Nalco execs could get millions post-Ecolab merger
Posted on July 18th, 2011 by Laura Loane | Tags: Nalco, Nalco Execs
View All of Today’s News Headlines The executive management of Nalco Holding Co. could walk away with nearly $38 million in stock payouts following Ecolab Inc.’s $8-billion acquisition of the Naperville-based industrial water treatment company.
Chairman and CEO Erik Fyrwald and former Chief Financial Officer Bradley Bell would take home most of that, according to the change in control agreements outlined in company filings with the U.S. Securities and Exchange Commission.
Mr. Fyrwald could walk away with at least $13.5 million in stock while Mr. Bell, who retired in December, could take $13.1 million.
The acquisition news sent Nalco shares shooting up more than 24% Wednesday to close at $35.87.
Three division presidents would receive between $1.3 million and $2.7 million in payouts.
Mr. Bell’s successor, Kathryn Mikells, who joined Nalco in October as CFO from the same post at UAL Corp., also stands to make $5.3 million. That’s on top of the $9.4 million in payouts and severance she took home after airline giants United and Continental merged in 2010 to create United Continental Holdings Inc. There, she also had a double-trigger change in control agreement.
Ms. Mikells is eligible to participate in Nalco’s management incentive plan and stock incentive plan, but had not yet been awarded those grants. She did receive sign-on bonuses of 137,630 restricted shares and options that would be paid out if the change in control agreement is triggered.
The executives signed new change in control agreements in January that would require both a change of control and involuntary loss of employment to accelerate the payouts.
In the $8.1-billion deal, St. Paul, Minn.-based Ecolab offered Nalco shareholders $38.80 in cash, or $0.70 per share of Ecolab for each Nalco share, according to company filings.
Nalco shareholders will get $5.4 billion, including $3.8 billion in stock, and $1.6 billion in cash, while Ecolab will assume $2.7 billion in Nalco debt. The $5.4 billion purchase price is 34% more than Nalco’s July 19 closing share price. The new company will continue as Ecolab.