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KATY INDUSTRIES ANNOUNCES APPROVAL OF MERGER PROPOSAL

 ELGIN, Ill., March 16 /PRNewswire/ -- Katy Industries, Inc. (NYSE: KT) announced today that its board of directors, based in part upon the recommendation of a special committee of independent directors, has approved the previously announced merger proposal from members of the Carroll family. Katy said that pursuant to the merger, certain members of the Carroll family will acquire all of the common stock of Katy not already owned by such members at a price of $25.75 per share in cash through a merger of a family-owned corporation into Katy.
 Katy said that the board's approval of the merger is subject to the execution of a definitive merger agreement, which is expected to occur promptly. Katy further said that the merger agreement will be submitted to a vote of Katy's stockholders pursuant to proxy material to be filed with the Securities and Exchange Commission. Katy said that members of the Carroll family who hold over 52 percent of Katy's outstanding common stock have agreed to vote in favor of the merger.
 Katy said that the special committee, in coeived by Katy's stockholders other than members of the Carroll family is fair to such holders.
 Headquartered in Elgin, Katy Industries, Inc. is a diversified corporation with interests in industrial machinery, industrial components and consumer products.
 -0- 3/16/93
 /CONTACT: Jacob Saliba, chairman and chief executive officer, 617-266-4100; or J. Russell Jones, vice president and chief financial officer, 312-379-1121, both of Katy/
 (KT)


CO: Katy Industries, Inc. ST: Illinois IN: MAC SU: TNM

LR -- NY018 -- 6436 03/16/93 10:02 EST
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Publication:PR Newswire
Date:Mar 16, 1993
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