ECOLAB INC. — M&A Activity 2004

Jul 26, 2004

8-K 1 a04-8228_18k.htm 8-K

*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): *July 26, 2004*

ECOLAB INC.
(Exact name of
registrant as specified in its charter)
Delaware	1-9328	41-0231510
(State or other
jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
370
Wabasha Street North, St. Paul, Minnesota		55102
(Address of principal
executive offices)		(Zip Code)
Registrant’s telephone
number, include area
code: 651-293-2233
(Not
applicable)
(Former name or
former address, if changed from last report.)

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Item 5. Other Events and Regulation FD Disclosure.

On July 26, 2004, Ecolab Inc. announced that, subject to closing on July 30, 2004, the expected Exchange Ratio for its pending acquisition of Alcide Corporation will be 0.6744 meaning Alcide shareholders will receive 0.6744 shares of Ecolab common stock for each share of Alcide common stock they hold. The merger transaction is subject to the approval by Alcide’s shareholders at a special meeting scheduled for July 30, 2004, and customary closing conditions. A proxy statement-prospectus concerning the proposed merger transaction has been mailed to Alcide shareholders.

A copy of the News Release issued by Ecolab in connection with this Item 5 is attached as Exhibit (99), and incorporated herein by reference.

Item 7. Financial Statements and Exhibits .

(c) Exhibits.

(99) Ecolab Inc. News Release dated July 26, 2004.

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.

| By: | /s/Timothy P.
Dordell |
| --- | --- |
| | Timothy P.
Dordell |
| | Assistant
Secretary |
| Date: July 26,
2004 | |

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EXHIBIT INDEX

| Exhibit No. | Description | Method Of
Filing |
| --- | --- | --- |
| (99) | Ecolab Inc. News
Release dated | Filed herewith
electronically. July 26, 2004. |

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