exv99w1
Exhibit 99-1
FOR IMMEDIATE RELEASE
Stanley Black & Decker Reports 1Q 2011 Results
New Britain, Connecticut, April 26th, 2011 ... Stanley Black & Decker (NYSE: SWK)
today announced first quarter 2011 financial results.
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1Q11 Revenues Increased 9% From 1Q10 Pro Forma Revenues To $2.4 Billion; Pro Forma
Organic Revenues Up 4% |
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Diluted GAAP EPS, Including Merger & Acquisition (M&A) Related Charges, Was $0.92 |
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Excluding M&A Charges Related Primarily To The Black & Decker Merger, 1Q11 Diluted EPS
Was $1.08 Reflecting A Significantly Favorable Tax Rate |
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1Q11 Free Cash Flow Of $61 Million, Up $24 Million Versus Prior Year, Excluding M&A
Related Payments |
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2011 EPS Guidance, Excluding M&A Charges, Increased To $5.00 $5.25, Due To A Favorable
Tax Rate |
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$250 Million Share Repurchase Program To Commence In 2Q11 |
We have provided a pro forma discussion comparing 1Q11 to prior year for the legacy Black
& Decker businesses, as if the merger occurred January 1, 2010, in order to assist with the
understanding of the company on a combined basis. As a reminder, the merger closed on March
12th, 2010, and hence, there was a portion of Black & Deckers results in 1Q10 actuals.
1Q11 Key Points:
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Net sales for the period were $2.4 billion, up 89% versus prior year due to the
incremental Black & Decker results (+71%), other acquisitions (+9%), unit volume (+7%) and
currency (+2%). Price was flat. |
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The gross margin rate for the quarter was 37.1%. Excluding M&A related charges, the
gross margin rate was 37.3%, down slightly from prior year pro forma levels as cost
synergies were offset by inflationary pressure, both of which were in line with
managements expectations for the quarter. |
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SG&A expenses were 25.4% of sales. Excluding M&A related charges, SG&A expenses were
24.8% of sales, down from a 1Q10 pro forma level of 25.4%. |
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1Q11 operating margin was 11.6% of sales. Excluding M&A related charges, 1Q11
operating margin was 12.5% of sales, up 40 bps from the 1Q10 pro forma operating margin of
12.1%, primarily reflecting volume leverage and the positive impact of synergies which more
than offset expected unfavorable price/inflation arbitrage. |
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The 1Q11 tax rate was 12.7% including approximately $21 million ($0.12 per share) of
benefits attributable to favorable settlement of tax contingencies related to the
resolution of certain legacy Black & Decker income tax audits. The tax rate for the quarter
excluding M&A related charges and the tax-related benefit, was approximately 24%. |
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Working capital turns for the quarter were 5.3, up 15% from 1Q10 pro forma turns. 1Q11
free cash flow was $61 million, excluding $11 million of M&A related payments. |
Stanley Black & Deckers President and CEO, John F. Lundgren, commented,
We remain enthusiastic about the prospects that 2011 holds for Stanley Black & Decker and feel
confident we started the year in good stead. March 12th marked the one year anniversary
of the Stanley Black & Decker combination. We are pleased with how the integration has progressed
so far and are reiterating that the continuation of this success remains our top priority. As
previously stated, our cost synergies are forecasted to be at an annualized rate of $460 million as
we enter 2013, up from our original forecast of $350 million. Our plans to achieve $300 $400
million in revenue synergies by 2013 remain on track and there was some compelling evidence of
these opportunities in the first quarter, particularly in Latin America. Lastly, we were able to
raise our dividend by 21% in February, expressing confidence in our future cash flows while
providing evidence of our ongoing commitment to increasing shareholder value.
2
1Q11 Segment Results
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1Q
11 Segment Results |
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Profit |
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Profit Rate |
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($ in M) |
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Sales |
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Profit |
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Charges1 |
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Ex-Charges1 |
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Profit Rate |
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Ex-Charges1 |
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CDIY |
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$ |
1,211 |
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$ |
156.5 |
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$ |
2.4 |
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$ |
158.9 |
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12.9 |
% |
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13.1 |
% |
Security |
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$ |
557 |
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$ |
72.7 |
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$ |
4.5 |
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$ |
77.2 |
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13.0 |
% |
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13.9 |
% |
Industrial |
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$ |
613 |
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$ |
106.9 |
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$ |
106.9 |
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17.5 |
% |
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17.5 |
% |
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1 |
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M&A related charges primarily pertaining to facility closures |
CDIY: In the CDIY segment, Latin America and Asia drove 1Q revenue and profit growth with
double-digit gains, while volumes in North America were up mid single-digits on a pro forma
basis. Pro forma organic sales volumes for the combined hand and power tool businesses grew 3%.
