8-KThe WireRoutine
Reg FD Disclosure
Filed May 18, 2020 · 6y ago · Accession 0001558370-20-006819
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) May 18, 2020
ECOLAB INC.
(Exact name of registrant as specified in its charter)
Delaware
1-9328
41-0231510
(State or other jurisdiction
of incorporation)
(Commission
File No.)
(IRS Employer
Identification No.)
1 Ecolab Place , Saint Paul , Minnesota
55102
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code 1- 800 - 232-6522
(Not applicable)
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading symbol(s)
Name of each exchange on which registered
Common Stock, $1.00 par value
ECL
New York Stock Exchange
2.625% Euro Notes due 2025
ECL 25
New York Stock Exchange
1.000% Euro Notes due 2024
ECL 24
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 7.01 Regulation FD Disclosure .
Ecolab Inc. (“Ecolab”) is furnishing in Exhibit (99.1) to this report and posting on its website located at www.ecolab.com the unaudited pro forma condensed consolidated balance sheet as of March 31, 2020 and the unaudited pro forma condensed consolidated statement of income for the first quarter ended March 31, 2020, giving effect to the previously announced separation of ChampionX Holding Inc. (“ChampionX”) from Ecolab. Exhibit (99.1) to this report is incorporated by reference herein.
Exhibit (99.1) to this report shall be deemed to be incorporated by reference in (i) ChampionX’s registration statement on Forms S-4 and S-1 (File No. 333-236380) and (ii) Apergy Corporation’s registration statement on Form S-4 (File No. 333-236379).
Item 9.01 Financial Statements and Exhibits .
(d)
Exhibits.
The following exhibits are furnished pursuant to Item 7.01 of Form 8-K and should not be deemed to be “filed” under the Securities Exchange Act of 1934.
Exhibit No.
Description
Method Of Filing
(99.1)
Unaudited pro forma condensed consolidated financial statements of Ecolab Inc.
Filed herewith electronically.
(104)
Cover Page Interactive Data File.
Embedded within the Inline XBRL document.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ECOLAB INC.
Date: May 18, 2020
By:
/s/ David F. Duvick
David F. Duvick
Assistant Secretary
3
Filing details
- Company
- ECOLAB INC.
- Ticker
- ECL
- CIK
- 31462
- Form type
- 8-K
- Filing date
- May 18, 2020
- Report date
- May 18, 2020
- Document
- ecl-20200518x8k.htm
- Size
- 539 KB