0000903423-01-500280.txt : 20011010 0000903423-01-500280.hdr.sgml : 20011010 ACCESSION NUMBER: 0000903423-01-500280 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20011009 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ECOLAB INC CENTRAL INDEX KEY: 0000031462 STANDARD INDUSTRIAL CLASSIFICATION: SOAP, DETERGENT, CLEANING PREPARATIONS, PERFUMES, COSMETICS [2840] IRS NUMBER: 410231510 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-08345 FILM NUMBER: 1754518 BUSINESS ADDRESS: STREET 1: ECOLAB CTR STREET 2: 370 N WABASHA ST CITY: ST PAUL STATE: MN ZIP: 55102 BUSINESS PHONE: 6122932233 FORMER COMPANY: FORMER CONFORMED NAME: ECONOMICS LABORATORY INC DATE OF NAME CHANGE: 19861203 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HENKEL KGAA /NEW/ CENTRAL INDEX KEY: 0001098789 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 67 HENKELSTRASSE D-40191 CITY: DUSSELDORF GERMANY BUSINESS PHONE: 011492117973533 MAIL ADDRESS: STREET 1: 67 HENKELSTRASSE D-40191 CITY: DUSSELDORF GERMANY SC 13D/A 1 henkel13da_10-9.txt SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------- SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6)* Ecolab Inc. -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $1.00 per share -------------------------------------------------------------------------------- (Title of Class of Securities) 278865100 -------------------------------------------------------------------------------- (CUSIP Number) William A. Groll, Esq. Cleary, Gottlieb, Steen & Hamilton City Place House 55 Basinghall Street London EC2V 5EH 44-207 614 2200 -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) October 5, 2001 -------------------------------------------------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [ ]. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7(b) for other parties to whom copies are to be sent. *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). SCHEDULE 13D CUSIP No. 278865100 Page 2 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Henkel KGaA 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 4 SOURCE OF FUNDS* WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Germany 7 SOLE VOTING POWER 20,071,512 NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 14,666,664 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER PERSON 20,071,512 WITH 10 SHARED DISPOSITIVE POWER 14,666,664 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 34,738,176 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 27.2 % 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! SCHEDULE 13D CUSIP No. 278865100 Page 3 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON HC Investments, Inc. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] 3 4 SOURCE OF FUNDS* AF, WC 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] 6 CITIZENSHIP OR PLACE OF ORGANIZATION Delaware 7 SOLE VOTING POWER 0 NUMBER OF SHARES 8 SHARED VOTING POWER BENEFICIALLY 14,666,664 OWNED BY EACH REPORTING 9 SOLE DISPOSITIVE POWER PERSON 0 WITH 10 SHARED DISPOSITIVE POWER 14,666,664 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,666,664 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 11.5 % 14 TYPE OF REPORTING PERSON* CO *SEE INSTRUCTIONS BEFORE FILLING OUT! This Amendment No. 6 (this "Amendment") amends and supplements the Schedule 13D filed on December 20, 1989, as previously amended (the "Schedule 13D"), of Henkel KGaA ("KGaA") and HC Investments, Inc. ("HCI"), with respect to the Common Stock, par value $1.00 per share ("Common Stock"), of Ecolab Inc. ("Ecolab" or the "Company"). All capitalized terms used in this Amendment and not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D. Item 2. Identity and Background. Annex I to the Schedule 13D is amended and restated as attached to this Amendment to reflect the names, addresses, occupations and citizenship of the current executive officers, directors and controlling persons of HCI and KGaA. None of KGaA, HCI or, to the best knowledge of KGaA and HCI, any of the persons listed on Annex I hereto has, during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. KGaA acquired 2,500,000 shares of Common Stock in