Organic sales for Hand Tools, Fasteners & Storage were flat as a soft retail channel in North
America offset strength in Latin America, Asia and Europe. Legacy Black & Decker Power Tools &
Accessories pro forma organic sales increased approximately 4%, driven by unit volume. Sales of
Professional Power Tools & Accessories increased in the mid-teens driven primarily by the
continued success of the lithium ion cordless product line. Consumer Products Group volumes
were relatively flat as strength in Latin America was muted by weaker consumer spending
primarily in Europe. Sales for the Pfister business fell 30% following the loss of SKUs at a
major customer ($50 million annual revenue impact). For the entire CDIY segment on a pro forma
basis, including Pfister and certain minor product line divestitures, volumes and currency rose
1% while price was flat. Excluding M&A related charges and the Pfister business, overall
segment profit was up 90 basis points versus pro forma 1Q10 as cost synergy realization and
increased volume more than offset inflation.
Security: Net sales in Security, excluding the legacy Black & Decker Hardware & Home
Improvement (HHI) business, increased 17% versus 1Q10. Acquisition growth (+12%), unit
volume (+4%), and currency (+1%) drove the improvement. The Convergent Security business grew
approximately 8% organically as installation volumes and recurring monthly revenue both
expanded. While encouraging from a top line perspective and still driving a high teens
operating profit rate excluding Stanley Solutions de Sécurité (SSDS), there was modest
dilution to margins due to the mix shift inherent with higher installations. Orders continued
to expand sequentially
3
and growth, primarily driven by National Accounts, is being generated from all regions where
CSS has a footprint. The profitability of SSDS, which was acquired in 1Q10, continued to
increase as the integration progresses ahead of plan. Stanley Healthcare Solutions grew
revenues 13% organically, yet was dilutive to overall segment margins due to the inclusion of
the recent 1Q11 InfoLogix acquisition.
Legacy Mechanical Access organic sales were down slightly, as growth in the Access Technologies
business was muted by the impact of a lagging commercial construction market recovery.
Excluding acquisitions and the legacy Black & Decker HHI business, the CSS and legacy MAS
profit rate was 16.8%. Pro forma revenues from the legacy Black & Decker Hardware & Home
Improvement business (excluding Pfister) decreased approximately 11% from the prior year as a
result of key customer inventory corrections and difficult comps associated with the housing
tax credit related benefits in 1Q10. Lower volumes in both legacy businesses and inflationary
pressures had a negative impact on margins for the quarter, but pricing actions are in place
for this to be less of a headwind over the remainder of the year.
Industrial: Organic sales for the legacy Stanley Industrial businesses rose 17%. Price had a
favorable 2% impact, while currency was flat. The strong top line performance was driven by
Industrial and Automotive Repair (IAR), which enjoyed double-digit growth in every region of
the world, strength in all channels in North America and continued market share gains. The
legacy Black & Decker Engineered Fastening business delivered organic pro forma sales growth of
approximately 12% driven by increased automotive production in North America and Asia, as
growth in China more than offset any weakness in Japan resulting from temporary customer
shutdowns. Overall Industrial segment profit, excluding M&A related charges, improved 360 bps
versus prior year to 17.5%, attributable to a record performance within IAR as well as the
inclusion of a full quarter of the high-performing legacy Black & Decker Engineered Fastening
business. The acquisition of CRC-Evans favorably impacted segment revenues by 13%.
Executive Vice President and Chief Operating Officer, James M. Loree, commented, We are
pleased with the revenue and profit growth our Industrial segment illustrated, particularly the
success of our Industrial and Automotive Repair businesses in only their second year as a unified,
global platform. The cumulative results of our Security segment have a number of moving parts and
hence blur a strong performance within CSS both on the top and bottom line despite a negative mix
impact on segment profit. Within our CDIY segment, we continue to see exciting results from our
lithium ion product
4
line and have a very accretive portfolio of new products that will be introduced to the market
later this year. In addition, as our sales and profits in Latin America increased over 20% versus
the prior year, it is clear our high expectations for the companys revenue synergy capabilities
are beginning to come to fruition in a powerful way. Lastly, the high level of inflation
experienced for the quarter was anticipated and is consistent with our previous annual guidance. We
have taken pricing actions across the company in affected areas in order to protect our margins.
Merger And Acquisition Related Charges
Total charges related to M&A in 1Q11 were $37 million. The gross margin includes $6 million of
facility closure-related charges and the M&A related costs recorded in SG&A, primarily for
integration-related administrative costs and consulting fees, were $16 million. Approximately $7
million of these charges are included in segment results with the remainder in unallocated
corporate overhead. Included in Other, net is $3 million primarily reflecting deal costs.
Merger-related restructuring charges and asset impairments, associated with planned facility
closures and the severance of employees, totaled $12 million in 1Q11.
2011 Outlook
The company is updating its previously communicated full year 2011 EPS guidance range to $5.00 -
$5.25 from prior guidance of $4.75 $5.00, excluding merger and acquisition related charges, due
to tax rate favorability for the year. The tax rate is estimated to be 20% 21%, down from the
prior guidance of 25% 26%. This update also includes the
impact of a $250 million cash financed share
repurchase, which the company plans to undertake during 2Q11.
