Alcide Signs Merger Agreement With Ecolab.Business Editors/Health/Medical Writers REDMOND, Wash.--(BUSINESS WIRE)--March 11, 2004 Alcide Corporation (Nasdaq:ALCD ALCD Association of Law Costs Draftsmen ALCD Analogue Libraries on Low-Cost CMOS Digital Process (ESPRIT Project 8030) ) today announced that its Board of Directors has approved entering into a definitive merger agreement with Ecolab Incorporated (NYSE NYSE See: New York Stock Exchange :ECL (Emitter-Coupled Logic) A digital circuit composed of bipolar transistors in which the emitter ends are wired together. ECL gates switch faster than TTL gates, but consume more power. See TTL, I2L and bipolar. 1. ), a leading global developer and marketer of premium cleaning, sanitizing, pest elimination, maintenance and repair products and services for the hospital, institutional and industrial markets. In calendar year 2003, Ecolab had world-wide sales of approximately $3.8 billion. The agreement calls for a tax-free exchange tax-free exchange An exchange of assets between taxpayers in which any gain or loss is not recognized in the period during which the exchange takes place. Rather, taxpayers are required to adjust the basis of assets exchanged. in which Alcide shareholders will receive $21 per share to be paid in Ecolab shares based on a formula of Ecolab's closing price prior to the effective date of the merger. Alcide had 2.7 million shares outstanding on November 30, 2003. The agreement has been approved by the boards of directors of both companies, and is subject to the approval of Alcide's shareholders and other customary closing conditions, including regulatory approvals. Proxy materials will be mailed to Alcide shareholders after filing and clearance by the Securities and Exchange Commission. Allan L. Schuman Allan L. Schuman, age 71, is the former CEO of Ecolab, Inc. He resigned as chairman of the board in May 2006 and was named chairman emeritus, an honorary position. He worked at Ecolab for 49 years. Mr. , Ecolab's Chairman and Chief Executive Officer, commented, stating, "We believe the transaction is attractively priced for Alcide shareholders, and will allow Alcide to accelerate growth for its products and improve opportunities for its employees. For its part, Alcide offers Ecolab proven and valuable technology that will provide a great addition to our product offering to our Food and Beverage F&B is a common abbreviation in the United States and Commonwealth countries, including Hong Kong. F&B is typically the widely accepted abbreviation for "Food and Beverage," which is the sector/industry that specializes in the conceptualization, the making of, and delivery of foods. customers. With their worldwide patents and Ecolab's excellent global coverage, we are in a unique position to aggressively expedite the commercialization of Alcide's technology and grow their business in a more rapid fashion. We are excited by the mutual benefits we see resulting from this transaction and the value it will create for both companies and our shareholders." Alcide Chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. , Joseph A. Sasenick stated, "The merger with Ecolab is a reflection of the accomplishments that Alcide's employees, management and Board have made in building our business. The terms of the agreement reward Alcide shareholders with a premium to recent trading prices and also provide them with greater market liquidity in broadly traded Ecolab stock. We also believe that our SANOVA and animal health customers will benefit from the merger through the availability of a broader range of high quality products, and through a more extensive service organization." About Alcide Alcide Corporation develops and markets unique biocidal bi·o·cid·al adj. Of or relating to an agent that is destructive to living organisms. biocidal (bī´ōsī´d products based on its patented technology. Alcide currently sells anti-infective products to the animal health market, disinfecting products to medical industries and SANOVA antimicrobial to the food processing industries. Its shares are traded on the Nasdaq under the symbol ALCD. A shareholder conference call has been scheduled for 1:00 pm EST EST electroshock therapy. EST abbr. electroshock therapy on March 12, 2004. Interested parties should check the website at www.alcide.com for connection instructions. |
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