Exhibit 5.3
242 Trumbull Street
Hartford, CT 06103
November 13, 2019
Stanley Black & Decker, Inc.
1000 Stanley Drive
New Britain, Connecticut 06053
| Re: | Registration Statement No. 333-221127; |
$750,000,000 in Equity Units
Ladies and Gentlemen:
We have acted as Connecticut counsel to Stanley Black & Decker, Inc., a Connecticut corporation (the “Company”), as to certain matters of Connecticut law in connection with the issuance and sale by the Company of up to $750,000,000 in aggregate principal amount of Equity Units (as defined below) consisting of 7,500,000 Equity Units, including 750,000 Equity Units pursuant to the option exercised by the underwriters to purchase additional Equity Units to cover over-allotments (the “Equity Units”), each such Equity Unit consisting of a common stock purchase contract and a 10% undivided beneficial interest in one share of the Company’s 0% Series D Cumulative Perpetual Convertible Preferred Stock, no par value per share (the “Convertible Preferred Securities”), pursuant to a registration statement on FormS-3 under the Securities Act of 1933, as amended (the “Act”), filed with the Securities and Exchange Commission (the “Commission”) on October 26, 2017 (FileNo. 333-221127) (as so filed and amended, the “Registration Statement”), a prospectus, dated October 19, 2015, included in the Registration Statement at the time it originally became effective (the “Base Prospectus”), a preliminary prospectus supplement, dated November 7, 2019, filed with the Commission pursuant to Rule 424(b) under the Act (together with the Base Prospectus, the “Preliminary Prospectus”) and a prospectus supplement, dated November 7, 2019, filed with the Commission pursuant to Rule 424(b) under the Act (together with the Base Prospectus, the “Prospectus”).
This opinion is being furnished in connection with the requirements of Item 601(b)(5) of RegulationS-K under the Act, and no opinion is expressed herein as to any matter pertaining to the contents of the Registration Statement or related Prospectus, other than as expressly stated herein with respect to the issue of the Convertible Preferred Securities.
In connection with this opinion, we have examined originals or copies, certified or otherwise identified to our satisfaction, of the Registration Statement, including the Prospectus, the Company’s restated certificate of incorporation, as amended to date (the “Certificate of Incorporation”), the Company’s amended and restated bylaws, as amended to date (the “By-laws”), and records of the corporate proceedings of the Board of Directors of the Company (including the Special Securities Committee of the Board of Directors) with respect to the