Merger and Acquisitions (Tables)

9 Months Ended

Oct. 01, 2011

Information for Niscayah and Other 2011 Acquisitions

The following table presents information for Niscayah and other 2011 acquisitions that are included in the Company’s Consolidated Statement of Operations:

	Third Quarter		Year-to-Date
(Millions of Dollars)	2011		2011
Net sales		$  71.3		$  92.5
Net loss		(23.8) (A)		(30.4) (A)

(A) – Net loss includes deal costs and other acquisition-related charges.

Supplemental Pro Forma Information

The following table presents supplemental pro-forma information as if the Merger, acquisition of Niscayah and other acquisitions had occurred on January 3, 2010. This pro-forma information includes merger and acquisition-related charges for the period. The pro-forma consolidated results are not necessarily indicative of what the Company’s consolidated net earnings would have been had the Company completed the Merger and acquisitions on January 3, 2010. In addition, the pro-forma consolidated results do not reflect the expected realization of any cost savings associated with the Merger and acquisitions.

	Third Quarter				Year-to-Date
(Millions of Dollars, except per share amounts)	2011		2010		2011		2010
Net sales	$	2,808.2	$	2,607.9	$	8,306.5	$	7,857.7
Net earnings		155.4		124.9		515.9		51.5
Diluted earnings per share		0.92		0.74		3.02		0.30

Niscayah

Fair Values of Major Assets Acquired and Liabilities Assumed

date. The following table summarizes the estimated fair values of major assets acquired and liabilities assumed.

(Millions of Dollars)
Cash and cash equivalents	$	21.1
Accounts and notes receivable, net		231.0
Inventories, net		72.3
Prepaid expenses and other current assets		45.8
Property, plant and equipment		46.3
Trade names		10.0
Customer relationships		400.0
Other assets		48.5
Accounts payable		(55.8	)
Short-term borrowings		(204.5	)
Deferred tax liabilities		(149.9	)
Other liabilities		(221.5	)
Non-controlling interest		(10.6	)
Total identifiable net assets	$	232.7
Goodwill		751.3
Total consideration transferred	$	984.0

The Black & Decker Corporation

Fair Values of Major Assets Acquired and Liabilities Assumed

The following table summarizes the fair values of major assets acquired and liabilities assumed as part of the Merger:

(Millions of Dollars)
Cash	$	949.4
Accounts and notes receivable, net		907.2
Inventories, net		1,066.3
Prepaid expenses and other current assets		257.7
Property, plant and equipment		545.2
Trade names		1,505.5
Customer relationships		383.7
Licenses, technology and patents		112.3
Other assets		243.4
Short-term borrowings		(175.0	)
Accounts payable		(479.1	)
Accrued expenses and other current liabilities		(849.9	)

(Millions of Dollars)
Long-term debt		(1,657.1	)
Post-retirement benefits		(775.8	)
Deferred taxes		(808.5	)
Other liabilities		(517.8	)
Total identifiable net assets	$	707.5
Goodwill		3,949.0
Total consideration transferred	$	4,656.5