Including all acquisition and Black & Decker merger-related charges, the company expects EPS to
approximate $4.35 to $4.60 in 2011.
Donald Allan Jr, Senior Vice President and CFO commented, The first quarter marked the beginning
of what should prove to be another solid year for Stanley Black & Decker. Outside of the powerful
top and bottom line drivers that the integration will continue to provide, our successful new
products and growing presence in the emerging markets also play a key role in our expected revenue
and profit growth in 2011 and beyond. We still expect a net 100 basis point headwind due to
commodity inflation and a 1/3 1/2 offsetting price recovery for
5
the full year. However, we now anticipate significant negative price/inflation arbitrage in 2Q
followed by approximately 80% recovery via price in the second half of this year as many of the
price actions we have taken go into effect.
The company will host a conference call with
investors Wednesday, April 27th, at 10:00 am ET. A
slide 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 (877) 261-8992 and from outside the U.S. at (847)
619-6548; also, via the Internet at www.stanleyblackanddecker.com. To access, please go to the web
site at least fifteen minutes early to register, download and install any necessary audio software.
Please use the conference identification number 29541774. A replay will also be available two
hours after the call and can be accessed at (888) 843-7419 or (630) 652-3042 using the passcode
29541774#. 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,
engineered fastening systems, and more. Learn more at www.stanleyblackanddecker.com.
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Contact: |
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Kate White Vanek
Director, Investor Relations
kate.vanek@swkbdk.com
(860) 827-3833 |
Various financial measures in this press
release are prepared in accordance with United States
Generally Accepted Accounting Principles (GAAP). In addition, certain financial measures
presented below and in the appendix to this press release are
non-GAAP, or normalized, financial
measures that exclude M&A-related items. Management uses these non-GAAP, or normalized, financial
measures to assess current performance and establish operational goals, and believes that these
measures assist investors in evaluating the results of our business and analyzing the underlying
trends in our business over time. Investors should consider these non-GAAP normalized financial
measures in addition to, and not as a substitute for, or as superior to, financial measures
prepared in accordance with GAAP. A reconciliation of the GAAP financial measures to the
corresponding non-GAAP financial measures, and an explanation of our use of these non-GAAP normalized
financial measures and of the excluded items, are included below and in the appendix to this press
release.
Operating margin is defined as sales less cost of sales less SG&A. Management uses operating
margin and its percentage of net sales as key measures to assess the performance of the company as
a whole, as well as the related measures at the segment level.
6
The term pro forma is used to describe the companys results as if Black & Decker had been
included from January 1, 2010, rather than from the March 12, 2010 merger date. Such pro forma
amounts and measures are provided to facilitate understanding the companys performance due to the
significance of the merger with Black & Decker. These pro forma measures do not include the
effects of any of the other acquisitions such as CRC Evans acquired in July 2010.
Pro forma organic sales growth is
defined as total sales growth less the net sales of companies acquired/
divested in the past twelve months, less the pro forma impact of the sales
of Black & Decker and less foreign currency impacts; management uses this measure to analyze the
underlying sales change attributable to price and volume. Below is the reconciliation of total
sales growth to pro forma organic sales growth percentages.
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CDIY |
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Security |
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Industrial |
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Consolidated |
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Total 1Q 11 Sales Growth |
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121 |
% |
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35 |
% |
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105 |
% |
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89 |
% |
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Deduct (Add): |
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Pro Forma/ Acquisition Impact of BDK |
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120 |
% |
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25 |
% |
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76 |
% |
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80 |
% |
Acquisition (Divestiture) Impact |
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(1 |
%) |
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9 |
% |
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13 |
% |
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4 |
% |
Currency Impact |
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1 |
% |
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1 |
% |
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2 |
% |
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1 |
% |
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1Q 11 PF Organic Sales Growth |
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1 |
% |
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% |
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14 |
% |
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4 |
% |
Free cash flow is defined as cash flow from operations less capital and software expenditures.
Management considers free cash flow an important indicator of its liquidity, as well as its ability
to fund future growth and to provide a return to the shareowners. Free cash flow does not include
deductions for mandatory debt service, other borrowing activity, discretionary dividends on the
Companys common stock and business acquisitions, among other items. Normalized cash flow and free
cash flow, as reconciled from the associated GAAP measures in Appendix A, are considered meaningful
pro forma metrics to aid the understanding of the companys cash flow performance aside from the
material impact of the M&A-related payments and charges.
7
CAUTIONARY STATEMENTS
Under the Private Securities Litigation Reform Act of 1995
Statements in this press release that are not historical, including but not limited to those
regarding the Companys ability to: (i) achieve full year 2011 diluted EPS, excluding merger and
acquisition related (M&A) charges, in the range of $5.00-$5.25, and including all acquisition and
Black & Decker transaction related M&A charges, in the range of $4.35-$4.60; (ii) commencing a $250
million share repurchase program in 2Q 2011; (iii) achieve $425 million in cost synergies entering
into 2013 ($460M on an annualized basis) with respect to the combination with Black & Decker; (iv)
achieve $300 $400 million in revenue synergies by 2013; (v) achieve a tax rate of 20%-21%; and
(vi) recover 80% of anticipated commodity inflation in the second half of 2011 as pricing actions
go into effect; are forward looking statements and subject to risk and uncertainty.
