Displaying items by tag: Nalco

Ecolab Inc. has 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:

• 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
• 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.

Shareholders from both Ecolab Inc. and Nalco Holding Company overwhelmingly approved the merger of the two companies on November 30. The merger became effective on December 1, 2011, creating the global leader in water, hygiene and energy services, offering premier product solutions, the industry’s largest and best-trained sales and service force, coverage in more than 160 countries, and 2011 annualized sales of more than $11 billion.

• For financial information about Ecolab Inc, please visit the Ecolab Investor website.  
•  For more information about the strengths of the combined company please visit one.ecolab-nalco.com.

Brief Merger FAQ

What is the effective date of Ecolab's purchase of Nalco?

Effective December 1, 2011, a wholly-owned subsidiary of Ecolab was merged with and into Nalco Holding Company. At the time of the merger, Nalco common stock was cancelled.

What will Nalco shareholders receive?

The former shareholders of Nalco will receive either (i) 0.7005 shares of Ecolab Common stock, or (ii) $38.80 cash, without interest, in exchange for one share of Nalco Common Stock, subject to the adjustment and reallocation provisions of the Agreement and Plan of Merger dated as of July 19, 2011. For questions or assistance with the election process, shareholders can call MacKenzie Partners, Nalco's Information Agent, toll-free at 1-800-322-2885 or 212-929-5500 (collect). The election period ends December 7, 2011 at 5 pm ET.

How do I exchange my Nalco stock for the merger consideration?

If your Nalco shares are held in a bank or brokerage account, please contact your bank or broker for information regarding the exchange. Nalco's shareholders of record received a Letter of Transmittal from Computershare, the merger Exchange Agent, together with specific instructions. Nalco's shareholders of record may call Computershare at 1-800-546-5141 or 781-575-2765 for assistance.

When will Nalco shareholders receive payment for their shares?

Nalco shareholders whose shares are held by a bank or a brokerage firm should contact that firm with any questions. Nalco's shareholders of record may call Computershare at 1-800-546-5141 or 781-575-2765 for assistance.

Indenture Compliance

The reports below present required financial information disclosures to bondholders for Nalco Holdings LLC, Nalco Company and subsidiaries relating to Senior Notes issued in May of 2009 that will mature in May of 2017. 

Summary Disclosure September 30, 2011 
Summary Disclosure June 30, 2011
Summary Disclosure, March 31, 2011
Summary Disclosure December 31, 2010
Summary Disclosure September 30, 2010
Summary Disclosure June 30, 2010
Summary Disclosure, March 31, 2010
Summary Disclosure December 31, 2009
Summary Disclosure September 30, 2009
Summary Disclosure June 30, 2009

Nalco Holding Company, has announced that it has been informed that the proposed merger between Nalco and Ecolab Inc. has been cleared by the Chinese Ministry of Commerce (MOFCOM). The MOFCOM clearance is the last of the regulatory approvals required to complete the merger.

Shareholders from both Nalco and Ecolab overwhelmingly approved the merger of the two companies on November 30, 2011.  The completion of the merger remains subject only to customary closing conditions, and Nalco anticipates that the parties will proceed to complete the merger effective today.

About Nalco

Nalco is the world's largest sustainability services company focused on industrial water, energy and air applications; delivering significant environmental, social and economic performance benefits to our customers. We help our customers reduce energy, water and other natural resource consumption, enhance air quality, minimize environmental releases and improve productivity and end products while boosting the bottom line. Together our comprehensive solutions contribute to the sustainable development of customer operations. Nalco is a member of the Dow Jones Sustainability World and North America Indexes. More than 13,000 Nalco employees operate in 150 countries supported by a comprehensive network of manufacturing facilities, sales offices and research centers to serve a broad range of end markets. In 2010, Nalco achieved sales of $4.25 billion. For more information visit www.nalco.com. 

Nalco Holding Company (NYSE: NLC) announced that its stockholders voted to adopt the previously announced merger agreement dated July 19, 2011 with Ecolab Inc. (NYSE: ECL). The approval came at a special meeting held today in Naperville, Ill. More than 99.9 percent of the votes cast and 74 percent of shares outstanding were voted in favor of the transaction. 

Nalco Guide to Prevent Boiler Failure Marks 20th Anniversary With New Edition

Nalco, providing essential expertise for water, energy and air, today at the 2011 International Water Conference® announced the release of the second edition of The Nalco Guide to Boiler Failure Analysis,the comprehensive sourcebook on the subject. The Guide offers practical advice on how to prevent failures within boilers and steam systems, failures that can prove catastrophic.

