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ECOLAB INC. 8-K Report, Material Agreement (Sep 8, 2011)

Reports
Material Agreements·Financial Events·Other Events+1
Filing Date
Filed September 8, 2011
Period End
September 8, 2011
Security
ECL
In the record · 2016–202610-K1110-Q328-K144

ECL filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 144 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Sep ’16Sep ’16
  2. Leadership change8-K · Apr ’19Apr ’19
  3. Deal closed8-K · Dec ’21Dec ’21
  4. Leadership change8-K · Aug ’25Aug ’25

01—Abstract

Summary

Summary of the 8-K filed September 8, 2011. Cited figures are marked; the original filing is the authoritative source.

Ecolab Inc. (ECL) filed an 8-K on September 8, 2011, to report the entry into new Senior Credit Facilities, comprising a $2.0 billiona 364-day revolving credit facility and a $1.5 billion 5-year revolving credit facility.

These facilities replace a prior agreement and are intended for general corporate purposes, including share repurchases, debt repayment, acquisitions, and importantly, funding for the previously announced merger with Nalco Holding Company. The new credit facilities provide Ecolab with significant financial flexibility and liquidity, underscoring its strategic initiatives and operational needs.

02—Key points

Key Highlights

  1. Ecolab entered into two new unsecured revolving credit facilities: a $2.0 billion 364-day facility and a $1.5 billion 5-year facility, totaling $3.5 billion.
  2. The new facilities replace Ecolab's prior $600 million credit facility, which was terminated.
  3. Funds from the Senior Credit Facilities are designated for general corporate purposes, including share repurchases, debt repayment, and acquisitions.
  4. A significant stated use of funds is to support the previously announced merger with Nalco Holding Company.
  5. The facilities offer flexible borrowing options, including base rate or LIBOR-based interest rates plus applicable margins.
  6. The agreements include financial covenants, such as a minimum interest expense coverage ratio, and standard covenants for credit facilities.
  7. The filing also serves as a communication related to Rule 425 under the Securities Act concerning the proposed merger with Nalco.

03—Questions

Frequently Asked Questions

  1. What is the primary purpose of these new credit facilities?

    The Senior Credit Facilities are intended for general corporate purposes. This includes supporting Ecolab's operations, facilitating share repurchases, repaying existing debt, and financing acquisitions, with a specific mention of funding the previously announced merger with Nalco Holding Company.

  2. How do these new credit facilities compare to Ecolab's previous credit arrangements?

    These new facilities represent a significant increase in available credit. They replace a prior $600 million credit facility with a combined total of $3.5 billion across a short-term (364-day) and a longer-term (5-year) facility, providing enhanced financial capacity and flexibility.

  3. What are the key terms and conditions of the new credit facilities?

    The facilities allow for borrowings at either a base rate or LIBOR plus an applicable margin. They include subfacilities for letters of credit and swing line loans under the 5-year facility. Ecolab is required to pay facility fees and fees on letters of credit, with rates determined by its credit rating. Financial covenants, including an interest expense coverage ratio, are also in place.

  4. How does this relate to the Nalco merger?

    The new credit facilities are explicitly stated to be used for general corporate purposes, including acquisitions, and specifically to assist in funding the previously announced merger with Nalco Holding Company. This indicates the credit facilities are a crucial component of the financing plan for this significant transaction.

04—Continue

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