SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 17, 1995
ECOLAB INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-9328 41-0231510
(Commission File Number) (IRS Employer
Identification No.)
Ecolab Center, St. Paul, Minnesota 55102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 612-293-2233
(Not applicable)
(Former name or former address, if changed from last report.)<PAGE>
Item 5. Other Events.
On May 17, 1995, the Company commenced its
previously announced Dutch Auction cash tender offer to
purchase up to 3 million shares of the Company's Common
Stock at a price between $21.75 and $25.00 per share
upon the terms and subject to the conditions set forth
in the Offer to Purchase, dated May 17, 1995, and the
related Letter of Transmittal, which together
constitute the offer. The offer, proration period and
withdrawal rights are scheduled to expire at midnight,
Eastern time, on Wednesday, June 14, 1995, unless the
offer is extended.
A copy of the News Release issued by the Company
on May 17, 1995 regarding commencement of the offer is
attached as Exhibit (99) and incorporated herein by
reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
(99) Ecolab Inc. News Release dated May 17, 1995.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
ECOLAB INC.
By: /s/Kenneth A. Iverson
Kenneth A. Iverson
Vice President and Secretary
Dated: May 17, 1995
- 2 -<PAGE>
EXHIBIT INDEX
Exhibit Paper (P) or
No. Document Electronic (E)
(99) Ecolab Inc. News Release dated E
May 17, 1995.
- 3 -<PAGE>
FOR IMMEDIATE RELEASE
Michael J. Monahan 612-293-2809 (Tel)
612-225-3123 (Fax)
ECOLAB INC. COMMENCES TENDER OFFER
FOR UP TO 3 MILLION SHARES
ST. PAUL, Minn., May 17, 1995: Ecolab Inc. today commenced
its previously announced Dutch Auction cash tender offer to
purchase up to 3 million shares of its common stock at a price to
be determined by the Company between $21.75 and $25.00 per share,
net to the seller in cash, upon the terms and subject to the
conditions set forth in the offer to Purchase, dated May 17,
1995, and the related Letter of Transmittal, which together
constitute the offer.
The offer is not conditioned upon any minimum number of
shares being tendered. The offer is, however, subject to certain
customary conditions. The offer, proration period and withdrawal
rights are scheduled to expire at 12:00 midnight, Eastern time,
on Wednesday, June 14, 1995, unless the offer is extended. The
Company has reserved the right to purchase more than 3 million
shares in the offer.
Neither the Company nor its Board of Directors makes any
recommendation to any stockholder as to whether to tender or
refrain from tendering shares pursuant to the Offer.
Ecolab is the leading global developer and marketer of
premium cleaning, sanitizing and maintenance products and
services for the hospitality, institutional and industrial
markets. Ecolab shares are traded on the New York Stock Exchange
and the Pacific Stock Exchange under the symbol ECL.
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