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Stanley Black & Decker, Inc. to Redeem Its Series D Cumulative Perpetual Convertible Preferred Stock and Announce Settlement Rate for Corporate Units

November 15, 2022

NEW BRITAIN, Conn., Nov. 15, 2022 /PRNewswire/ -- Stanley Black & Decker, Inc. (NYSE: SWK) ("the Company") today announced that it has elected to redeem all its outstanding Series D Cumulative Perpetual Convertible Preferred Stock (CUSIP No. 854502 796), no par value, with liquidation preference $1,000 per share (the "Convertible Preferred Stock") and that:

(A)       the redemption date will be December 22, 2022;

(B)       the redemption price will be $1,007.71 per share of the Convertible Preferred Stock payable in cash (which is equal to 100% of the liquidation preference of a share of the Convertible Preferred Stock plus accumulated and unpaid dividends to, but excluding, the redemption date);

(C)       if a holder elects to convert such holder's shares of the Convertible Preferred Stock prior to the redemption date, the settlement method of the Convertible Preferred Stock will be combination settlement with the specified dollar amount of $1,000;

(D)       the name and address of the paying agent and the conversion agent are:

Computershare Inc.
150 Royall Street
Canton, MA 02021
Attn: Corporate Actions Relationship Manager

(E)       shares of the Convertible Preferred Stock called for redemption may be converted pursuant to Section 3D(9) of the Company's Restated Certificate of Incorporation, as amended, at any time before 5:00 p.m., New York City time, on December 21, 2022 (which is the Business Day immediately preceding the redemption date);

(F)        all shares of the Convertible Preferred Stock outstanding as of the redemption date will be redeemed by the Company; and

(G)       unless the Company defaults in making payment of the redemption price, dividends in respect of the shares of Convertible Preferred Stock called for redemption will cease to accumulate on and after the redemption date.

The Company also announced that the settlement rate for the stock purchase contracts that are components of the corporate units that it issued in November 2019 is 0.6298 shares of the Company's common stock for each stock purchase contract held by the holders thereof, with cash to be paid in lieu of any fractional shares.

About Stanley Black & Decker

Headquartered in the USA, Stanley Black & Decker (NYSE: SWK) is the world's largest tool company operating manufacturing facilities worldwide. Guided by its purpose – for those who make the world – the company's approximately 60,000 diverse and high-performing employees produce innovative, award-winning power tools, hand tools, storage, digital tool solutions, lifestyle products, outdoor products, engineered fasteners and other industrial equipment to support the world's makers, creators, tradespeople and builders. The company's iconic brands include DEWALT®, BLACK+DECKER®, CRAFTSMAN®, STANLEY®, CUB CADET®, HUSTLER® and TROY-BILT®. Recognized for its leadership in environmental, social and governance (ESG), Stanley Black & Decker strives to be a force for good in support of its communities, employees, customers and other stakeholders. To learn more visit: www.stanleyblackanddecker.com.

Forward-looking statements in this press release speak only as of the date hereof, and forward-looking statements in documents attached that are incorporated by reference speak only as of the date of those documents. The Company does not undertake any obligation to update or release any revisions to any forward-looking statement or to report any events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as required by law.

Investor Contacts:

Dennis Lange
Vice President, Investor Relations
dennis.lange@sbdinc.com
(860) 827-3833

Cort Kaufman
Senior Director, Investor Relations
cort.kaufman@sbdinc.com
(860) 515-2741

Christina Francis
Director, Investor Relations
christina.francis@sbdinc.com
(860) 438-3470

 

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SOURCE Stanley Black & Decker

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