Based in Naperville, Illinois, US, with operations in more than 150 countries, Nalco is the world’s leading water treatment and process improvement company, offering water management sustainability services focused on industrial, energy and institutional market segments.
Under the terms of the transaction, Nalco shareholders will have the option to receive either 0.7005 shares of Ecolab common stock or $38.80 per Nalco share in cash, without interest, subject to proration such that the overall consideration paid to Nalco shareholders will be approximately 70% in Ecolab shares and 30% in cash.
The stock component of the consideration will represent a tax-free exchange. In aggregate, Ecolab will issue approximately 68.9m shares of Ecolab stock and pay approximately $1.6bn in cash to Nalco shareholders. This represents a fully-diluted offer value for Nalco’s equity of $5.4bn and, inclusive of $2.7bn in Nalco net debt, a total transaction value of $8.1bn.
The transaction is expected to close in the fourth quarter, subject to customary closing conditions, regulatory clearance, as well as approval of Ecolab and Nalco shareholders.
Source: Ecolab
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