The Companys ability to deliver the Results as described above is based on current expectations
and involves inherent risks and uncertainties, including factors listed below and other factors
that could delay, divert, or change any of them, and could cause actual outcomes and results to
differ materially from current expectations. In addition to the risks, uncertainties and other
factors discussed in this press release, the risks, uncertainties and other factors that could
cause or contribute to actual results differing materially from those expressed or implied in the
forward looking statements include, without limitation, those set forth under Item 1A Risk Factors
of the Companys Annual Report on Form 10-K and any material changes thereto set forth in any
subsequent Quarterly Reports on Form 10-Q, or those contained in the Companys other filings with
the Securities and Exchange Commission, and those set forth below.
The Companys ability to deliver the Results is dependent, or based, upon: (i) the Companys
ability to execute integration and achieve the synergies, capitalize on growth opportunities and
achieve the anticipated results of the combination with Black & Decker; (ii) the Companys success
in launching new products and growing its presence in emerging markets; (iii) the Companys ability
to implement a 1/3 1/2 price recovery for 2011; (iv) achieving a tax rate of approximately 20% -
21%; (v) successful completion of a $250 million share repurchase program in 2011; (vi)
successful identification, completion and integration of acquisitions, as well integration of
existing businesses; (vii) the continued acceptance of technologies used in the Companys products
and services; (viii) the Companys ability to manage existing Sonitrol franchisee and Mac Tools
distributor relationships; (ix) the Companys ability to minimize costs associated with any sale or
discontinuance of a business or product line, including any severance, restructuring, legal or
other costs; (x) the proceeds realized with respect to any business or product line disposals; (xi)
the extent of any asset impairments with respect to any businesses or product lines that are sold
or discontinued; (xii) the success of the Companys efforts to manage freight costs, steel and
other commodity costs as well as capital expenditures; (xiii) the Companys ability to sustain or
increase prices in order to, among other things, offset or mitigate the impact of steel, freight,
energy, non-ferrous commodity and other commodity costs and any inflation increases; (xiv) the
Companys ability to generate free cash flow and maintain a strong debt to capital ratio; (xv) the
Companys ability to identify and effectively execute productivity improvements and cost
reductions, while minimizing any associated restructuring charges; (xvi) the Companys ability to
obtain favorable settlement of routine tax audits; (xvii) the ability of the Company to generate
earnings sufficient to realize future income tax benefits during periods when temporary differences
become deductible; (xviii) the continued ability of the Company to access credit markets under
satisfactory terms;(xix) the Companys ability to negotiate satisfactory payment terms under which
the Company buys and sells goods, services, materials and products; and (xx) the Companys ability
to successfully develop, market and achieve sales from new products and services.
The Companys ability to deliver the Results is also dependent upon: (i) the success of the
Companys marketing and sales efforts, including the ability to develop and market new and
innovative products; (ii) the ability of the Company to maintain or improve production rates in the
Companys manufacturing facilities, respond to significant changes in product demand and fulfill
demand for new and existing products; (iii) the Companys ability to continue improvements in
working capital through effective management of accounts receivable and inventory levels; (iv) the
ability to continue successfully managing and defending claims and litigation; (v) the success of
the Companys efforts to mitigate any cost increases generated by, for example, increases in the
cost of energy or significant Chinese Renminbi or other currency appreciation; (vi) the geographic
distribution of the Companys earnings; and (vii) the commitment to and success of the Stanley
Fulfillment System.
The Companys ability to achieve the Results will also be affected by external factors. These
external factors include: the continued economic growth of emerging markets, particularly Latin
America; pricing pressure and other changes within competitive markets; the continued consolidation
of customers particularly in consumer channels; inventory management pressures on the Companys
customers; the impact the tightened credit markets may have on the Company or its customers or
suppliers; the extent to which the Company has to write off accounts receivable or assets or
experiences supply chain disruptions in connection with bankruptcy filings by customers or
suppliers; increasing competition; changes in laws, regulations and policies that affect the
Company, including, but not limited to trade, monetary, tax and fiscal policies and laws; the
timing and extent of any inflation or deflation; currency exchange fluctuations; the impact of
dollar/foreign currency exchange and interest rates on the competitiveness of products and the
Companys debt program; the strength of the U.S. and European economies; the extent to which
world-wide markets associated with homebuilding and remodeling stabilize and rebound; the impact of
events that cause or may cause disruption in the Companys manufacturing, distribution and sales
networks such as war, terrorist activities, and political unrest; and recessionary or expansive
trends in the economies of the world in which the Company operates. The Company undertakes no
obligation to publicly update or revise any forward-looking statements to reflect events or
circumstances that may arise after the date hereof.
