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): November 10, 1997
The Stanley Works
(Exact name of registrant as specified in charter)
Connecticut 1-5224 06-058860
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
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)
Exhibit Index is located on Page 4
Page 1 of 6 Pages
Item 5. Other Events.
1. On November 10, 1997, the Registrant issued a
press release announcing the acquisition by The Stanley Works of
the assets and business operations of Atro Industriale S.p.A.
Attached as Exhibit 20(i) is a copy of the Registrant's press
release.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits.
(c) 20(i) Press release dated November 10,
1997 announcing the acquisition of Atro Industriale
S.p.A.
(c) 20(ii) Cautionary statements relating to
forward looking statements included in Exhibit 20(i).
Page 2 of 6
SIGNATURE
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, thereunto duly authorized
THE STANLEY WORKS
Date: November 10, 1997 By: Stephen S. Weddle
Name: Stephen S. Weddle
Title: Vice President, General
Counsel and Secretary
Page 3 of 6
EXHIBIT INDEX
Current Report on Form 8-K
Dated November 10, 1997
Exhibit No. Page
20(i) 5
20(ii) 6
Page 4 of 6
FOR IMMEDIATE RELEASE Exhibit (20)(i)
THE STANLEY WORKS ACQUIRES ATRO INDUSTRIALE,
LEADING ITALIAN FASTENING SYSTEMS COMPANY
New Britain, Connecticut, November 10, 1997 ... The Stanley Works (NYSE:
"SWK"), announced today that it has acquired the assets and business
operations of Atro Industriale S.p.A. The transaction involved an asset
acquisition for cash and will be accounted for as a purchase. The
purchase price was not disclosed. The acquisition is expected to enhance
Stanley's earnings in 1998.
Atro Industriale, a producer of pneumatic tools and related fasteners at
manufacturing facilities near Milan, is the Italian market leader and a
strong participant in the rest of Europe. It has annual revenues in
excess of $40 million and serves primarily an industrial customer base.
John M. Trani, Chairman and Chief Executive Officer commented: "The
acquisition of the Atro business provides us access to Atro's established
Italian and European distribution networks, as well as additional quality
manufacturing."
Mr. Trani continued: "The Atro acquisition will immediately establish us
as the European leader in this profitable and growing market. The
potential we see for generating sustained, profitable organic growth from
this combination is exciting. We will integrate Atro's sales efforts and
operations into our new European organization. This will enable us to
offer all customers a full line of products, complemented with Stanley's
and Atro's reputations for advanced technological designs."
The Stanley Works, an S&P 500 company, is a worldwide producer of tools,
hardware and door systems for professional, industrial and consumer use.
Contact: Gerard J. Gould
Director, Investor Relations and Communications
Tel.: (860) 827-3833
This press release contains forward looking statements as to the company's
ability to complete the proposed acquisition and achieve earnings accretion
and growth from it. Cautionary statements accompanying these forward looking
statements are set forth, along with this news release, in a Form 8-K filed
with the Securities and Exchange Commission today.
The Stanley Works corporate press releases are available through PR Newswire's
"Company News On-Call" service. By FAX: dial 1-800-758-5804, ext. 874363 or
on the internet at: http://www.prnewswire.com or http://www.StanleyWorks.com.
Page 5 of 6
Exhibit (20) (ii)
CAUTIONARY STATEMENTS
Under the Private Securities Litigation Reform Act of 1995
Certain risks and uncertainties are inherent in the company's
ability to achieve the earnings enhancement and profitable
organic growth discussed in the press release regarding the
acquisition of the business of Atro Industriale S.p.A. ("Atro")
issued today and filed with the Current Report on Form 8-K to
which this exhibit is attached.
The company's ability to achieve an enhancement in earnings in
1998 and profitable organic growth as a result of the acquisition
of the Atro business will be dependent on whether the integration
of the operations of Atro into the Company is effected in
accordance with current plans. If the process of integration
does not proceed as expected, the achievement of the levels of
profitability, growth, cost and synergies that are necessary to
produce the profitable organic growth and the positive earnings
impact in 1998 may be jeopardized or delayed.
