|
$
|
(2.6
|
)
|
|
Cost of sales
|
Actuarial losses and prior service costs / credits
|
|
(1.6
|
)
|
|
(1.7
|
)
|
|
Selling, general and administrative
|
||
Settlement loss
|
|
(12.5
|
)
|
|
—
|
|
|
Other, net
|
||
Total before taxes
|
|
$
|
(16.4
|
)
|
|
$
|
(4.3
|
)
|
|
|
Tax effect
|
|
4.6
|
|
|
1.5
|
|
|
Income taxes on continuing operations
|
||
Amortization of defined benefit pension items, net of tax
|
|
$
|
(11.8
|
)
|
|
$
|
(2.8
|
)
|
|
|
|
Year-to-Date
|
||||||||||||||||||||||
|
Pension Benefits
|
|
Other Benefits
|
||||||||||||||||||||
|
U.S. Plans
|
|
Non-U.S. Plans
|
|
All Plans
|
||||||||||||||||||
(Millions of Dollars)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||
Service cost
|
$
|
2.3
|
|
|
$
|
2.3
|
|
|
$
|
3.3
|
|
|
$
|
3.2
|
|
|
$
|
0.1
|
|
|
$
|
0.2
|
|
Interest cost
|
10.7
|
|
|
11.3
|
|
|
7.0
|
|
|
9.6
|
|
|
0.4
|
|
|
0.4
|
|
||||||
Expected return on plan assets
|
(16.1
|
)
|
|
(16.9
|
)
|
|
(11.0
|
)
|
|
(11.7
|
)
|
|
—
|
|
|
—
|
|
||||||
Amortization of prior service cost (credit)
|
0.3
|
|
|
1.3
|
|
|
(0.3
|
)
|
|
0.1
|
|
|
(0.3
|
)
|
|
(0.3
|
)
|
||||||
Amortization of net loss
|
1.9
|
|
|
1.7
|
|
|
2.3
|
|
|
1.5
|
|
|
—
|
|
|
—
|
|
||||||
Settlement / curtailment loss
|
—
|
|
|
—
|
|
|
12.5
|
|
|
0.1
|
|
|
—
|
|
|
—
|
|
||||||
Net periodic pension (benefit) expense
|
$
|
(0.9
|
)
|
|
$
|
(0.3
|
)
|
|
$
|
13.8
|
|
|
$
|
2.8
|
|
|
$
|
0.2
|
|
|
$
|
0.3
|
|
(Millions of Dollars)
|
Total
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
||||||||
April 1, 2017
|
|
|
|
|
|
|
|
||||||||
Money market fund
|
$
|
4.3
|
|
|
$
|
4.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivative assets
|
$
|
39.9
|
|
|
$
|
—
|
|
|
$
|
39.9
|
|
|
$
|
—
|
|
Derivative and non-derivative liabilities
|
$
|
1,031.5
|
|
|
$
|
—
|
|
|
$
|
1,031.5
|
|
|
$
|
—
|
|
Contingent consideration liability
|
$
|
84.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
84.0
|
|
December 31, 2016
|
|
|
|
|
|
|
|
||||||||
Money market fund
|
$
|
4.3
|
|
|
$
|
4.3
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivative assets
|
$
|
110.2
|
|
|
$
|
—
|
|
|
$
|
110.2
|
|
|
$
|
—
|
|
Derivative liabilities
|
$
|
97.6
|
|
|
$
|
—
|
|
|
$
|
97.6
|
|
|
$
|
—
|
|
|
April 1, 2017
|
|
December 31, 2016
|
||||||||||||
(Millions of Dollars)
|
Carrying
Value
|
|
Fair
Value
|
|
Carrying
Value
|
|
Fair
Value
|
||||||||
Other investments
|
$
|
8.9
|
|
|
$
|
9.2
|
|
|
$
|
8.9
|
|
|
$
|
9.2
|
|
Derivative assets
|
$
|
39.9
|
|
|
$
|
39.9
|
|
|
$
|
110.2
|
|
|
$
|
110.2
|
|
Derivative and non-derivative liabilities
|
$
|
1,031.5
|
|
|
$
|
1,031.5
|
|
|
$
|
97.6
|
|
|
$
|
97.6
|
|
Long-term debt, including current portion
|
$
|
3,823.7
|
|
|
$
|
3,991.4
|
|
|
$
|
3,823.1
|
|
|
$
|
3,967.4
|
|
(Millions of Dollars)
|
December 31,
2016 |
|
Net Additions
|
|
Usage
|
|
Currency
|
|
April 1,
2017 |
||||||||||
Severance and related costs
|
$
|
21.4
|
|
|
$
|
11.8
|
|
|
$
|
(9.0
|
)
|
|
$
|
0.3
|
|
|
$
|
24.5
|
|
Facility closures and asset impairments
|
14.2
|
|
|
4.0
|
|
|
(3.8
|
)
|
|
—
|
|
|
14.4
|
|
|||||
Total
|
$
|
35.6
|
|
|
$
|
15.8
|
|
|
$
|
(12.8
|
)
|
|
$
|
0.3
|
|
|
$
|
38.9
|
|
P.