8
STANLEY BLACK & DECKER, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited, Millions of Dollars Except Per Share Amounts)
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FIRST QUARTER |
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2011 |
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2010 |
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NET SALES |
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$ |
2,380.7 |
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$ |
1,262.0 |
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COSTS AND EXPENSES |
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Cost of sales |
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1,498.2 |
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806.1 |
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Gross Margin |
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882.5 |
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455.9 |
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% to Net Sales |
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37.1 |
% |
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36.1 |
% |
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Selling, general and administrative |
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605.7 |
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382.5 |
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% to Net sales |
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25.4 |
% |
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30.3 |
% |
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Operating margin |
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276.8 |
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73.4 |
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% to Net sales |
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11.6 |
% |
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5.8 |
% |
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Other net |
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52.5 |
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64.9 |
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Restructuring charges and asset impairments |
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13.3 |
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97.4 |
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Income (loss) from operations |
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211.0 |
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(88.9 |
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Interest net |
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29.5 |
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18.1 |
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EARNINGS (LOSS) FROM CONTINUING OPERATIONS BEFORE INCOME TAXES |
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181.5 |
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(107.0 |
) |
Income taxes |
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23.1 |
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1.5 |
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NET EARNINGS (LOSS) FROM CONTINUING OPERATIONS |
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158.4 |
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(108.5 |
) |
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Less: net (loss) earnings attributable to non-controlling interests |
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(0.3 |
) |
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0.1 |
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NET EARNINGS (LOSS) ATTRIBUTABLE TO COMMON SHAREOWNERS |
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$ |
158.7 |
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$ |
(108.6 |
) |
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BASIC EARNINGS (LOSS) PER SHARE OF COMMON STOCK |
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Total basic earnings (loss) per share of common stock |
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$ |
0.95 |
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$ |
(1.11 |
) |
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DILUTED EARNINGS (LOSS) PER SHARE OF COMMON STOCK |
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Total diluted earnings (loss) per share of common stock |
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$ |
0.92 |
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$ |
(1.11 |
) |
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DIVIDENDS PER SHARE |
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$ |
0.41 |
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$ |
0.33 |
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AVERAGE SHARES OUTSTANDING (in thousands) |
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Basic |
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167,259 |
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|
97,672 |
|
|
|
|
|
|
|
|
Diluted |
|
|
171,945 |
|
|
|
97,672 |
|
|
|
|
|
|
|
|
9
STANLEY BLACK & DECKER, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Millions of Dollars)
|
|
|
|
|
|
|
|
|
|
|
(Unaudited) |
|
|
|
|
|
|
April 2, |
|
|
January 1, |
|
|
|
2011 |
|
|
2011 |
|
ASSETS |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
1,883.5 |
|
|
$ |
1,745.4 |
|
Accounts and notes receivable, net |
|
|
1,547.8 |
|
|
|
1,417.1 |
|
Inventories, net |
|
|
1,413.6 |
|
|
|
1,272.0 |
|
Other current assets |
|
|
329.6 |
|
|
|
381.1 |
|
|
|
|
|
|
|
|
Total current assets |
|
|
5,174.5 |
|
|
|
4,815.6 |
|
|
|
|
|
|
|
|
Property, plant and equipment, net |
|
|
1,144.9 |
|
|
|
1,166.5 |
|
Goodwill and other intangibles, net |
|
|
9,062.5 |
|
|
|
8,814.1 |
|
Other assets |
|
|
374.1 |
|
|
|
343.2 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
15,756.0 |
|
|
$ |
15,139.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREOWNERS EQUITY |
|
|
|
|
|
|
|
|
Short-term borrowings |
|
$ |
553.5 |
|
|
$ |
417.7 |
|
Accounts payable |
|
|
1,170.6 |
|
|
|
998.6 |
|
Accrued expenses |
|
|
1,268.0 |
|
|
|
1,325.9 |
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
2,992.1 |
|
|
|
2,742.2 |
|
|
|
|
|
|
|
|
Long-term debt |
|
|
3,008.5 |
|
|
|
3,018.1 |
|
Other long-term liabilities |
|
|
2,369.6 |
|
|
|
2,309.4 |
|
Stanley Black & Decker, Inc.