open market purchases beginning on October 2, 2001, for an aggregate amount equal to approximately $89.4 million. The funds used for such purchases came from KGaA's general corporate resources. Item 4. Purpose of Transaction. As previously described in the Schedule 13D, Henkel and Ecolab have entered into a series of agreements and consummated a series of transactions through which they established and have conducted a long-term cooperative business relationship. Henkel's primary purpose for these agreements and transactions was for it to become and remain a long-term significant minority investor in Ecolab. As previously described in the Schedule 13D, on December 7, 2000, Henkel and Ecolab entered into the Master Agreement relating to the proposed sale by Henkel of its interests in the Joint Venture to Ecolab (the "Proposed Sale"). On September 28, 2001, Henkel and Ecolab announced that it is now anticipated that the Proposed Sale will be consummated on November 30, 2001. When the Proposed Sale is consummated, the business relationship between Henkel and Ecolab will be changed, and Henkel's primary relationship with Ecolab will be that of a significant minority stockholder. Consistent with that expectation, KGaA acquired the shares of Common Stock to which this Amendment relates in order to expand and strengthen its minority investment in, and to strengthen Henkel's long-term relationship with, Ecolab. As previously described in the Schedule 13D, under the Existing Stockholder's Agreement, Henkel may acquire shares of Common Stock so long as the acquisition does not cause Henkel to beneficially own more than 30% of the outstanding Common Stock, which percentage will be increased under the Proposed Amended Stockholder's Agreement to 35% upon consummation of the Proposed Sale. As previously described in the Schedule 13D, upon consummation of the Proposed Sale, Henkel will receive the purchase price in either cash in Euro or additional shares of Common Stock, at the election of Henkel, in an amount to be determined based on the earnings of the Joint Venture in fiscal years 2000 and 2001 pursuant to a formula in the Master Agreement. On September 28, 2001, Henkel and Ecolab announced that it is now anticipated that the purchase price will range between approximately EUR 480 million to EUR 510 million. As previously described in the Schedule 13D, if Henkel elects to take Common Stock, the number of shares to be issued will be calculated using a per share value of $41.0625, subject to a maximum of 13,203,672 and a minimum of 9,270,664 shares being issued. Henkel has not yet determined whether it will elect to take cash or stock in connection with the Proposed Sale. The number of shares of Common Stock purchased in the open market transactions described above is such that Henkel would not own more than the 35% permitted under the Proposed Amended Stockholder's Agreement if Henkel elects to receive the purchase price in the form of Common Stock. In accordance with the Existing Stockholder's Agreement, Ulrich Lehner, Stefan Hamelmann and Hugo Uyterhoeven were nominated for election to Ecolab's Board of Directors (the "Ecolab Board") at Ecolab's most recent annual meeting of stockholders and currently serve as members of the Ecolab Board. Henkel intends to continue to review its investment in Common Stock from time to time and, depending upon certain factors, including without limitation the financial performance of Ecolab, the availability and price of shares of Common Stock on the open market, Henkel's overall relationship with Ecolab and the status of the Joint Venture and the Proposed Sale, and other general market and investment conditions, Henkel may determine to acquire through open market purchases or otherwise additional shares of Common Stock, or, based upon such factors, to sell shares of Common Stock, from time to time, in each case to the extent permitted under the Existing Stockholder's Agreement (or the Proposed Amended Stockholder's Agreement, as applicable) and applicable law. Except as set forth herein, Henkel has no current plans or proposals that relate to or would result in any of the