The new edition has been restructured into three separate sections: Waterside Corrosion and Damage, Fireside Corrosion and Damage and Material Defects. Filled with more than 200 color images, The Nalco Guide to Boiler Failure Analysis, Second Edition, categorizes distinct failure modes that typify nearly all boiler problems and walks the reader, step by step, through solutions. Each type of failure is classified according to its location, general description, critical factors, identification, elimination, cautions, and related problems. Real-world case histories are included throughout. This authoritative resource contains new chapters on:

• Phosphate corrosion
• Stress-assisted corrosion
• Steam and condensate damage
• Flow-accelerated corrosion

The authors of the second edition are Nalco researchers James Dillon (a major contributor to the first edition of the guide), Dr. Paul Desch and Dr. Tammy Lai, who have updated the original work of Robert Port and Harvey Herro with additional case histories and a deeper look into each topic area covering more than 12,000 failure analyses.

The new edition, containing more than 600 pages with numerous graphics and tables, is published by McGraw-Hill and is available through the McGraw-Hill Professional website (http://www.mhprofessional.com/product.php?isbn=0071743006) and more than 20 online booksellers including Amazon and Barnes & Noble.

SOURCE Nalco

Nalco, providing essential expertise for water, energy and air, has been named one of America's Safest Companies by EHS Today magazine. The magazine recognized 12 companies for providing a safe working environment for their employees and serving as examples of companies that have achieved world-class safety status. The companies chosen for 2011 were revealed at an awards dinner in Philadelphia.

"Safety is one of Nalco's core values," said Nalco Chairman and CEO Erik Fyrwald. "We work to make safety personal for all our employees and continue to focus on zero--zero accidents, injuries and fatalities."

To be considered one of America's Safest Companies, those selected must demonstrate: support from management and employee involvement; innovative solutions to safety challenges; injury and illness rates lower than the average for their industry; comprehensive training programs; evidence that prevention of incidents is the cornerstone of the safety process; good communication about the value of safety; and a way to substantiate the benefits of the safety process.

"We were struck by how many of the companies chosen this year focused on leading indicators, such as achievement metrics and predictive analytics, rather than trailing indicators, such as Total Recordable Injury Rates, when discussing the strength of their safety process," said Sandy Smith, Executive Editor of EHS Today. "We had a difficult time this year narrowing the field down. We received so many excellent applications that for the first time, we conducted several rounds of eliminations."

More information about Nalco's safety efforts is available in the 2010 Sustainability Report at www.nalco.com/sustainability. More details about America's Safest Companies is available at ehstoday.com. 

Nalco (NYSE: NLC), providing essential expertise for water, energy and air, announced that Chief Information Officer Stewart McCutcheon has been named 2011 CIO of the Year by The Executives' Club of Chicago and the Association of Information Technology Professionals. McCutcheon received the award today at The Executives' Club of Chicago's quarterly Technology Conference at the Renaissance Blackstone Hotel.

McCutcheon was selected from a field of 27 top IT executives at some of Chicago's largest and best known companies. A panel of 11 judges, including several past winners, reviewed nominations that were scored in 16 weighted categories, to determine the 2011 winner.

McCutcheon scored highest or tied for highest in six categories including Leadership in Driving Business Value, Leadership in the Global Economy, Leadership in Innovation, Customer Contribution, Current Role in the Business, and Career Background.

He has served as Nalco CIO since 2009, applying innovative solutions to expand competitive advantage and increase productivity across the company. In 2010, he was also named Chief Productivity Officer and given responsibility to achieve annual companywide productivity gains of $100 million in areas such as Supply Chain, Procurement and Administrative Functions.

"The successes we have achieved using information technology to support the key business drivers of Nalco and our customers are the result of a great team effort," said McCutcheon. "The Nalco IT organization has embraced the challenge of becoming the next generation IT team that truly partners with our business units to apply technology to create competitive advantage."

Prior to joining Nalco he served as Chief Executive Officer and Chief Operating Officer for Ascis, a leading supply chain software provider and SAP partner. From 2001 to 2006, he was Chief Operating Officer and Chief Technology Officer for Elemica, a business-to-business e-commerce solution provider. McCutcheon previously served in a variety of global business, manufacturing, supply chain, engineering, and IT management roles for DuPont. He is a cum laude graduate of the University of South Carolina with a Bachelor of Science degree in Mechanical Engineering.

"The CIO of the year award spotlights the importance of the senior information leadership to overall performance. This is one of the ways The Executives' Club seeks to facilitate knowledge transfer between CIOs and other senior executives," said Melissa Bean, President & CEO, The Executives' Club.

Established in 2003, The Executives' Club's CIO of the Year award recognizes the increasingly important role of chief information officers in value realization and company growth, as well as the importance technology plays in Chicago's economic development. The award is given in collaboration with the Association of Information Technology Professionals (AITP).