shareowners equity |
|
|
7,333.4 |
|
|
|
7,017.0 |
|
Non-controlling interests equity |
|
|
52.4 |
|
|
|
52.7 |
|
|
|
|
|
|
|
|
Total liabilities and equity |
|
$ |
15,756.0 |
|
|
$ |
15,139.4 |
|
|
|
|
|
|
|
|
10
STANLEY BLACK & DECKER INC. AND SUBSIDIARIES
SUMMARY OF CASH FLOW ACTIVITY
(Unaudited, Millions of Dollars)
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER |
|
|
|
2011 |
|
|
2010 |
|
OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
Net earnings (loss) |
|
$ |
158.7 |
|
|
$ |
(108.6 |
) |
Depreciation and amortization |
|
|
103.9 |
|
|
|
59.7 |
|
Changes in working capital |
|
|
(70.3 |
) |
|
|
(90.4 |
) |
Other |
|
|
(71.9 |
) |
|
|
106.6 |
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating
activities |
|
|
120.4 |
|
|
|
(32.7 |
) |
|
|
|
|
|
|
|
|
|
INVESTING AND FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
Capital and software expenditures |
|
|
(70.1 |
) |
|
|
(22.1 |
) |
Business acquisitions and asset disposals |
|
|
(44.5 |
) |
|
|
(7.2 |
) |
Cash acquired from Black & Decker |
|
|
|
|
|
|
949.4 |
|
Proceeds from issuance of common stock |
|
|
55.4 |
|
|
|
14.0 |
|
Payments on long-term debt |
|
|
(0.5 |
) |
|
|
(200.8 |
) |
Net borrowings on short-term borrowings |
|
|
141.4 |
|
|
|
435.9 |
|
Cash dividends on common stock |
|
|
(68.6 |
) |
|
|
(34.3 |
) |
Other |
|
|
4.6 |
|
|
|
2.5 |
|
|
|
|
|
|
|
|
Net cash provided by investing and
financing activities |
|
|
17.7 |
|
|
|
1,137.4 |
|
|
|
|
|
|
|
|
|
|
Increase in Cash and Cash Equivalents |
|
|
138.1 |
|
|
|
1,104.7 |
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents, Beginning of Period |
|
|
1,745.4 |
|
|
|
400.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and Cash Equivalents, End of Period |
|
$ |
1,883.5 |
|
|
$ |
1,505.4 |
|
|
|
|
|
|
|
|
|
The change in working capital is comprised of accounts receivable, inventory and accounts payable. |
11
STANLEY BLACK & DECKER, INC. AND SUBSIDIARIES
BUSINESS SEGMENT INFORMATION
(Unaudited, Millions of Dollars)
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER |
|
|
|
2011 |
|
|
2010 |
|
NET SALES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction & DIY |
|
$ |
1,210.8 |
|
|
$ |
549.0 |
|
Security |
|
|
557.4 |
|
|
|
413.9 |
|
Industrial |
|
|
612.5 |
|
|
|
299.1 |
|
|
|
|
|
|
|
|
Total |
|
$ |
2,380.7 |
|
|
$ |
1,262.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SEGMENT PROFIT |
|
|
|
|
|
|
|
|
Construction & DIY |
|
$ |
156.5 |
|
|
$ |
47.5 |
|
Security |
|
|
72.7 |
|
|
|
64.1 |
|
Industrial |
|
|
106.9 |
|
|
|
37.3 |
|
|
|
|
|
|
|
|
Segment Profit |
|
|
336.1 |
|
|
|
148.9 |
|
Corporate Overhead |
|
|
(59.3 |
) |
|
|
(75.5 |
) |
|
|
|
|
|
|
|
Total |
|
$ |
276.8 |
|
|
$ |
73.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Profit as a Percentage of
Net Sales |
|
|
|
|
|
|
|
|
Construction & DIY |
|
|
12.9 |
% |
|
|
8.7 |
% |
Security |
|
|
13.0 |
% |
|
|
15.5 |
% |
Industrial |
|
|
17.5 |
% |
|
|
12.5 |
% |
|
|
|
|
|
|
|
Segment Profit |
|
|
14.1 |
% |
|
|
11.8 |
% |
Corporate Overhead |
|
|
-2.5 |
% |
|
|
-6.0 |
% |
|
|
|
|
|
|
|
Total |
|
|
11.6 |
% |
|
|
5.8 |
% |
|
|
|
|
|
|
|
12
APPENDIX A
STANLEY BLACK & DECKER, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP EARNINGS FINANCIAL MEASURES TO CORRESPONDING
NON-GAAP FINANCIAL MEASURES
(Unaudited, Millions of Dollars Except Per Share Amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER 2011 |
|
|
|
|
|
|
|
Merger & |
|
|
|
|
|
|
|
|
|
|
Acquisition-Related |
|
|
|
|
|
|
Reported |
|
|
Charges1 |
|
|
Normalized2 |
|
Cost of sales |
|
$ |
1,498.2 |
|
|
$ |
(6.3 |
) |
|
$ |
1,491.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross margin |
|
|
882.5 |
|
|
|
6.3 |
|
|
|
888.8 |
|
% to Net Sales |
|
|
37.1 |
% |
|
|
|
|
|
|
37.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative |
|
|
605.7 |
|
|
|
(15.6 |
) |
|
|
590.1 |
|
% to Net Sales |
|
|
25.4 |
% |
|
|
|
|
|
|
24.8 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating margin |
|
|
276.8 |
|
|
|
21.9 |
|
|
|
298.7 |
|
% to Net Sales |
|
|
11.6 |
% |
|
|
|
|
|
|
12.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings attributable to Common Shareowners |
|
$ |
158.7 |
|
|
$ |
27.8 |
|
|
$ |
186.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share of common stock |