actions or events enumerated in clauses (a) through (j) of Item 4 of Schedule 13D, as promulgated by the Securities and Exchange Commission. Item 5. Interest in Securities of the Issuer. (a)-(b) At the date hereof, in the aggregate, the 34,738,176 shares of Common Stock owned by HCI and KGaA represent approximately 27.2% of the 127,915,535 shares of Common Stock reported by Ecolab in its Quarterly Report on Form 10-Q to be outstanding as of July 31, 2001. Of that total, HCI beneficially owns 14,666,664 shares of Common Stock (approximately 11.5% of such total). HCI and, by virtue of its indirect control of HCI, KGaA share the power to vote and the power to dispose of these shares of Common Stock (subject to the provisions of the Existing Stockholder's Agreements). KGaA directly and beneficially owns the remaining 20,071,512 shares of Common Stock (approximately 15.7% of such total). KGaA has the sole power to vote and the sole power to dispose of those shares of Common Stock (subject to the provisions of the Existing Stockholder's Agreements). At the date hereof, to the best knowledge of HCI and KGaA, Ulrich Lehner (the President and Chief Executive Officer of KGaA and a member of the Ecolab Board) is the beneficial owner (with sole voting and dispositive power) of 4,171 shares of Common Stock (including 3,800 shares that could be purchased under stock options granted by Ecolab and 371 shares represented by stock units granted by Ecolab under its Non-Employee Director Deferred Compensation Plan). At the date hereof, to the best knowledge of HCI and KGaA, Stefan Hamelmann (a member of the Shareholders' Committee of KGaA and a member of the Ecolab Board) is the beneficial owner (with sole voting and dispositive power) of 4,171 shares of Common Stock (including 3,800 shares that could be purchased under stock options granted by Ecolab and 371 shares represented by stock units granted by Ecolab under its Non-Employee Director Deferred Compensation Plan). At the date hereof, to the best knowledge of HCI and KGaA, Albrecht Woeste (the Chairman of the Supervisory Board of KGaA and a former member of the Ecolab Board) is the beneficial owner (with sole voting and dispositive power) of 43,512 shares of Common Stock (including 24,000 shares that could be purchased under stock options granted by Ecolab). At the date hereof, to the best knowledge of HCI and KGaA, Roland Schulz (a member of the Board of Management of KGaA and a former member of the Ecolab Board) is the beneficial owner (with sole voting and dispositive power) of 38,102 shares of Common Stock (including 22,400 shares that could be purchased under stock options granted by Ecolab). HCI and KGaA disclaim beneficial ownership of any of the shares beneficially owned by Ulrich Lehner, Stefan Hamelmann, Albrecht Woeste and Roland Schulz. At the date hereof, except as stated herein, neither HCI nor KGaA nor, to the best of their knowledge, Henkel of America, Inc., Henkel Corporation or any of the persons listed on Annex I hereto beneficially owns any shares of Common Stock (other than shares of Common Stock beneficially owned by HCI or KGaA of which one or more of such other persons may be deemed to have beneficial ownership pursuant to Rule 13d-3 of the Exchange Act). (c) Certain information with respect to each transaction in the Common Stock since December 14, 2000 (the date of Amendment No. 5 to the Schedule 13D) is set forth in Exhibit 20 hereto. Except as set forth herein, no transactions in shares of Common Stock were effected during the past 60 days by HCI or KGaA, or, to the best of their knowledge, by Henkel of America, Inc., Henkel Corporation or any of the other persons listed on Annex I hereto. Item 7. Material to be Filed as Exhibits. Exhibit 20 Purchases of Common Stock from December 14, 2000 through October 5, 2001. Signature After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this statement is true, complete and correct. Dated: October 9, 2001 Henkel KGaA By: /s/ Carl Braun ------------------------- Dr. Carl Braun Vice President By: /s/ Thomas-Gerd Kuhn ------------------------- Thomas-Gerd Kuhn Senior Corporate Counsel HC