Cautionary Statement Regarding Forward-Looking Information
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1 Ecolab 1 Fourth Quarter 2011 Teleconference Supplemental Data Cautionary Statement Cautionary Statement Regarding Forward-Looking Information This communication contains various "Forward-Looking Statements" within the meaning of the Private Securities Litigation Reform Act of These include statements concerning our financial and business prospects, including forecasted 2012 first quarter and full year business results, including sales growth, volume, pricing, innovation, delivered product costs, depreciation and amortization, interest expense and adjusted diluted earnings per share, including the impact of base business results, shares, interest, net synergies and purchase accounting on first quarter, quarters two through four and full year adjusted EPS; growth focus areas; earnings growth rate trends; end markets; investments; market share gains; margins; Europe restructuring benefits; synergy benefits; and growth expectations. These statements, which represent Ecolab's expectations or beliefs concerning various future events, are based on current expectations that involve a number of risks and uncertainties that could cause actual results to differ materially from those of such Forward-Looking Statements. In particular, the ultimate results of any restructuring and business improvement actions, including cost synergies, depend on a number of factors, including the development of final plans, the impact of local regulatory requirements regarding employee terminations, the time necessary to develop and implement the restructuring and other business improvement initiatives and the level of success achieved through such actions in improving competitiveness, efficiency and effectiveness. We caution that undue reliance should not be placed on Forward-Looking Statements, which speak only as of the date made. Ecolab 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. Additional risks and uncertainties that may affect operating results and business performance are set forth under Item 1A of our most recent Form 10-K and include our ability to integrate Nalco and realize the anticipated benefits of the merger; our ability to attract and retain high caliber management talent to lead our business; difficulty in procuring raw materials or fluctuations in raw material costs; our ability to execute key business initiatives; vitality of the markets we serve; the impact of worldwide economic factors such as the worldwide economy, credit markets, interest rates and foreign currency risk; exposure to economic, political and legal risks related to our international operations; the costs and effects of complying with laws and regulations relating to the environment and to the manufacture, storage, distribution, sale and use of our products; changes in laws, regulations or accounting standards; our ability to develop competitive advantages through innovation; our substantial indebtedness; information technology systems failures; the ability to acquire complementary businesses and to effectively integrate such businesses; restraints on pricing flexibility due to contractual obligations; pressure on operations from consolidation of customers, vendors or competitors; public health epidemics; potential losses arising from the impairment of goodwill or other assets; potential loss of deferred tax assets; the occurrence of litigation or claims, including related to the Deepwater Horizon oil spill; acts of war, terrorism, severe weather or natural or man-made disasters; the loss or insolvency of a major customer, supplier or distributor; and other uncertainties or risks reported from time to time in our reports to the Securities and Exchange Commission. 2 1
2 4Q Overview Ecolab delivers strong quarter Fixed currency adjusted sales +7% excluding Nalco; +4% excluding Nalco and other acquisitions Adjusted EPS +17% to $0.70 Growth: Strong growth by Food & Beverage and Kay businesses worldwide USC&S business on track Geographically, Latin America strong and Canada showed good growth Successful new business growth and new product introductions benefit results Raw materials: Delivered product cost above last year but offset by pricing in the quarter Expect continued cost increases in 2012 but at lower rate Leverage: Adjusted operating income +16% year-on-year Strong acquisition performances Significant benefits from cost efficiency programs and synergies, more than offsetting higher costs 3 4Q 2011 Results Fourth Quarter Ended December 31 (unaudited) Reported Adjusted* Fourth Quarter % Fourth Quarter % (Millions, except per share) change change Net Sales $1,845.3 $ 1, % $1,681.5 $ 1, % Operating Income % % Net Income Attributable to Ecolab $ 88.7 $ % $ $ % Diluted Net Income Per Share $0.34 $ % $0.70 $ % * These non-gaap measures are adjusted for special gains and charges and discrete tax items and exclude the Nalco merger impact. 4 2
