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Newell Says It Would Limit Stake in Stanley Works to 10 Percent

July 16, 1991

NEW BRITAIN, Conn. (AP) _ Newell Co. has no interest in acquiring more than a 10 percent stake in The Stanley Works, the hardware manufacturer that has accused Newell of attempting a hostile takeover, a Newell lawyer says.

Acquiring 10 percent would trigger ″standstill″ provisions of Connecticut’s 1988 anti-takeover act, said William S. D’Amico, the Washington lawyer representing Newell. The law would require Newell to wait five years before acquiring any more Stanley stock unless Stanley’s directors approved the acquisition.

D’Amico, who represents Newell in a federal lawsuit filed against the Freeport, Ill. company by Stanley, insisted in a telephone interview Monday that Newell is not a raider.

″It’s an operator, an efficient operator,″ he said.

After Newell filed papers with the Securities and Exchange Commission stating it planned to acquire up to 15 percent of Stanley stock, Stanley filed suit in U.S. District Court in Hartford seeking to block Newell from adding to its holdings in Stanley.

Stanley said Newell had a record of ″creeping takeovers.″ D’Amico denied it.

″In those business relationships between Newell and other companies, shareholders have profited, the companies have profited and competition has profited. And that’s the truth. That is the truth. It is the truth across the board.″

Stanley officials have described Newell’s interests as hostile, uninvited and intended to force a merger.

Stanley announced Monday that Justice Department officials have asked the companies for additional details about the antitrust implications of the proposed transaction.

Although Newell seeks to purchase as much as 15 percent of Stanley’s stock under the federal Hart Scott Rodino Antitrust Improvements Act, D’Amico said Newell ″certainly would not go beyond a 10 percent threshold.

″Those are things you don’t do unless there is a friendly relationship between the two companies,″ he said.

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