|
$ |
0.92 |
|
|
$ |
0.16 |
|
|
$ |
1.08 |
|
|
|
|
1 |
|
Merger and acquisition-related charges relate primarily to the Black & Decker merger,
including facility closure-related charges and integration costs. |
|
2 |
|
The normalized 2011 information, as reconciled to GAAP above, is considered relevant
to aid analysis of the companys margin and earnings results aside from the material impact of the
merger & acquisition-related charges primarily associated with the Black & Decker merger. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER 2010 |
|
|
|
|
|
|
|
Merger & |
|
|
|
|
|
|
|
|
|
|
Acquisition-Related |
|
|
|
|
|
|
Reported |
|
|
Charges3 |
|
|
Normalized4 |
|
Cost of sales |
|
$ |
806.1 |
|
|
$ |
(41.6 |
) |
|
$ |
764.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross margin |
|
|
455.9 |
|
|
|
41.6 |
|
|
|
497.5 |
|
% to Net Sales |
|
|
36.1 |
% |
|
|
|
|
|
|
39.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Selling, general and administrative |
|
|
382.5 |
|
|
|
(49.0 |
) |
|
|
333.5 |
|
% to Net Sales |
|
|
30.3 |
% |
|
|
|
|
|
|
26.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating margin |
|
|
73.4 |
|
|
|
90.6 |
|
|
|
164.0 |
|
% to Net Sales |
|
|
5.8 |
% |
|
|
|
|
|
|
13.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) earnings attributable to Common
Shareowners |
|
$ |
(108.6 |
) |
|
$ |
178.7 |
|
|
$ |
70.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted (loss) earnings per share of common stock |
|
$ |
(1.11 |
) |
|
$ |
1.80 |
|
|
$ |
0.70 |
|
|
|
|
3 |
|
Merger and acquisition-related charges relate primarily to the Black & Decker merger,
including inventory step-up, certain executive compensation and severance costs associated with the
change in control, transaction and integration costs. |
|
4 |
|
The normalized 2010 information, as reconciled to GAAP above, is considered relevant
to aid analysis of the companys margin and earnings results aside from the material impact of the
merger & acquisition-related charges associated with the Black & Decker merger. |
APPENDIX A (CONTINUED)
STANLEY BLACK & DECKER INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP CASH FLOW FINANCIAL MEASURES TO CORRESPONDING
NON-GAAP FINANCIAL MEASURES
(Unaudited, Millions of Dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER 2011 |
|
|
|
|
|
|
|
Merger & |
|
|
|
|
|
|
|
|
|
|
Acquisition-Related |
|
|
|
|
|
|
|
|
|
|
Charges and |
|
|
|
|
|
|
Reported |
|
|
Payments1 |
|
|
Normalized2 |
|
Net cash provided by operating activities |
|
|
120.4 |
|
|
|
11.1 |
|
|
|
131.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Free Cash Flow Computation3 |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Cash Inflow |
|
$ |
120.4 |
|
|
|
|
|
|
$ |
131.5 |
|
Less: capital and software expenditures |
|
|
(70.1 |
) |
|
|
|
|
|
|
(70.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
Free Cash Inflow (before dividends) |
|
$ |
50.3 |
|
|
|
|
|
|
$ |
61.4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
Merger and acquisition-related charges and payments relate primarily to the Black &
Decker merger, including facility closure-related charges and integration costs. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER 2010 |
|
|
|
|
|
|
|
Merger & |
|
|
|
|
|
|
|
|
|
|
Acquisition-Related |
|
|
|
|
|
|
|
|
|
|
Charges and |
|
|
|
|
|
|
Reported |
|
|
Payments4 |
|
|
Normalized2 |
|
Net cash (used in) provided by operating activities |
|
|
(32.7 |
) |
|
|
92.0 |
|
|
|
59.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Free Cash Flow Computation3 |
|
|
|
|
|
|
|
|
|
|
|
|
Operating Cash (Outflow) Inflow |
|
$ |
(32.7 |
) |
|
|
|
|
|
$ |
59.3 |
|
Less: capital and software expenditures |
|
|
(22.1 |
) |
|
|
|
|
|
|
(22.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
Free Cash (Outflow) Inflow (before dividends) |
|
$ |
(54.8 |
) |
|
|
|
|
|
$ |
37.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2, 3 |
|
Free cash flow is defined as cash flow from operations less capital and software
expenditures. Management considers free cash flow an important measure of its liquidity, as well as
its ability to fund future growth and to provide a return to the shareowners. Free cash flow does
