ST. PAUL, Minn.--(BUSINESS WIRE)--
Ecolab Inc. today announced the results of the stock-cash merger
consideration elections made by the stockholders of the Nalco Holding
Company in accordance with the terms of the merger agreement between
Ecolab and Nalco. The merger of the companies was completed on December
1, 2011, and the stock-cash election deadline expired at 5:00 p.m., New
York City time, on December 7, 2011.
The exchange agent for the merger, Computershare Trust Company, N.A.,
has calculated that of the 139,377,163 shares of Nalco common stock
outstanding as of the effective time of the merger, cash elections were
made for 30,551,777 shares, or 21.9%, and stock elections were made for
103,713,533, or 74.4%. "No election" was made, or deemed to have been
made, with respect to the remaining shares. In accordance with the terms
of the merger agreement, "no election" shares were deemed to have made
an election to receive cash merger consideration.
Based on the election results and the terms of the merger agreement:
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for Nalco shares for which cash elections were made or deemed to have
been made, shareholders will receive 100% of their consideration in
cash; and
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for Nalco shares for which stock elections were made, shareholders
will receive approximately 94% of their consideration in shares of
Ecolab common stock and the balance in cash.
In the aggregate, Ecolab will pay approximately $1.6 billion in cash and
issue approximately 68.3 million shares of common stock pursuant to the
merger.
About Ecolab
With 2011 annualized sales of $11 billion and more than 38,000
employees, Ecolab Inc. (NYSE: ECL) is the global leader in water,
hygiene and energy technologies and services that provide and protect
clean water, safe food, abundant energy and healthy environments. Ecolab
delivers comprehensive programs and services to the food, energy,
healthcare, industrial and hospitality markets in more than 160
countries. More Ecolab news and information is available at www.ecolab.com.
(ECL-C)
for Ecolab Inc.
Michael J. Monahan, 651-293-2809
Source: Ecolab Inc.
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