|
Income Taxes
|
|
Year-to-Date
|
||||||
(Millions of Dollars)
|
2017
|
|
2016
|
||||
NET SALES
|
|
|
|
||||
Tools & Storage
|
$
|
1,854.5
|
|
|
$
|
1,706.9
|
|
Security
|
478.5
|
|
|
504.2
|
|
||
Industrial
|
472.6
|
|
|
461.0
|
|
||
Total
|
$
|
2,805.6
|
|
|
$
|
2,672.1
|
|
SEGMENT PROFIT
|
|
|
|
||||
Tools & Storage
|
$
|
287.3
|
|
|
$
|
262.0
|
|
Security
|
50.9
|
|
|
60.2
|
|
||
Industrial
|
86.3
|
|
|
76.0
|
|
||
Segment profit
|
424.5
|
|
|
398.2
|
|
||
Corporate overhead
|
(43.9
|
)
|
|
(48.4
|
)
|
||
Other, net
|
(106.2
|
)
|
|
(46.2
|
)
|
||
Gain on sales of businesses
|
269.2
|
|
|
—
|
|
||
Pension settlement
|
(12.5
|
)
|
|
—
|
|
||
Restructuring charges
|
(15.8
|
)
|
|
(8.0
|
)
|
||
Interest expense
|
(51.3
|
)
|
|
(47.3
|
)
|
||
Interest income
|
8.6
|
|
|
5.8
|
|
||
Earnings before income taxes
|
$
|
472.6
|
|
|
$
|
254.1
|
|
(Millions of Dollars)
|
April 1,
2017 |
|
December 31,
2016 |
||||
Tools & Storage
|
$
|
12,507.6
|
|
|
$
|
8,512.4
|
|
Security
|
3,152.8
|
|
|
3,139.0
|
|
||
Industrial
|
3,434.8
|
|
|
3,359.0
|
|
||
|
19,095.2
|
|
|
15,010.4
|
|
||
Assets held for sale
|
—
|
|
|
523.4
|
|
||
Corporate assets
|
(433.1
|
)
|
|
101.1
|
|
||
Consolidated
|
$
|
18,662.1
|
|
|
$
|
15,634.9
|
|
R.
|
Commitments and Contingencies
|
(Millions of Dollars)
|
Term
|
|
Maximum
Potential
Payment
|
|
Carrying
Amount of
Liability
|
||||
Guarantees on the residual values of leased properties
|
One to five years
|
|
$
|
58.7
|
|
|
$
|
—
|
|
Standby letters of credit
|
Up to three years
|
|
71.2
|
|
|
—
|
|
||
Commercial customer financing arrangements
|
Up to six years
|
|
70.1
|
|
|
23.8
|
|
||
Total
|
|
|
$
|
200.0
|
|
|
$
|
23.8
|
|
(Millions of Dollars)
|
2017
|
|
2016
|
||||
Balance beginning of period
|
$
|
103.4
|
|
|
$
|
105.4
|
|
Warranties and guarantees issued
|
22.7
|
|
|
20.4
|
|
||
Warranty payments and currency
|
(24.6
|
)
|
|
(20.0
|
)
|
||
Balance end of period
|
$
|
101.5
|
|
|
$
|
105.8
|
|
(Millions of Dollars)
|
December 31, 2016
|
||
Accounts and notes receivable, net
|
$
|
35.3
|
|
Inventories, net
|
33.2
|
|
|
Property, plant and equipment, net
|
52.3
|
|
|
Goodwill and other intangibles, net
|
399.8
|
|
|
Other assets
|
2.8
|
|
|
Total assets
|
$
|
523.4
|
|
|
|
||
Accounts payable and accrued expenses
|
$
|
38.0
|
|
Other liabilities
|
15.5
|
|
|
Total liabilities
|
$
|
53.5
|
|
•
|
$7 million reducing Gross Profit pertaining to amortization of the inventory step-up adjustments for the Newell Tools and Craftsman brand acquisitions;
|
•
|
$11 million in SG&A primarily for integration-related costs and consulting fees; and
|
•
|
$40 million in Other, net primarily for deal transactions costs.
