RUST INTERNATIONAL INC. COMMENCES TENDER OFFER FOR ENCLEAN, INC.
BIRMINGHAM, Ala., and HOUSTON, July 12 /PRNewswire/ -- Rust International Inc. and EnClean, Inc. (NASDAQ-NMS: ENCL) jointly announced today that a wholly owned Rust subsidiary, Rust Acquisition Sub Inc., has commenced a tender offer for any and all outstanding shares of common stock of EnClean, Inc. at a price of $6.75 net per share in cash. On July 9, 1993, the closing sale price for EnClean shares as reported on the NASDAQ National Market System was $6.40625 per share. The offer will be subject to certain conditions including, among other things, the tender of a minimum of 50.1 percent of the outstanding shares of EnClean (assuming the exercise of all outstanding stock options) and the termination or expiration of applicable waiting periods under the Hart-Scott-Rodino Antitrust Improvements Act. Subject to certain conditions, the tender offer will be followed by a merger in which non-tendering stockholders will receive the right to obtain $6.75 net per share in cash. EnClean has 5,918,685 shares outstanding. Options are also outstanding to purchase approximately 728,000 shares. Rust stated that the offer would be made only by an Offer to Purchase and related Letter of Transmittal, copies of which will first be mailed to EnClean's stockholders on or about July 12, 1993. Morrow & Co., Inc. is acting as Information Agent for the Offer. Copies of the Offer to Purchase and the Letter of Transmittal can be obtained from, and questions concerning the Offer can be directed to, Morrow & Co. EnClean provides a broad range of industrial and environmental services to companies primarily in the refining, petrochemical, chemical, pulp and paper, steel, food processing, utility and gas processing industries. Rust International Inc. is a leading provider of engineering, construction, environmental and infrastructure consulting, environmental restoration and other on-site industrial and related services. -0- 7/12/93 /CONTACT: Bob Reincke, 708-218-1670, or (investors) Harold W. Ingalls, 708-947-3502, both of Rust International, or Malcolm Waddell of EnClean, Inc., 713-661-4777/ (ENCL)
CO: Rust International Inc.; EnClean, Inc. ST: Alabama, Texas IN: ENV SU:
TS -- NY020 -- 0276 07/12/93 09:19 EDT
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|Date:||Jul 12, 1993|
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