Stanley Black & Decker (NYSE: SWK) is a manufacturer and marketer of power tools, accessories, hardware, home improvement products, and advanced fastening systems. The company is a number one or two leader in each of its three reportable product segments, Power Tools & Accessories, Hardware & Home Improvement, and Fastening & Assembly Systems. It operates in over 100 countries, though the United States and Europe, particularly the UK, are its most significant markets.[1]

On November 3, 2009, BDK and Stanley Works (SWK) agreed to a $4.5 billion all-stock deal that combines the two U.S. based hand-tool and power-tool makers.[2] The deal holds a 22% premium for Black & Decker shareholders, who will own 49.5% of the company, while Stanley holders will have the rest.[3] The merger represents a view that the housing market is bouncing back from the lows witnessed in 2008 and 2009, but also signifies that restoration of the do-it-yourself market and construction market seen in 2002-2005 is one marked with difficulty. The merger was completed on March 12, 2010 and now trades under the name Stanley Black & Decker, Inc (NYSE: SWK). The following article represents information on BDK prior to its acquisition.

The company has built several successful brands, specifically in its largest segment, Power Tools & Accessories (PTA), where it commands a market share of approximately 40% through brands such as Black & Decker, DeWalt, and others. Black & Decker has leveraged respected brand names and consumer relationships in recent years, continuing roll outs of improved products coupled with acquisitions which have expanded market share.

Company Overview

Products & Segments

Power Tools and Accessories (73% of sales in FY2009)

B&D’s largest and most profitable segment includes electric tools and equipment, garden tools, portable power products, and others. Products are wide-ranging and include drills, vacuums, hammers, wrenches, lawnmowers, saws, generators, etc. The company recognized a $11.9 million of pre-tax restructuring and exit costs in the Power Tools and Accessories business segment in FY2009 in relation to its merger with Stanley.[4] Decreased sales is primarily due to slack in North American business, which faced weak housing and discretionary spending.

Hardware and Home Improvement (16% of sales in FY2009)

Products include security and decorative hardware, kitchen and bathroom accessories and replacement parts, and general hardware. The segment also manufactures products under numerous brand names, and no product accounts for over 10% of segment sales.

Fastening and Assembly Systems (11% of sales in FY2009)

This segment sells an extensive line of fasteners and fastening systems, which include screws, nuts, bolts, metal and plastic fasteners, riveting systems, etc. As with PTA and HH, no product comprises over 10% of segment revenue and products are manufactured under a number of brand names.

B&D also groups products into several sub-divisions, including power tools, lawn and garden equipment, accessories, and others (see table below).

FY2006 FY2007 FY2008 FY2009
Consumer and industrial power tools and product services $3,481.1 $3,537.3 $3,236.1 $2,449.2
Lawn and garden products $457.8 $430.6 $377.9 $312.1
Consumer and industrial accessories $475.1 $479.2 $452.0 $392.6
Cleaning, automotive, lighting and household $319.3 $345.3 $321.0 $266.7
Security hardware $751.7 $730.9 $649.9 $552.5
Plumbing products $296.0 $323.3 $309.2 $248.0
Fastening and assembly systems $666.3 $716.6 $740.0 $554.0
Total $6,447.3 $6,563.2 $6,086.1 $4,775.1

Note: Figures in Millions USD Source: FY2008 10-K[5]

Q3 FY2009 Summary

BDK posted a profit of $55.4 million in the third quarter of FY2009, a 35% profit drop compared to the third reporting quarter of fiscal 2008.[6] BDK's largest business segment "PowerTools and Accessories" posted sales decrease of 21% to $869.5 million compared to the 3rd quarter of fiscal 2008.[7] Throughout the third quarter, BDK has been cutting operating costs while lowering prices for parts. For example, BDK stated it would cut 1,200 jobs, lower U.S. workers' base salaries by 2.5% to 5%, and lower base salaries of top executives, as well as end contributions to retirement programs due to economic weakness.[8] As a result, Selling, General & Administrative Expenses (SG&A) expenses dropped 17 percent to $309.6 million for the quarter.[7]

Q4 FY2009 Summary

Due to declining sales and merger related costs, BDK's profit in the fourth reporting quarter fell 22% to $33.9 million.[9] BDK's adjusted earnings, which do not take into consideration of merger costs, exceeded analysts' expectations. BDK's revenues dropped 5.6% to $1.3 billion, but exceeded analyst expectations of $1.2 billion in revenue, partly due to improved economic activity in Europe, Latin America, and Asia Pacific.[10]

BDK's largest business segment, Power Tools and Accessories, dropped 11% in sales, but jumped 75% in bottom line growth.[11] This was largely due to margin improvements and lower tax expenses, which led gross margins to rise to 36.4% in the fourth reporting quarter compared to 31.6% in the fourth quarter of last fiscal year.[12] Looking forward, Black and Decker is sensitive to a weak housing industry, and will continue to cut costs to protect bottom line growth.