Investments, Inc. By: /s/ James E. Ripka ------------------------- James E. Ripka President Exhibit Index Exhibit 1 Stock Purchase Agreement by and among HC Investments, * Inc., Henkel KGaA and Ecolab Inc. dated as of December 11, 1989 Exhibit 2 Amendment No. 1 to Stock Purchase Agreement by and * among HC Investments, Inc., Henkel KGaA and Ecolab Inc. dated as of December 11, 1989 Exhibit 3 Confidentiality Agreement between Henkel KGaA and * Ecolab Inc. dated November 13, 1989 Exhibit 4 Press Release issued by Ecolab Inc. and Henkel KGaA on * December 11, 1989 Exhibit 5 Amendment No. 2 to Stock Purchase Agreement by and ** among HC Investments, Inc., Henkel KGaA and Ecolab Inc. dated as of September 11, 1990 Exhibit 6 Umbrella Agreement by and between Henkel KGaA and ** Ecolab Inc. dated as of September 11, 1990 Exhibit 7 Joint Venture Agreement by and between Henkel KGaA and ** Ecolab Inc. dated as of September 11, 1990 Exhibit 8 Stockholder's Agreement between Henkel KGaA and Ecolab ** Inc. dated as of September 11, 1990 Exhibit 9 Amendment No. 3 to Stock Purchase Agreement by and *** among HC Investments, Inc., Henkel KGaA and Ecolab Inc. dated as of March 8, 1991 Exhibit 10 First Amendment to the Umbrella Agreement by and *** between Henkel KGaA and Ecolab Inc. dated as of March 8, 1991 Exhibit 11 First Amendment to the Joint Venture Agreement by and *** between Henkel KGaA and Ecolab Inc. dated as of March 8, 1991 Exhibit 12 First Amendment to the Stockholder's Agreement between *** Henkel KGaA and Ecolab Inc. dated as of March 8, 1991 Exhibit 13 Amended and Restated Umbrella Agreement by and between **** Henkel KGaA and Ecolab Inc. dated as of June 26, 1991 Exhibit 14 Amended and Restated Joint Venture Agreement by and **** between Henkel KGaA and Ecolab Inc. dated as of June 26, 1991 Exhibit 15 Amended and Restated Stockholder's Agreement between **** Henkel KGaA and Ecolab Inc. dated as of June 26, 1991 Exhibit 16 Press Release issued by Ecolab Inc. and Henkel KGaA on **** July 11, 1991 Exhibit 17 Amendment No. 1 to Amended and Restated Stockholder's ***** Agreement between Henkel KGaA and Ecolab Inc. dated as of June 30, 2000 Exhibit 18 Master Agreement, dated as of December 7, 2000, between ***** Ecolab Inc. and Henkel KGaA Exhibit 19 Form of Second Amended and Restated Stockholder's ***** Agreement Exhibit 20 Purchases of Common Stock from December 14, 2000 19 through October 5, 2001. * Previously filed as an Exhibit to the Schedule 13D on December 20, 1989. ** Previously filed as an Exhibit to Amendment No. 2 to the Schedule 13D on September 17, 1990. *** Previously filed as an Exhibit to Amendment No. 3 to the Schedule 13D on March 15, 1991. **** Previously filed as an Exhibit to Amendment No. 4 to the Schedule 13D on July 16, 1991. ***** Previously filed as an Exhibit to Amendment No. 5 to the Schedule 13D on December 15, 2000. ANNEX I ------- Officers and Directors of HC Investments, Inc. ---------------------------------------------- The following table sets forth the name, business address, position with HCI and present principal occupation of each director and executive officer of HCI. Each individual listed below is a citizen of the United States. Position with HCI and Present Name and Address Principal Occupation or Employment ---------------- ---------------------------------- Mr. James E. Ripka Vice President and Treasurer of Henkel Henkel Corporation Corporation; Director, Chairman of the Board The Triad, Suite 200 of Directors and President of HCI 2200 Renaissance Boulevard Gulph Mills, PA 19406 Mr. Kenneth R. Pina Senior Vice President, Chief Legal Officer Henkel Corporation and Secretary of Henkel Corporation; The Triad, Suite 200 Secretary of HCI 2200 Renaissance Boulevard Gulph Mills, PA 19406 Mr. Timothy V. Eisenhut Vice President, Tax of Henkel Corporation; Henkel Corporation Director and Vice President, Tax of HCI The Triad, Suite 200 2200 Renaissance Boulevard Gulph Mills, PA 19406 Mr. Brian Friend Director of Tax of Henkel Corporation; Henkel Corporation Director and Vice President, Finance and The Triad, Suite 200 Treasurer of HCI 2200 Renaissance Boulevard Gulph