Stanley Black & Decker completes purchase of Craftsman brand from Sears Holdings

March 10, 2017

The $900 million deal gives Stanley Black & Decker the right to develop, manufacture and sell Craftsman-branded products outside the Sears Holdings and Sears Hometown & Outlet Stores distribution channels.

Stanley Black & Decker announced March 9 that it has successfully completed its purchase of the Craftsman brand from Sears Holdings Corporation for a net present value of approximately $900 million in cash, giving Stanley Black & Decker the right to develop, manufacture and sell Craftsman-branded products outside the Sears Holdings and Sears Hometown & Outlet Stores distribution channels. This transaction was originally announced on January 5, 2017.

Stanley Black & Decker's President and Chief Executive Officer James M. Loree said, "We are pleased to complete the purchase of the Craftsman brand, a legendary American brand with tremendous consumer awareness built on a legacy of providing reliable products at a good value and standing behind them. We will invest in the brand with a focus on quality, innovation and U.S. manufacturing, with the goal of rapidly increasing sales through new channels and will provide more information on our distribution plans as they are developed. We are confident that we can grow Craftsman while continuing to execute on our other core strategic initiatives, leveraging our world class innovation, commercial and operational excellence and experienced team. We also understand the Craftsman warranty is important to existing customers and intend to honor existing and offer similar warranties going forward. As we continue our growth journey, we will pursue opportunities across the portfolio to build upon our world-class franchises to create shareholder value."

As previously announced, Stanley Black & Decker has made a $525 million cash payment to Sears Holdings at closing and will make a $250 million payment at the end of year three and annual payments to Sears Holdings of between 2.5% and 3.5% on new Stanley Black & Decker sales of Craftsman products through year 15.

Craftsman has a rich legacy as an iconic brand within U.S. in Power & Hand Tools and Storage Products as well as a strong presence in Lawn & Garden Products. The breadth of brands under the Stanley Black & Decker umbrella will provide even more solutions to the end-user.

Updated 2017 EPS Outlook

As previously announced on January 26, 2017, Stanley Black and Decker's 2017 GAAP earnings per share ("EPS") were expected to approximate $6.85 - $7.05 (excluded the estimated impacts from the Mechanical Security, Craftsman and Newell Tools transactions which had not closed at that time). The Craftsman transaction is expected to be immediately accretive to 2017 EPS by approximately $0.08 per share, excluding approximately $20 million of primarily deal-related costs. Inclusive of the previously announced approximately $0.19 per share dilution from the sale of the Mechanical Security business and the related estimated after-tax book gain of $200-$215 million, Stanley Black and Decker's 2017 updated GAAP EPS outlook is approximately $7.94 - $8.14 per share. The company's 2017 adjusted (excluding charges and gain from the Mechanical Security sale) EPS outlook is $6.74 - $6.94 per share.

Stanley Black & Decker, an S&P 500 company, is a diversified global provider of hand tools, power tools and related accessories, electronic security solutions, healthcare solutions, engineered fastening systems, and more. Learn more at www.stanleyblackanddecker.com.

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