Key Trends and Forces

BDK's Merger with Stanley is Bound to Create New Divisions but Cut Jobs

BDK's $5.4 billion all-stock merger with Stanley, agreed on November 3, 2009, will restructure the two companies' major business segments but will lead to an overall loss in jobs.[13] While some BDK divisions will be combined with those at Stanley such as BDK's "Hardware and Home Improvement" with Stanley's "Mechanical Access Security Business", many current divisions will hold.[14] One such is BDK's Emhart which makes rivets, screws, and studs. Besides several business segment merges, a new division called "Consumer Do It Yourself" will be created combining BDK's "power tools" segment and Stanley's "Do-it-yourself."[15]

The nature of this merger was to consolidate sales and increase penetration in emerging markets. Both BDK and Stanley, for example, already has a strong presence in India and China, but it is BDK's strong presence in Latin America that seems especially appealing to Stanley for the merger.[16] Most importantly, the merging of the two companies overlap minimally; the BDK and Stanley merger is described as a merger of industry players on different sides of the tool spectrum.[17]

As such, areas with overlap will see a decline in employment. Although it is unknown how many workers at the Towson campus would lose jobs, most of the 250 corporate workers there in IT, legal, human resources, marketing, and R&D are likely to lose jobs once the merger is completed.[18] BDK expects to lose less than 10% of combined company's work force; at a current combined 38,000 head count, this translates to an upper limit of 3,800 jobs lost in association with the merger.[19]

BDK's Sales are Sensitive to the Housing Market

B&D sales are dependent upon activity in the housing sector, and growth in the company’s top line is linked to housing starts, existing home sales (which can fuel demand for remodeling), and general residential construction (and to a lesser extend commercial construction). Demand for housing drives demand for tools, accessories, and equipment to construct, furnish, and decorate homes.

The 33% decline in U.S. housing starts in 2008 and subsequent rapid deterioration of demand throughout Europe contributed to B&D's sales decrease of 7% for FY2008, which has continued through FY2009 through a stagnant market.[20] In response, BDK cut SGA expense by 6%.[20]

Since BDK Operates in an Oligopsony Environment, BDK's Relationships with Distributors Home Depot and Lowe’s are Critical to Sales

B&D sells approximately one-third of its products to retailers Home Depot (HD) ($0.8 billion of FY2009 sales) and Lowe's Companies (LOW) home improvement warehouse ($0.7 billion of FY2009 sales). This heavy reliance on two major customers exposes the company to greater risk of materially adverse results if one or both of the relationships deteriorate or if one of those two customers run into trouble and decrease purchases from B&D.

Changes in the operations of these two customers (for instance, tighter inventory controls of discontinuing the sale of B&D products) due to their own corporate policy or end-user demand can greatly effect sales. Furthermore, because both Lowe’s and HD benefit from economies of scale, they generally obtain lower pricing from suppliers like B&D. These suppliers, then, sacrifice profit margin for volume. If HD and Lowe’s continue to expand and capture market share, and, hence, further economies of scale, B&D’s results may suffer. However, B&D is a large and important supplier for both customers, and it is unlikely that dramatically adverse events will hamper the relationships or financial results.

Innovative and Improved Products Play a Major Role in BDK's Sustainability in its Market

Black & Decker seems far from a high-tech business with a need for heavy R&D, but the company does depend upon the successful rollout of new products with greater ease of use and generally utility to end customers. Tools, equipment, accessories, etc. tend to be durable, but can more easily become obsolete under heavy use and if better and more efficient competing products come to market. Improved products and new product lines tend to be a very important driver of revenue for the company, and staying ahead of the competition in terms of being first to market is vital to the continued success of the company. This is especially so as the company experiences declines in core product lines and must seek new streams of revenue to remain competitive.

As BDK's Largest Market Reach a Mature Stage, BDK's Growth Opportunities Lie in Emerging Markets

The company’s largest markets, North America and Europe, are considered mature and as the company maintains an approximate 40% market share in its most important segment, B&D has arguably achieved market saturation in its largest regions. However, the company has room to grow in several large and more rapidly expanding markets, where its market share is still small and the market at large grows, including Latin America and Asia. Sales in Latin America, for instance, are growing at a double digit pace. Some local companies in such regions may enjoy greater market share. As such, the company may choose to compete directly to capture share or otherwise consider mergers, acquisitions, or joint ventures in these markets.

