Stanley Black & Decker, Inc. (NYSE: SWK) (the “Company”) announced today its intention to offer to sell, subject to market and other conditions, 3,000,000 Equity Units (the “Units”). The Company expects the Units will initially consist of $300 million aggregate principal amount of junior subordinated notes due 2018 and contracts to purchase, for an aggregate of $300 million, shares of common stock. The Company expects to grant to the underwriters an option to purchase additional Units to cover over-allotments. The offering will be made pursuant to an effective registration statement filed with the Securities and Exchange Commission (the “SEC”).
The common stock is expected to be delivered upon settlement of the purchase contracts in November 2016 (subject to early settlement in certain circumstances).
The Company intends to use the net proceeds from the offering for general corporate purposes, including repayment of short term borrowings. The Company also intends to use a portion of the net proceeds of the offering to purchase options on its common stock from counterparties, which may include certain of the underwriters and their affiliates. These option transactions are generally expected to provide an economic offset to dilution upon settlement of the purchase contracts if the transactions are exercised and the price per share of the Company’s common stock, as measured under the terms of the transactions, is greater than the threshold appreciation price of the Units, subject to a cap.
The Company is concurrently offering $400 million aggregate principal amount of fixed-to-floating rate junior subordinated debentures due 2053. The completion of the concurrent debentures offering is not subject to the completion of the offering of Equity Units and the completion of the offering of Equity Units is not subject to the completion of the concurrent debentures offering.Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and J.P. Morgan Securities LLC are acting as joint book-running managers of this offering.