Permian Mud Service, Inc. and Ecolab, Inc. announce agreement to merge
Houston, TX, USA - October 12, 2012 – Permian Mud Service, Inc., whose principal operating companies include Champion Technologies and CorsiTech, announced today that it has entered into a definitive merger agreement to be acquired by Ecolab (NYSE: ECL).
Champion Technologies and CorsiTech are leading suppliers of specialty oilfield chemistry and related services with outstanding reputations in the industry for customer service and technology innovation.
The combined Champion and CorsiTech businesses, which generated more than US$1.2 billion of pro forma revenue in 2011, are headquartered in Houston, Texas and employ more than 3,300 people globally. The closing of the transaction, which is subject to conditions including the receipt of governmental and regulatory approvals, is expected in the fourth quarter of 2012.
“Ecolab and its wholly owned subsidiary Nalco Energy Services share our entrepreneurial spirit, customer focus, and commitment to developing talented, innovative people. While we have similar expertise, our customers, geographic focus, technology, and products complement one another,” said Steve Lindley, Chairman, Champion Technologies and President, CorsiTech. “Ecolab has made a proven investment in our core market through last year’s acquisition of Nalco Energy Services. By merging our businesses with Nalco, we will have the expanded technology, service capability, financial resources and infrastructure we need to grow and support our customers in the fast growing oilfield chemical industry.”
Douglas M. Baker, Jr., Ecolab’s Chairman and Chief Executive Officer commented on the announcement, saying, “This transaction represents a rare opportunity to build on our position in a fast-growing market by improving our geographic coverage and technology offerings. As a premier company and proven innovator committed to delivering outstanding technology and service, Champion represents a very attractive business that opportunistically became available, enabling us to acquire an outstanding operator. Champion’s technology and product strengths in the U.S. and Canada are very complementary to our innovative technology and services in the offshore and international energy markets. We are excited by the additional solutions we will be able to bring to our customers and the strong growth potential this opportunity offers for our combined operations as we continue to target the “new energy” opportunities which require significantly more of the products and services that both we and Champion provide.”
Tudor, Pickering, Holt & Co. and Lazard Ltd. are serving as financial advisors to Permian Mud Service, Inc. in the transaction.
About Champion Technologies and CorsiTech
Champion Technologies and CorsiTech are privately held global specialty chemical companies with more than 3,300 employees in over 100 locations in more than 50 countries delivering innovative and engineered programs for drilling, upstream, midstream, and downstream oil and gas markets. Our integrated offerings combine sustainable chemistry, technology, and service to enhance your world. http://www.champ-tech.com, http://www.corsitech.net
About Nalco Energy Services
Ecolab merged with Nalco Holding Company in 2011, including the acquisition of Nalco’s Energy Services division, which provides on-site, technology-driven solutions to the global natural gas, petroleum and petrochemical industries. In addition to recovery, production and process enhancements, Nalco also delivers a full range of water treatment offerings to refineries and petrochemical plants. http://www.nalco.com
St. Paul, Minnesota-based Ecolab Inc., a publicly held company (NYSE: ECL) with 2011 pro forma sales of $11 billion and more than 40,000 employees, is the global leader in water, hygiene and energy technologies and services that provide and protect clean water, safe food, abundant energy and healthy environments. Ecolab delivers comprehensive programs and services to the food, energy, healthcare, industrial and hospitality markets in more than 160 countries. http://www.ecolab.com
Cautionary Statements Regarding Forward-Looking Information
This communication contains certain statements relating to future events and our intentions, beliefs, expectations and predictions for the future which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Words or phrases such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “we believe,” “we expect,” “estimate,” “project,” “may,” “will,” “intend,” “plan,” “believe,” “target,” “forecast” (including the negative or variations thereof) or similar terminology used in connection with any discussion of future plans, actions or events generally identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding benefits of the Permian Mud Service, Inc. (Champion Technologies / CorsiTech) acquisition, integration plans and expected synergies, the expected timing of completion of the acquisition, and anticipated future financial and operating performance and results, including estimates for growth. These statements are based on the current expectations of management of the company. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this communication. These risks and uncertainties include (i) the risk that the regulatory approvals or clearances required for the acquisition may not be obtained, or that required regulatory approvals may delay the acquisition or result in the imposition of conditions that could have a material adverse effect on the company or cause the company to abandon the acquisition, (ii) the risk that the conditions to the closing of the acquisition may not be satisfied, (iii) the risk that a material adverse change, event or occurrence may affect the company or Permian Mud Service, Inc. (Champion Technologies / CorsiTech) prior to the closing of the acquisition and may delay the acquisition or cause the company to abandon the acquisition, (iv) problems that may arise in successfully integrating the businesses of the company and Permian Mud Service, Inc. (Champion Technologies / CorsiTech), which may result in the combined business not operating as effectively and efficiently as expected, (v) the possibility that the acquisition may involve unexpected costs, unexpected liabilities or unexpected delays, (vi) the risk that the credit ratings of the company may be different from what the company currently expects, (vii) the risk that the businesses of the company or Permian Mud Service, Inc. (Champion Technologies / CorsiTech) may suffer as a result of uncertainty surrounding the acquisition and (viii) the risk that disruptions from the transaction will harm relationships with customers, employees and suppliers.
Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of the company, Permian Mud Service, Inc. (Champion Technologies / CorsiTech) and the combined business. For a further discussion of these and other risks and uncertainties applicable to the company, see the company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 and the company’s other public filings with the Securities and Exchange Commission (the “SEC”). In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this communication may not occur. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. The company does not undertake, and expressly disclaims, any duty to update any forward-looking statement whether as a result of new information, future events or changes in expectations, except as required by law.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
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