BDK Hedges Against Rising Raw Material Costs through Derivative Contracts

The company has experienced pressure on gross margins due to increasing commodities prices in the last few years. Its major commodity inputs include steel, resins, copper, aluminum, and zinc which are used in the manufacture of its products. The company attempts to hedge against price fluctuations using derivative contracts, but the steady increase in the prices of these major inputs over time has led to unavoidable cost increases. B&D enters into forward contract on certain commodities, in particular zinc and copper, in which B&D has 13.7 million pounds of zinc and 3.3 million pounds of copper in commodity contracts outstanding.[21]

Competition

B&D has no competitor which competes in all of the company’s segments, but it has several which compete in each segment individually. Major competitors include Snap-On (SNA), American Standard Companies (ASD) , Makita (MKTAY), and Danaher (DHR). The company also faces many small, private label competitors, especially overseas where its market penetration is not nearly what it is in the United States and Europe. Black & Decker is clearly the market leader in its bread and butter segment, Power Tools and Accessories, with the most broadly recognized brand name and approximate 40% market share.

Comparison

Snap-On (SNA) makes and markets power tools (among other non-competing products), and competes with BDK via this division of its operations. Makita (MKTAY) offers general purpose tools and woodworking machinery. Its largest business is general purpose tools, which compete directly with BDK. Danaher (DHR) also offers tools and industrial equipment through one of its divisions. Generally, each company markets these competing products directly to industrial users as well as to do-it-yourself retailers like Home Depot (HD) and Lowe's Companies (LOW).


FY2009 Operating Metrics
Operating Metrics BDK SNA MKTAY DHR
Operating Margin 7.58% 10.61% 17.03% 13.79%
Return on Average Assets 4.75% 4.63% 9.21% 6.21%
Return on Average Equity 12.75% 10.84% 11.10% 10.74%

B&D tends to be more efficiently run in terms of margins, advantages of scale, and returns on capital. While some of its competitors are larger by revenue and market capitalization measures, most do not focus on the same core product-type offering as B&D. This confers several competitive advantages upon B&D.

Advantages

While the company faces a number of formidable competitors, though it is arguably the most well-known and respected brand names in its major categories. For example, DeWalt, which comprises around 40% of the company’s top line, maintains a very strong and loyal customer base. The B&D/DeWalt faithful are arguably cult-like in their purchasing habits. Customers are also retained in part because of DeWalt’s interchangeable battery, since they are more likely to buy new products for which they already have the battery. The interchangeability also enables the company to leverage its diverse product offering, affording the company a unique cross-selling advantage. For instance, a customer is more likely to buy a drill from DeWalt if he/she already has a DeWalt nail gun with the same battery. In this way, then, the company has an additional economy of scale that more narrowly focused competitors do not enjoy.

The company also maintains advantages in its ability to deploy financial resources in order to innovate. For example, B&D products typically have better weight-to-power ratios thanks to the company’s production of lithium-ion batteries while competitors typically sport Nicad batteries.

References

  1. Black and Decker 2009 Form 10-K, Page 25
  2. 2nd UPDATE: Stanley/Black & Decker To Step Up Global Growth
  3. Stanley, Black & Decker in Deal
  4. Black and Decker 2009 Form 10-K, Page 24
  5. Black and Decker 2009 Form 10-K, Page 65
  6. Black & Decker posts 35% profit drop
  7. 7.0 7.1 UPDATE 1-Black & Decker Q3 profit tops Street, sees better Q4
  8. Black & Decker 3Q profit falls, sees stabilization
  9. UPDATE: Black & Decker 4Q EPS Falls 22%; Outlook Tops Views
  10. Black & Decker Nails Down Solid 4Q
  11. Black & Decker loses 22% in Q4 over acquisition costs
  12. Black & Decker shares rally on upbeat report
  13. Tool time: Stanley buying Black & Decker
  14. Stanley buys Black & Decker for $4.5 billion in sound strategic merger
  15. Stanley Works to Acquire Black & Decker
  16. Stanley, Black & Decker in Deal
  17. Tool titans Black & Decker, Stanley Works to merge
  18. Stanley says B & D merger on schedule
  19. Black & Decker and Stanley to merge
  20. 20.0 20.1 Black and Decker 2009 Form 10-K, Page 37
  21. Black and Decker 2009 Form 10-K, Page 47



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