not include deductions for mandatory debt service, other borrowing activity, discretionary
dividends on the Companys common stock and business acquisitions, among other items. Normalized
cash flow and free cash flow, as reconciled above, are considered meaningful pro forma metrics to
aid the understanding of the companys cash flow performance aside from the material impact of
Black & Decker merger-related payments and charges. |
|
4 |
|
Merger and acquisition-related charges and payments relate primarily to the Black &
Decker merger, including inventory step-up (non-cash), certain executive compensation and severance
costs associated with change in control, transaction and integration costs. |
APPENDIX A (CONTINUED)
STANLEY BLACK & DECKER, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP SEGMENT PROFIT FINANCIAL MEASURES TO CORRESPONDING
NON-GAAP FINANCIAL MEASURES
(Unaudited, Millions of Dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER 2011 |
|
|
|
|
|
|
|
Merger & |
|
|
|
|
|
|
|
|
|
|
Acquisition-Related |
|
|
|
|
|
|
Reported |
|
|
Charges1 |
|
|
Normalized2 |
|
SEGMENT PROFIT |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction & DIY |
|
$ |
156.5 |
|
|
$ |
2.4 |
|
|
$ |
158.9 |
|
Security |
|
|
72.7 |
|
|
|
4.5 |
|
|
|
77.2 |
|
Industrial |
|
|
106.9 |
|
|
|
|
|
|
|
106.9 |
|
|
|
|
|
|
|
|
|
|
|
Segment Profit |
|
|
336.1 |
|
|
|
6.9 |
|
|
|
343.0 |
|
Corporate Overhead |
|
|
(59.3 |
) |
|
|
15.0 |
|
|
|
(44.3 |
) |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
276.8 |
|
|
$ |
21.9 |
|
|
$ |
298.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Profit as a Percentage of
Net Sales |
|
|
|
|
|
|
|
|
|
|
|
|
Construction & DIY |
|
|
12.9 |
% |
|
|
|
|
|
|
13.1 |
% |
Security |
|
|
13.0 |
% |
|
|
|
|
|
|
13.9 |
% |
Industrial |
|
|
17.5 |
% |
|
|
|
|
|
|
17.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
Segment Profit |
|
|
14.1 |
% |
|
|
|
|
|
|
14.4 |
% |
Corporate Overhead |
|
|
-2.5 |
% |
|
|
|
|
|
|
-1.9 |
% |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
11.6 |
% |
|
|
|
|
|
|
12.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
Merger and acquisition-related charges relate primarily to the Black & Decker merger,
including facility closure-related charges and integration costs. |
|
2 |
|
The normalized 2011 business segment information, as reconciled to GAAP above, is
considered relevant to aid analysis of the companys segment profit results aside from the material
impact of the merger & acquisition-related charges associated with the Black & Decker merger. |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FIRST QUARTER 2010 |
|
|
|
|
|
|
|
Merger & |
|
|
|
|
|
|
|
|
|
|
Acquisition-Related |
|
|
|
|
|
|
Reported |
|
|
Charges3 |
|
|
Normalized4 |
|
SEGMENT PROFIT |
|
|
|
|
|
|
|
|
|
|
|
|
|
Construction & DIY |
|
$ |
47.5 |
|
|
$ |
31.9 |
|
|
$ |
79.4 |
|
Security |
|
|
64.1 |
|
|
|
5.3 |
|
|
|
69.4 |
|
Industrial |
|
|
37.3 |
|
|
|
4.4 |
|
|
|
41.7 |
|
|
|
|
|
|
|
|
|
|
|
Segment Profit |
|
|
148.9 |
|
|
|
41.6 |
|
|
|
190.5 |
|
Corporate Overhead |
|
|
(75.5 |
) |
|
|
49.0 |
|
|
|
(26.5 |
) |
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
73.4 |
|
|
$ |
90.6 |
|
|
$ |
164.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Profit as a Percentage of
Net Sales |
|
|
|
|
|
|
|
|
|
|
|
|
Construction & DIY |
|
|
8.7 |
% |
|
|
|
|
|
|
14.5 |
% |
Security |
|
|
15.5 |
% |
|
|
|
|
|
|
16.8 |
% |
Industrial |
|
|
12.5 |
% |
|
|
|
|
|
|
13.9 |
% |
|
|
|
|
|
|
|
|
|
|
|
Segment Profit |
|
|
11.8 |
% |
|
|
|
|
|
|
15.1 |
% |
Corporate Overhead |
|
|
-6.0 |
% |
|
|
|
|
|
|
-2.1 |
% |
|
|
|
|
|
|
|
|
|
|
Total |
|
|
5.8 |
% |
|
|
|
|
|
|
13.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
Merger and acquisition-related charges and payments relate primarily to the Black &
Decker merger, including inventory step-up (non-cash), certain executive compensation and severance
costs associated with change in control, transaction and integration costs. |
|
4 |
|
The normalized 2010 business segment information, as reconciled to GAAP above, is
considered relevant to aid analysis of the companys segment profit results aside from the material
impact of the merger & acquisition-related charges associated with the Black & Decker merger. |