The Executives' Club of Chicago

The Executives' Club of Chicago is a business forum for thought leadership, professional development, and best business practices. Founded in 1911, The Club is one of the nation's oldest and most prestigious business organizations. The Club serves Chicago's business community by providing information and resources needed to establish effective global partnerships, enhance intellectual exchange, develop business leaders, and promote Chicago as a world class global business center. In 2011 the Club celebrates its Centennial, with four Summits addressing Women's Leadership, Technology, New Leaders, and U.S.-India trade and investment relations.

Nalco (NYSE: NLC), providing essential expertise for water, energy and air, has again been named among the top sustainability companies in world. The Company was named to the Dow Jones Sustainability Index (DJSI) World Index for a fourth consecutive year and to the North America Index for the second straight time. The DJSI World Index captures the top 10 percent of the world's 2,500 largest companies based on economic, environmental and social criteria. The North America Index captures the top 20 percent of the 600 largest companies in the United States and Canada.

"Nalco employees often tell me that their greatest satisfaction each day at work comes from the difference we are making for our customers and our world," said J. Erik Fyrwald, Nalco Chairman and Chief Executive Officer. "It is especially rewarding to have those efforts recognized by again being named to the Dow Jones Sustainability Index. Our sustainability solutions deliver an environmental return on investment, or eROI, for our customers by both shrinking their environmental footprint and their total cost of operations."

Details of the many sustainability solutions Nalco provides, and the company's own environmental, economic and social performance, can be found in its 2010 Sustainability Report, available at www.nalco.com/sustainability.

Launched in 1999, the annual review of the Sustainability Indexes is based on a thorough analysis of corporate economic, environmental and social performance, assessing issues such as corporate governance, risk management, branding, climate change mitigation, supply chain standards and labor practices.

There are 342 companies listed in the 2011/12 World Index and 143 companies listed in the North America Index. More information on the DJSI Indexes is available at http://www.sustainability-index.com.

Nalco, providing essential expertise for water, energy and air, has published its 2010 Sustainability Report which documents actions and progress toward Nalco's vision to earn customers for life and enhance the lives of employees while protecting the planet.

"As one of the world's largest sustainability services companies we work daily to deliver water and energy savings and reduced emissions for our global customers and in our own operations," said Erik Fyrwald, Nalco Chairman and Chief Executive Officer. "This report highlights the many actions we have taken to deliver strong economic, environmental and social performance to our many stakeholders."

The 32-page report includes a summary of expanded stakeholder dialogue efforts and examples of how Nalco programs help customers minimize their environmental footprint by improving the efficiency of their operations, saving water and energy while reducing emissions. It also details ongoing improvements and accomplishments in Nalco's own operations including:

• Sharp year-over-year declines in vehicle accidents, exceeding goals for both total vehicle accidents and severe vehicle accidents
• Global employee injury rates that remained among the best in its industry, ranking in the top 25 percent
• Total Nalco energy use below the 2012 target of a 10 percent reduction from 2007, despite a sharp rise in production
• Reductions in both greenhouse gas and NOx (nitrogen oxide) emission intensity from the previous year
• Charitable donations and community support by Nalco and the Nalco Foundation in excess of $1 million

For the second consecutive year, the report is based on the Global Reporting Initiative framework, which is a standardized approach to reporting designed to stimulate demand for sustainability information. This report also serves as Nalco's annual Communication on Progress for the United Nations Global Compact and the CEO Water Mandate. The Global Compact is world's largest corporate citizenship and social responsibility organization committed to 10 principles covering human rights, labor, environment and anti-corruption. The CEO Water Mandate is a further commitment by companies to support and advance water sustainability solutions.

You can view the 2010 Sustainability Report and the Detailed Appendix of the report at www.nalco.com/sustainability.

Nalco (NYSE: NLC), providing essential expertise for water, energy and air, announced today it will release its second-quarter 2011 financial results after market close on August 2.

At 10 a.m. ET on August 3, the Company will hold a conference call and live audio webcast led by Nalco Chairman and Chief Executive Officer J. Erik Fyrwald and Executive Vice President and Chief Financial Officer Kathryn Mikells to discuss these results.

Date:8/3/2011
Start Time:10 a.m. ET / 9 a.m. CT / 8 a.m. MT / 7 a.m. PT
Length: 60 minutes
Dial-in Telephone Number: 1-913-312-1480
Confirmation Code: 1549570

To help ensure the conference call begins in a timely manner, please dial in five to 10 minutes prior to the scheduled start time on August 3.

The audio webcast will be available through the Investor Relations section of Nalco's Web site, www.nalco.com/investors. Following the live event, an archived version of the Webcast will also be available on the Nalco Web site under Investor Relations, Events/Presentations.