|
|
Year-to-Date
|
||||||
(Millions of Dollars)
|
2017
|
|
2016
|
||||
Net sales
|
$
|
1,854.5
|
|
|
$
|
1,706.9
|
|
Segment profit
|
$
|
287.3
|
|
|
$
|
262.0
|
|
% of Net sales
|
15.5
|
%
|
|
15.3
|
%
|
|
Year-to-Date
|
||||||
(Millions of Dollars)
|
2017
|
|
2016
|
||||
Net sales
|
$
|
478.5
|
|
|
$
|
504.2
|
|
Segment profit
|
$
|
50.9
|
|
|
$
|
60.2
|
|
% of Net sales
|
10.6
|
%
|
|
11.9
|
%
|
|
Year-to-Date
|
||||||
(Millions of Dollars)
|
2017
|
|
2016
|
||||
Net sales
|
$
|
472.6
|
|
|
$
|
461.0
|
|
Segment profit
|
$
|
86.3
|
|
|
$
|
76.0
|
|
% of Net sales
|
18.3
|
%
|
|
16.5
|
%
|
(Millions of Dollars)
|
December 31,
2016 |
|
Net Additions
|
|
Usage
|
|
Currency
|
|
April 1,
2017 |
||||||||||
Severance and related costs
|
$
|
21.4
|
|
|
$
|
11.8
|
|
|
$
|
(9.0
|
)
|
|
$
|
0.3
|
|
|
$
|
24.5
|
|
Facility closures and asset impairments
|
14.2
|
|
|
4.0
|
|
|
(3.8
|
)
|
|
—
|
|
|
14.4
|
|
|||||
Total
|
$
|
35.6
|
|
|
$
|
15.8
|
|
|
$
|
(12.8
|
)
|
|
$
|
0.3
|
|
|
$
|
38.9
|
|
|
Year-to-Date
|
||||||
(Millions of Dollars)
|
2017
|
|
2016
|
||||
Net cash used in operating activities
|
$
|
(145.6
|
)
|
|
$
|
(93.1
|
)
|
Less: capital and software expenditures
|
(64.7
|
)
|
|
(64.9
|
)
|
||
Free cash outflow
|
$
|
(210.3
|
)
|
|
$
|
(158.0
|
)
|
2017
|
(a)
Total
Number Of
Shares
Purchased
|
|
Average Price
Paid Per
Share
|
|
Total Number
Of Shares
Purchased As
Part Of A Publicly
Announced Program
|
|
(b) Maximum Number
Of Shares That
May Yet Be
Purchased Under
The Program
|
|||||
January 1 - February 4
|
2,030
|
|
|
$
|
117.13
|
|
|
—
|
|
|
10,000,000
|
|
February 5 - March 4
|
97,037
|
|
|
126.24
|
|
|
—
|
|
|
10,000,000
|
|
|
March 5 - April 1
|
8,042
|
|
|
132.66
|
|
|
—
|
|
|
10,000,000
|
|
|
|
107,109
|
|
|
$
|
126.55
|
|
|
—
|
|
|
10,000,000
|
|
(a)
|
The shares of common stock in this column were deemed surrendered to the Company by participants in various benefit plans of the Company to satisfy the participants’ taxes related to vesting or delivery of time-vesting restricted share units under those plans.
|
(b)
|
On July 23, 2014, the Board of Directors approved a new repurchase of up to 25 million shares of the Company's common stock. As of
April 1, 2017
, the remaining authorized shares for repurchase is 10.0 million shares. Furthermore, approximately 3.6 million shares are reserved for purchase in connection with the forward share purchase contract entered into in March 2015, which obligates the Company to pay $350.0 million plus additional amounts related to the forward component of the contracts to the financial institution counterparties not later than April 2019 or earlier at the Company's option. Refer to
Note J, Equity Arrangements,
of the
Notes to (Unaudited) Condensed Consolidated Financial Statements
in
Part I, Item 1 of this Form 10-Q
for further discussion.
|
**
|
Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
|
|
|
STANLEY BLACK & DECKER, INC.
|
||
|
|
|
|
|
Date:
|
April 24, 2017
|
By:
|
|
/s/ DONALD ALLAN, JR.
|
|
|
|
|
Donald Allan, Jr.
|
|
|
|
|
Executive Vice President and Chief Financial Officer
|
1 Year Stanley Black and Decker Chart |
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