- Post-effective Amendment to an automatic shelf registration of Form S-3ASR or Form F-3ASR (POSASR)
12 Marzo 2010 - 4:11PM
Edgar (US Regulatory)
Registration No. 333-138604
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post-Effective
Amendment No. 1
to
Form S-3
Registration Statement
Under
THE SECURITIES ACT OF 1933
THE
BLACK & DECKER CORPORATION
(Exact name of registrant as specified in its charter)
|
|
|
Maryland
|
|
52-0248090
|
(State or other jurisdiction of
incorporation or organization)
|
|
(IRS Employer
Identification No.)
|
701 East Joppa Road
Towson, Maryland 21286
(Address of principal executive offices)
Bruce H.
Beatt, Esq.
Vice President, General Counsel and Secretary
The Stanley Works
1000 Stanley Drive
New Britain, CT 06053
(860) 225-5111
(Name, address, including zip
code, and telephone number, including area code, of agent for service)
Copies to:
Christopher R. Johnson, Esquire
Miles & Stockbridge P.C.
10 Light Street
Baltimore, Maryland 21202
(410) 385-3532
(410) 385-3700 (fax)
Approximate date of commencement of proposed sale to the public:
Not applicable
If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the
following box.
¨
If any of the securities being registered on this
Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.
¨
If this Form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.
¨
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, check the following box and list the Securities Act registration statement number of the earlier registration statement for the same offering.
¨
If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become
effective upon filing with the Commission pursuant to Rule 462(e) of the Securities Act, check the following box
x
If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register
additional securities or additional classes of securities pursuant to Rule 413(b) of the Securities Act, check the following box
¨
Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filed, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
|
|
|
|
|
|
|
Large accelerated filer
|
|
x
|
|
Accelerated filer
|
|
¨
|
|
|
|
|
Non-accelerated filer
|
|
¨
(Do not check if a smaller reporting company)
|
|
Smaller reporting company
|
|
¨
|
EXPLANATORY NOTE
This Post-Effective Amendment No. 1 relates to the Registration Statement on Form S-3, File No. 333-138604 (the Registration
Statement), previously filed by The Black & Decker Corporation (the Company). The Registration Statement registered an indeterminate number of debt securities of the Company.
On March 12, 2010, pursuant to an Agreement and Plan of Merger, dated as of November 2, 2009, by and among the Company, The
Stanley Works (Stanley), and Blue Jay Acquisition Corp. (Merger Sub), a wholly owned subsidiary of Stanley, Merger Sub merged (the Merger) with and into the Company, with the Company becoming a wholly owned
subsidiary of Stanley. As a result of the Merger, each outstanding share of the Companys common stock will be converted into the right to receive 1.275 shares of common stock of Stanley.
As a result of the Merger, the Company has terminated any offering of the Companys securities pursuant to the Registration Statement.
In accordance with an undertaking made by the Company in Part II of the Registration Statement to remove from registration, by means of a post-effective amendment, any of the securities that had been registered for issuance that remain unsold
at the termination of the offering, the Company hereby removes from registration all of such securities of the Company registered but unsold under the Registration Statement, if any.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets
all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Towson, State of Maryland,
on March 12, 2010.
|
|
|
THE BLACK & DECKER CORPORATION
|
|
|
By
|
|
/s/ C
HARLES
E. F
ENTON
|
|
|
Charles E. Fenton
Senior Vice President and
General
Counsel
|
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement
has been signed by the following persons in the capacities and on the date indicated.
|
|
|
|
|
SIGNATURE
|
|
TITLE
|
|
DATE
|
|
|
|
Principal Executive Officer
|
|
|
|
|
|
|
|
/
S
/ J
AMES
M.
L
OREE
James M. Loree
|
|
President
|
|
March 12, 2010
|
|
|
|
Principal Financial Officer and
Principal Accounting Officer
|
|
|
|
|
|
|
|
/
S
/ D
ONALD
A
LLAN
,
J
R
.
Donald Allan, Jr.
|
|
Vice President and Chief Financial Officer
|
|
March 12, 2010
|
|
|
|
/
S
/ B
RUCE
H.
B
EATT
Bruce H. Beatt
|
|
Director
|
|
March 12, 2010
|
|
|
|
/
S
/ D
ONALD
J.
R
ICCITELLI
Donald J. Riccitelli
|
|
Director
|
|
March 12, 2010
|
|
|
|
/
S
/ K
ATHRYN
P.
S
HERER
Kathryn P. Sherer
|
|
Director
|
|
March 12, 2010
|
Black Decker (NYSE:BDK)
Gráfica de Acción Histórica
De Dic 2024 a Ene 2025
Black Decker (NYSE:BDK)
Gráfica de Acción Histórica
De Ene 2024 a Ene 2025