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 ELGIN, Ill., Sept. 24 /PRNewswire/ -- Katy Industries, Inc. (NYSE: KT) announced today that its board of directors approved a proposal by the Carroll Family to extend the date on which the merger agreement between Katy and Katy Holdings, Inc., a family-owned company, could be terminated by either party. Katy said that as previously announced its board had requested that the Carroll Family agree to extend the termination date.
 As previously announced, Katy said that pursuant to the merger agreement members of the family, who hold 52 percent of Katy's outstanding shares, would acquire the minority interest in Katy at a price of $25.75 per share. Katy said the Carroll Family proposed to the Special Committee of the board that the parties mutually waive the parties' right to terminate the merger agreement until Oct. 29, 1993 or, if prior to that date the Delaware Court of Chancery enters an order rejecting on the merits the Stipulation of Settlement that is pending before the court, one day after the date of such order. Katy said the Stipulation of Settlement includes the terms of the settlement of the plaintiffs' class action suit filed in connection with the Carroll Family's merger proposal. Katy said the hearing on the Stipulation of Settlement is set for Oct. 12, 1993. Katy said that the Special Committee unanimously recommended that the board approve the family's proposal.
 Katy said if the Delaware Court of Chancery approves the settlement, as fair, reasonable and adequate, the merger would be promptly closed thereafter if all other conditions to the merger are then satisfied or waived. Katy said that until the merger is consummated or terminated, Katy and Katy Holdings will abide by all terms of the merger agreement.
 Katy said that its board was advised by the Carroll Family that, as they have repeatedly stated throughout the process, the Carroll Family is not interested in selling its majority interest in Katy. Katy also said that, despite the Carroll Family's position, following receipt of advice from counsel that the board's fiduciary responsibilities required it to do so, Katy would authorize the Rosecliff/Pensler group to commence the due diligence they have previously requested.
 Katy said that it expects to announce shortly an adjourned meeting date and related record date for its stockholders' meeting for the purpose of considering and voting upon the merger.
 Katy Industries, Inc. is a diversified corporation with interests in industrial machinery, industrial components and consumer products.
 -0- 9/24/93
 /CONTACT: Paul Kurowski, Katy secretary, in Elgin, 708-697-8900/

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

WB -- NY028 -- 5337 09/24/93 10:17 EDT
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Publication:PR Newswire
Date:Sep 24, 1993

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