3 4Q 2011 Sales Growth Detail U.S. Cleaning International % Change Adj. Sales Growth Components & Sanitizing % Change Fixed exchange rates Consolidated % Change Institutional 4% EMEA 2% Volume & Mix 2% Kay 9% Asia Pacific 14% Pricing 2% Healthcare 35% Asia Pacific ex. acq. 4% M&A 2% Healthcare ex. acq. 4% Canada 6% Fixed currency growth 7% Food & Beverage 6% Latin America 15% Currency 0% Total U.S.C&S 8% Total Int'l 6% Total* 7% Total U.S.C&S ex. acq. 5% Total Int'l ex. acq. 4% International % Change U.S. Other Services % Change Public exchange rates Pest Elimination 2% EMEA 2% Equipment Care 4% Asia Pacific 19% Total U.S.OS 2% Canada 7% Latin America 11% % Change Total International 7% Total U.S. 7% * Amounts in the table above do not sum due to rounding 5 4Q 2011 Income Statement Margins ($ millions) 2011 % sales 2010 % sales % change Comments Gross Profit $ % $ % 11% Adjusted gross margin 49.3%, -100 bp. Delivered SG&A % % 12% product cost increases partially offset by volume, pricing and efficiency from a gross margin perspective. Adjusted SG&A ratio 34.6%, -220 bp. Sales leverage, acquisitions and cost savings more than offset investments and increased costs. Operating Income U.S. Cleaning % % 27% Excluding acquisitions, income +19% and margin & Sanitizing 18.8%, +120 bp. Volume and pricing gains offset higher delivered product costs. U.S. Other Services % % -2% Margin -60 bp. Pricing more than offset by higher service delivery costs. Total U.S % % 23% International (fixed FX) % % 6% Margin flat. Volume, pricing, and efficiency gains offset delivered product and other cost increases. Subtotal at fixed FX % % 16% Margins +130bp before FX despite significant delivered product cost increases. Nalco % December U.S. results post merger close. Corporate Special Gains/(Ch.) (96.2) (8.5) Corp. Expense (25.7) (3.6) Total Corporate Exp. (121.9) (12.1) 2011 includes Europe restructuring and Nalco merger and integration costs. Business systems and investments and Nalco step-up asset amortization. FX Consolidated Op. Inc. $ % $ % -19% Reported margin -300 bp; adjusted margin +120 bp to 14.7%. 6 3
4 4Q 2011 Balance Sheet / Cash Flow Summary Balance Sheet December 31 December 31 ($ millions) Cash and cash eq. $ 1,843.6 $ Short-term debt $ 1,023.0 $ Accounts receivable, net 2, Accounts payable Inventories 1, Other current liabilities 1, Other current assets Long-term debt 6, PP&E, net 2, ,148.3 Pension/Postretirement 1, Goodwill and intangibles 10, ,611.8 Other liabilities 1, Other assets Total equity 5, ,133.0 Total assets $ 18,240.8 $ 4,872.2 Total liab. and equity $ 18,240.8 $ 4,872.2 Selected Cash Flow items Three Months Ended d Twelve Months Ended d December 31 December 31 ($ millions) Cash from op. activities $ $ $ $ Depreciation $ Amortization Capital expenditures Total Debt/Total Capital 57.1% 28.4% Net Debt/Total Capital 50.2% 22.0% 7 Post-Nalco Refinancing Debt Structure ($mln) Short-Term $ 1,257 Long Term 4.355% 125M Senior Euro Notes, Due 2013 $ % Notes, Due % Notes, Due % Notes, Due , % 175M Senior Euro Notes, Due % Notes, Due % Notes, Due , % Notes, Due % Notes, Due Capital Leases 24 Total Long Term Debt 4,908 Total Debt 6,165 Note: Short term debt reflects approximate balance after pay-off of Nalco senior notes Issued $500M of 7 and 12 year private placement notes in November 2011 Issued $3.75B public notes in December 2011 across 3, 5, 10, and 30 year tenors Proceeds used to reduce commercial paper, fund share repurchase, and retire $1.7B of Nalco senior notes in January 2012 ($ mln) 1,500 1,250 1, ,257 Pre-merger LT Debt New Debt - Private Placement , New Debt - Public CP / Other S.T. Debt 1,
5 2012 Growth Focus WinAS ONE Win BIG Win FAST WinLEAN WinSAFE Win NOW Create one company. Focused on growth. Empowered and engaged. Continue to build share with the largest players in the industries we serve. Develop and expand leadership position in the fastest growing markets. Segments: Water, Energy, Healthcare Geographies: Greater China, India, Brazil Over-deliver integration synergies. Extend global leverage, starting with Europe. Make safety core to our foundational principles. Exceed year one merger goals, while building for a successful future. 9 Forecast 1Q Continue to drive market share gains Strong underlying business performance partially offset by significant fixed D&A, interest expense and share impact on seasonally lowest sales quarter Volume, pricing and innovation more than offset easing delivered product cost increases Better expected growth from strengthened business platform, improving our ability to meet customer needs and deliver significant growth and cost synergies Continued focus on new business, innovation and emerging markets EPS growth accelerates throughout the year Higher fixed D&A, interest expense and share impact have a proportionally smaller impact on 2Q through 4Q due to their seasonally higher sales Synergy benefits ramp up through the year Europe transformation benefits accelerate Improving core end markets, emerging markets and growth investments drive business 1Q Q 2011 Adjusted EPS $0.46-$0.49 $0.45 FY2012 FY2011 Adjusted EPS $2.95-$3.05 $
6 2012 Adjusted Earnings Per Share Bridge 2012 Forecast (adjusted) 1Q 2Q - 4Q Full Year 2011 Ecolab (diluted, ex-nalco) $0.45 $2.09 $2.54 Base Business (ex Shares & Interest) Shares (0.14) (0.59) (0.73) Interest (0.16) (0.44) (0.60) Base Business Growth 24%-31% 29%-32% 28%-32% Net Synergies EPS Before Purchase Accounting Purchase Accounting (0.12) (0.36) (0.48) Diluted EPS $0.46-$0.49 $2.49-$2.56 $2.95-$3.05 Growth 2%-9% 19%-22% 16%-20% 11 Summary 4Q 2011: 17% adjusted earnings per share growth 1 driven by solid sales performance more than offsetting significantly higher delivered product costs 2012: expect 16% to 20% adjusted EPS growth Stronger business platform drives better top line growth Global Energy, Asia Pacific and Latin America regions lead gains Continued key investments in business drivers and actions to drive Ecolab business Europe transformation work accelerates region s profit growth Accelerating EPS growth through the year as higher D&A, interest expense and shares are offset by increasing synergies, seasonally higher sales and growth of the underlying business 1 Excludes impact of Nalco. 12 6
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