Professional Documents
Culture Documents
& DECKER
TEAM 9
SIDDHANT
SWAPNIL
SHWETANA
ARNAB
ABHISHEK
SAKETH
MERGER DETAILS
Exchange of stock giving Black and Decker shareholders 21.6% premium
All of Black and Deckers stocks will be acquired
Stanley would pay $3.6 Bn in its stock valued at $45.23
Stanley Shareholders would get 50.5%, Black and Decker shareholders
CEO COMPENSATION
John F. Lundgren, CEO of Stanley, would become the CEO of the combined
enterprise
Grant of restricted stock units, equal in value of an option to purchase 1.1Mn shares
chairman
One time grant of stock options on 1Mn shares of the combined company
Incentive payment of
$15Mn for achieving annual saving of $225Mn
$30Mn for achieving annual saving of $300Mn
$45Mn for achieving annual saving of $350Mn
EXECUTIVE EXPENSE
Termination or change in responsibilities would trigger payments totaling to
$92.3Mn
Payments under the Black and Decker long term incentive plan = $13.2Mn
Immediate vesting of unvested restricted stock, restricted stock units, and
$22.7Mn
CORPORATE
GOVERNANCE ISSUE
Mr. Archibald, CEO of B&D had $10 million per year pay package
Stanley CEO
Nolan Archibald
Stock Benefit
49.85
Forego
Severance Package
20.5
Annual Bonus
5.325
1.85
Total Forego
27.675
Benefit
Total Synergy
$350M
John Lundgren
$49.85M (14.2%)
Nolan Archibald
$70.555 (20.16%)
Total CEO
$120.405 (34.4%)
Stock
45.23
Incentive
45
Total Benefit
90.23
Cost Benefit
70.555
NPV
0.08
178.80
Discount Rate
0.09
0.10
0.11
170.86
Synergy
Cost to Achieve
Synergy
Other Expense
Free Cash Flow
Saving
163.22
0.12
Year 1
125
Year 2
250
Year 3
350
330
50
20
200
330
70
-275
0.13
THANK
YOU