Mills, PA 19406 Ms. Lloyd Overton Martin Assistant Vice President, Corporate, Wilmington Trust Company Financial Services Department, Wilmington 1105 North Market Street Trust Company; Director and Assistant Suite 1300 Treasurer of HCI Wilmington, DE 19899 Mr. Gregory Gaglione Associate General Counsel and Assistant Henkel Corporation Secretary of Henkel Corporation; The Triad, Suite 200 Assistant Secretary of HCI 2200 Renaissance Boulevard Gulph Mills, PA 19406 Officers and Directors of Henkel KGaA ------------------------------------- The following table sets forth the name, business address (except as noted), position with KGaA and present principal occupation of each director, executive officer and controlling person of KGaA. Each individual listed below is a citizen of Germany, except Mr. de Keersmaecker, who is a citizen of Belgium, and Dr. Morwind, who is a citizen of the Republic of Austria. Name and Address Present Principal Occupation or Employment ---------------- ------------------------------------------ Supervisory Board: ------------------ Mr. Albrecht Woeste Owner, President and Managing Director of Henkelstrabe 67 R. Woeste GmbH & Co. KG and Chairman of 40191 Dusseldorf the Supervisory Board and Chairman of the Germany Shareholders' Committee of KGaA Dr. Simone Bagel Biologist Beethovenstrabe 62 53115 Bonn Germany Dr. Ulrich Cartellieri Member of the Board of Management of Deutsche Bank AG Deutsche Bank AG D-60262 Frankfurt Germany Mr. Hans Dietrichs Member of the Works Council of KGaA Ziegeleistrabe 56 39307 Genthin Germany Mr. Benedikt-Joachim Freiherr von Herman Forester Obere Dorfstrabe 1 88489 Wain Germany Ms. Heike Hauter Member of the Works Council of KGaA Poststrabe 24 40721 Hilden Germany Name and Address Present Principal Occupation or Employment ---------------- ------------------------------------------ Supervisory Board: (continued) ------------------ Mr. Bernd Hinz Member of the Works Council of KGaA Rheinstrabe 48 51371 Leverkusen Germany Prof. Dr. Dr. h.c. Heribert Meffert Professor at the University of Munster and Potstiege 56 Director of the Institute for Marketing 48161 Munster Germany Prof. Dr. Dr. Heinz Riesenhuber Member of Parliament Bundesforschungsminister a.D. Deutscher Bundestag Platz der Republik 1 11011 Berlin Germany Mr. Heinrich Thorbecke Owner and Managing Director of Bank Wolfgangweg 17 Thorbecke in Geneva, Switzerland CH-9014 St. Gallen Switzerland Mr. Michael Vassilidias Chemical Engineer at IG Bergbau Konigsworther Platz 6 30167 Hannover Germany Mr. Bernhard Walter Chairman of the Board of Managing Directors 60301 Frankfurt of Dresdner Bank AG Germany Mr. Jurgen Walter Officer of IG Bergbau - Chemie, Energie c/o IG Bergbau - Chemie, Energie (Industrial union of employees in the Konigsworther Platz 6 chemical industry) 30167 Hannover Germany Mrs. Brigitte Weber Member of the Works Council of KGaA Pestalozzistrabe 12 40764 Langenfeld Germany Name and Address Present Principal Occupation or Employment ---------------- ------------------------------------------ Supervisory Board: (continued) ------------------ Dr. Anneliese Wilsch-Irrgang Chairman of the Management Personnel Flotowstrabe 2a Representatives of KGaA 40593 Dusseldorf Germany Mr. Winfried Zander Chairman of the Works Council of KGaA and Henkelstrabe 67 Vice Chairman of the Supervisory Board 40191 Dusseldorf Germany Board of Management: ------------------- Dr. Ulrich Lehner President and Chief Executive Officer and Henkelstrabe 67 Chairman of the Board of Management of 40191 Dusseldorf KGaA Germany Mr. Guido de Keersmaecker Executive Vice President-Adhesives of KGaA Henkelstrabe 67 40191 Dusseldorf Germany Dr. Jochen Krautter Executive Vice President Finance and Henkelstrabe 67 Logistics of KGaA 40191 Dusseldorf Germany Dr. Klaus Morwind Executive Vice President-Detergents/ Henkelstrabe 67 Cleaning Products of KGaA 40191 Dusseldorf Germany Dr. Roland Schulz Executive Vice President-Human Resources, Henkelstrabe 67 Hygiene and Surface Technologies of KGaA 40191 Dusseldorf Germany Name and Address Present Principal Occupation or Employment ---------------- ------------------------------------------ Board of Management: (continued) -------------------- Dr. Uwe Specht Executive Vice President- Cosmetics/Toiletries Henkelstrabe 67 of KGaA 40191 Dusseldorf Germany Shareholders' Committee: Mr. Albrecht Woeste Owner, President and Managing Director of Henkelstrabe 67 R. Woeste GmbH & Co. KG and Chairman of 40191 Dusseldorf the Supervisory Board and Chairman of the Germany Shareholders' Committee of KGaA Mr. Paul Achleitner Member of the Board of Allianz AG Konigsstrabe 28 80802 Munchen Germany Mr. Stefan Hamelmann Owner of Franz Hamelmann Baugesellschaft Hebbelstrabe 13 MbH 40237 Dusseldorf Germany Dr. h.c. Ulrich Hartmann President and Chief Executive Officer of E.ON Bennigsenplatz 1 AG 40474 Dusseldorf Germany Chrisoph Henkel Independent Entrepreneur and Business Henkelstrabe 67 Executive 40191 Dusseldorf Germany Dr. Jurgen Manchot Vice Chairman of the Shareholders' Henkelstrabe 67 Committee of KGaA and Chemist 40191 Dusseldorf Germany Mr. Thomas Manchot (guest member) Entrepreneur Kaiser-Wilhelm-Ring 43a 40545 Dusseldorf Germany Name and Address Present Principal Occupation or Employment ---------------- ------------------------------------------ Shareholders' Committee: (continued) ------------------------ Dr. Christa Plichta Physician Chemin Colladon 22 CH-1209 Geneve Switzerland Dr. Wolfgang Roller Chairman of the Supervisory Board of c/o Dresdner Bank AG Dresdner Bank AG 60301 Frankfurt Am Main Germany Mr. Burkhard Schmidt Managing Director of Jahr Holding GmbH & Stubbenhuk 7 Co KG 20459 Hamburg Germany Mr. Konstantin von Unger (guest member) Independent Entrepreneur 45 Holland Park London W11 3RP England Dr. Hans-Dietrich Winkhaus Former President and Chief Executive Henkelstrabe 67 Officer of KGaA; Chairman of the Supervisory 40191 Dusseldorf Board of Deutsche Telekom AG Germany EX-20 3 henkex20_10-9.txt Exhibit 20 Purchases of Common Stock from December 14, 2000 through October 5, 2001 ----------------------------------------- Set forth below are the purchases of Common Stock from December 14, 2000 through October 5, 2001. All purchases were made in open-market, stock exchange transactions. Date Number of Shares Price per Share ---- ---------------- --------------- 1/22/2001 1,000 $ 39.00 10/02/2001 200,300 36.00 10/02/2001 100 35.98 10/02/2001 5,000 35.96 10/02/2001 3,000 35.95 10/02/2001 1,500 35.69 10/02/2001 200 35.67 10/02/2001 15,800 35.53 10/02/2001 35,500 35.50 10/02/2001 14,000 35.44 10/02/2001 1,000 35.40 10/02/2001 100 35.36 10/02/2001 200 35.35 10/02/2001 1,000 35.32 10/02/2001 2,000 35.30 10/02/2001 1,200 35.29 10/02/2001 300 35.27 10/02/2001 200 35.24 10/02/2001 9,100 35.23 10/02/2001 100 35.22 10/02/2001 22,900 35.20 10/02/2001 200 35.19 10/02/2001 1,400 35.15 10/02/2001 200 35.13 10/02/2001 15,200 35.12 10/02/2001 1,500 35.11 10/02/2001 35,900 35.10 10/02/2001 800 35.09 10/02/2001 300 35.08 10/02/2001 18,600 35.07 10/02/2001 1,800 35.06 10/02/2001 25,600 35.05 10/02/2001 800 35.04 10/02/2001 800 35.03 10/02/2001 1,000 35.02 10/02/2001 300 35.01 10/02/2001 40,900 35.00 10/02/2001 10,200 34.99 10/02/2001 2,200 34.98 10/02/2001 1,000 34.97 10/02/2001 2,000 34.96 10/02/2001 800 34.95 10/02/2001 3,200 34.94 10/02/2001 100 34.92 10/02/2001 3,300 34.91 10/02/2001 26,300 34.90 10/03/2001 50,000 35.95 10/03/2001 75,000 35.90 10/03/2001 25,000 35.75 10/03/2001 1,100 35.57 10/03/2001 100 35.50 10/05/2001 1,103,500 36.00 10/05/2001 100 35.64 10/05/2001 534,500 35.50 10/05/2001 2,900 35.49 10/05/2001 1,200 35.47 10/05/2001 900 35.46 10/05/2001 3,300 35.45 10/05/2001 2,500 35.40 10/05/2001 1,000 35.39 10/05/2001 700 35.38 10/05/2001 500 35.37 10/05/2001 200 35.36 10/05/2001 300 35.35 10/05/2001 400 35.32 10/05/2001 2,200 35.30 10/05/2001 16,800 35.29 10/05/2001 5,000 35.28 10/05/2001 2,000 35.27 10/05/2001 2,500 35.26 10/05/2001 82,900 35.25 10/05/2001 1,500 35.23 10/05/2001 1,600 35.22 10/05/2001 9,000 35.20 10/05/2001 1,500 35.19 10/05/2001 2,300 35.18 10/05/2001 2,700 35.17 10/05/2001 6,100 35.16 10/05/2001 1,900 35.15 10/05/2001 1,000 35.14 10/05/2001 1,300 35.11 10/05/2001 1,800 35.10 10/05/2001 100 35.08 10/05/2001 25,800 35.00 10/05/2001 14,300 34.96 10/05/2001 6,600 34.95