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Notes to consolidated financial statements
 

Note 5. Other Business Acquisitions and Divestitures

Business Acquisitions

Businesses acquired by the company during the years ended December 31, 2001 and 2000, excluding the acquisition of Henkel-Ecolab, were as follows:

Business Acquired Date of Acquisition Ecolab Operating Segment – Type of Business Estimated Annual Sales Prior to Acquisition (millions)
      (unaudited)
2001      
Randall International LLC
    – 25% interest
Jan. 2001 Institutional $ 8
Envirocare Service Pte. Ltd. March 2001 Asia Pacific 1
Microbiotecnica July 2001 Latin America 3
Commercial Parts & Service, Inc. Oct. 2001 GCS 28
2000      
Southwest Sanitary
    Distributing Co. (SSDC)
Feb. 2000 Kay $24
Spartan Feb. 2000 Latin America 20
ARR/CRS June 2000 GCS 4
Dong Woo Deterpan Co.     Ltd. June 2000 Asia Pacific 6
Stove Parts Supply Co. Aug. 2000 GCS 19
Facilitec Corp. Sept. 2000 Institutional 14
Zohar Dalia Soap and
    Detergent Factory
    (Israel)
    – 51% interest
Sept. 2000 Africa/Export 15
Peterson’s Commercial     Parts & Service Nov. 2000 GCS 4
Ecolab S.A.
    – 23.5% interest in     addition to prior 51%     interest

Dec. 2000

Latin America 8

In addition, in September 2000, Ecolab purchased a 17 percent equity interest in FreshLoc Technologies, Inc. FreshLoc is a privately held developer of wireless food safety technology and is being accounted for using the equity method.

The total consideration paid by the company for the above 2001 acquisitions was approximately $30 million, of which approximately $18 million was allocated to goodwill.

The total consideration paid by the company for the above 2000 acquisitions included cash of approximately $90 million and 424,111 shares of common stock with a market value of approximately $14 million issued in the SSDC acquisition, of which approximately $88 million was allocated to goodwill.

During 1999, the company acquired substantially all of the assets of Blue Coral Systems. Blue Coral had annual sales of approximately $30 million and was combined with the company’s existing Vehicle Care operations. The company also added to its GCS and South Africa operations through small business acquisitions.

These acquisitions have been accounted for as purchases and, accordingly, the results of their operations have been included in the financial statements of the company from the dates of acquisition. Net sales and operating income of these businesses were not significant to the company’s consolidated results of operations, financial position and cash flows.

Gain on Sale of Jackson Business

In November 2000, the company sold its Jackson dishmachine manufacturing business for cash proceeds of approximately $36 million. The company realized a gain of $25,925,000 ($14,988,000 after tax), or $0.11 per diluted share. The gain has been included in corporate operating income for segment reporting purposes. Jackson’s total annual sales were approximately $40 million, including intercompany sales to Ecolab. Jackson will continue to supply dishmachines to the company under a long-term supply agreement.

Net sales, excluding intercompany sales, for the business were $13.7 million and $13.9 million for 2000 and 1999, respectively. Operating income, excluding intercompany profit, for the business was $1.4 million and $1.3 million for 2000 and 1999, respectively. The consolidated financial statements and accompanying notes reflect the operating results of the Jackson dishmachine manufacturing business as a continuing operation in the United States Other Services segment through the date of disposal (November 9, 2000)

 
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