The Stanley Works' proposed acquisition of Black & Decker Corp. would create a company with a combined $1.215 billion in defined benefit assets and $1.109 billion in 401(k) defined contribution assets, with no overlapping investment managers, according to SEC filings and Money Market Directory data.
New Britain, Conn.-based Stanley Works proposed paying $4.5 billion in an all-stock transaction to acquire Black & Decker, Towson, Md. The combined company would be called Stanley Black & Decker.
Black & Decker had $606.4 million in U.S. defined benefit assets and $343.6 million in non-U.S. DB assets, as of Dec. 31, according to its 10-K filing.
Its U.S. defined benefit managers as of Dec. 31, 2006, were Deutsche Asset Management, HM Capital, Lazard Asset Management, Lehman Brothers, Montag & Caldwell, J.P. Morgan Asset Management, Morgan Stanley Investment Management, Sentinel Real Estate, Standish Mellon Asset Management, SSgA and UBS Global Asset Management, according to the 2009 MMD.
Black & Decker's U.S. plan is frozen for employees hired after Dec. 31, 2006. In 2008, the company contributed $7 million to its U.S. defined benefit plan and $21.4 million to its non-U.S. plan, compared to $6.5 million and $16 million respectively in 2007, according to its 10-K.
Stanley had $90.5 million in U.S. defined benefit assets and $174.9 million in international DB assets as of last Jan. 3, according to its 10-K. That plan's managers, as of Aug. 31, 2007, were BNY Mellon, Capital Research and Management, Columbia Management, Haverford Trust, Madison Investment Advisors, Rittenhouse Asset Management, Franklin Templeton and Vanguard, according to the 2009 MMD.
This year, Stanley Works expects to contribute a total of $20 million to worldwide DB plans, according to its 10-K; it didn't provide a breakout. In 2008, Stanley Works contributed $6.8 million to its U.S. defined benefit plan and $8.6 million to its non-U.S. plans, compared to $4 million and $10 million, respectively, in 2007.
Black & Decker's 401(k) fund had $547.2 million in assets, as of Dec. 31, 2006, all managed by T. Rowe Price, with Wilshire as a consultant, according to the 2009 MMD. Some 16% of the 401(k) assets are in Black & Decker stock.
Stanley Works' 401(k) fund had $562.5 million in assets as of Dec. 31, according to its 11-K filing. Its managers are BlackRock, Dodge & Cox, Luther King Capital Management, SSgA and BGI. Some 50.7% of the 401(k) assets are in Stanley stock.
As of Feb. 24, Columbia Management was Black & Decker's largest institutional shareholder, with 7.1% of the company's stock, followed by Fidelity at 6.2%; NFJ Investment Group, 6%; AllianceBernstein, 5.1%; and LSV Asset Management, 5%.
As of Feb. 27, Stanley's 401(k) plan was the second-largest owner of the company's stock, with 10.46%, according to its proxy statement. The largest owner was Barrow Hanley Mewhinney & Strauss with 12.85%. Fidelity, the third-largest owner, had 6.38% of the stock.
Craig A. Douglas, Stanley Works vice president and treasurer, and Charles Kronsberg, Black & Decker director-financial risk management, couldn't be reached for comment on how the pension funds might be combined.