ECOLAB <ECL> STARTS BID FOR CHEMLAWN <CHEM>
Ecolab Inc said it has started its
previously-announced tender offer for all shares of ChemLawn
Corp at 36.50 dlrs each.
    In a newspaper advertisement, the company said the offer
and withdrawal rights expire April 20 unless extended.  The
ChemLawn board has approved the tender and a merger at the same
price that is to follow.
    Ecolab said the offer is conditioned on receipt of at least
5,325,000 shares.  ChemLawn now has about 10.0 mln shares
outstanding.
    Ecolab said ChemLawn has granted it a conditional option to
buy all authorized but unissued and unreseved ChemLawn shares
at 36.50 dlrs each.  The option is exercisable in the event
that another party were to acquire 20 pct or more of ChemLawn
by means other than a tender offer for all shares at a higher
price than Ecolab is offering.
    The company said if the merger agreement is terminated
under certain circumstasnces, it will be entitled to receive 20
mln dlrs in damages from ChemLawn.
    Ecolab said officers and directors of ChemLawn have granted
it options to acquire an aggregate of 2,535,435 ChemLawn shares
or about 24.8 pct for the tender price, again unless a higher
tender were to be made by another party.
    Waste Management Inc <WMX> had originally made a hostile
tender offer of 27 dlrs per share for ChemLawn which ChemLawn
rejected as inadequate.  On Friday, Waste Management said it
would raise its bid to 35 dlrs per share.
 Reuter
