UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): September 2, 2011
Stanley Black & Decker, Inc.
(Exact name of registrant as specified in its charter)
| Connecticut | 1-5224 | 06-0548860 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 1000 Stanley Drive, New Britain, Connecticut |
06053 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (860) 225-5111
Not Applicable
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure
On September 2, 2011 Stanley Black & Decker, Inc. issued a press release in Sweden and the United States announcing that all conditions to its pending tender offer for all shares and warrants in Niscayah AB (“Niscayah”) (the “Offer”) have been satisfied, that the acceptance period for the Offer has been extended in order to provide shareholders and/or warrant holders that have not yet submitted their acceptances the opportunity to accept the Offer, and that its indirect wholly-owned Swedish subsidiary, SBD Holding AB (“SBD Holding”), has purchased shares in Niscayah outside of the Offer. The English language version of that press release is attached hereto as Exhibit 99.1.
Following SBD Holding’s purchases of shares outside of the Offer, on September 2, 2011 Stanley Black & Decker filed a statement with the Swedish Financial Supervisory Authority. A copy of that statement is attached hereto as Exhibit 99.2.
Item 9.01 Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits
99.1 The English language version of the Stanley Black & Decker, Inc. press release dated September 2, 2011 , furnished pursuant to Item 7.01 hereof.
99.2 A statement filed with the Swedish Financial Supervisory Authority on September 2, 2011, furnished pursuant to Item 7.01 hereof.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Stanley Black & Decker, Inc. | ||||||
| September 2, 2011 | By: | /s/ Bruce H. Beatt | ||||
| Name: | Bruce H. Beatt | |||||
| Title: | Senior Vice President, General Counsel and Secretary | |||||
Exhibit Index
| Exhibit |
Description | |
| 99.1 | The English language version of the Stanley Black & Decker, Inc. press release dated September 2, 2011, furnished pursuant to Item 7.01 hereof. | |
| 99.2 | A statement filed with the Swedish Financial Supervisory Authority on September 2, 2011, furnished pursuant to Item 7.01 hereof. | |