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AI data center push: Ecolab (NYSE: ECL) bets $4.75B on CoolIT

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Ecolab Inc. has agreed to acquire CoolIT Systems, a global leader in liquid cooling for AI data centers, for approximately $4.75 billion in cash, subject to customary adjustments and approvals, with closing targeted for the third quarter of 2026. CoolIT is expected to generate about $550 million in sales over the next 12 months, and the deal is projected to accelerate Global Water’s organic sales growth by 2 percentage points and Ecolab’s total organic sales growth by 1 point beginning one year after closing. Excluding non-cash amortization, the transaction is expected to be accretive to adjusted diluted EPS in 2028, financed with new debt that should take pro forma net debt to adjusted EBITDA to roughly 3x at closing, declining to about 2x by the end of the second year. Separately, Ecolab now expects first quarter 2026 adjusted diluted EPS of $1.69–$1.71 and full-year 2026 adjusted diluted EPS of $8.43–$8.63, each representing low- to mid-teens percentage growth versus the prior year and excluding CoolIT’s impact.

Positive

  • Ecolab to acquire CoolIT Systems for approximately $4.75 billion in cash, significantly expanding its role in AI data center liquid cooling with a target to double its Global High‑Tech market opportunity from $5 billion to $10 billion.
  • CoolIT is expected to add about $550 million in sales over the next 12 months and is projected to increase Global Water’s organic sales growth by 2 percentage points and Ecolab’s total organic sales growth by 1 point starting one year after closing.
  • Core earnings outlook remains strong, with first quarter 2026 adjusted diluted EPS guided to $1.69–$1.71 and full‑year 2026 to $8.43–$8.63, representing low‑ to mid‑teens percentage growth versus the prior year, excluding CoolIT.

Negative

  • The CoolIT acquisition will be financed entirely with new transaction debt, raising Ecolab’s pro forma net debt to adjusted EBITDA to about 3x at closing, with deleveraging back toward 2x targeted only by the end of the second year after close.
  • Management highlights multiple execution and regulatory risks, including potential delays or conditions in obtaining approvals, integration challenges, unexpected costs or liabilities, and possible business disruption for both Ecolab and CoolIT.

Insights

$4.75B CoolIT deal deepens Ecolab’s AI data center footprint and raises long‑term growth.

Ecolab is buying CoolIT Systems for about $4.75 billion in cash, valuing it at 29x estimated next 12‑month adjusted EBITDA. CoolIT is expected to generate roughly $550 million in sales over the next 12 months, entirely focused on data center liquid cooling.

The acquisition should double Ecolab’s Global High‑Tech market opportunity from $5 billion to $10 billion and is projected to lift Global Water’s organic sales growth by 2% and total company organic sales growth by 1%, starting one year after closing. Management targets accretion to adjusted diluted EPS in 2028, with returns “significantly above” the weighted average cost of capital.

The consideration is all cash and will be financed with new transaction debt, taking pro forma net debt to adjusted EBITDA to about 3x at close and falling toward 2x by the end of the second year. Integration execution, regulatory approvals, and delivery of the expected growth uplift, including ties to hyperscalers and AI chip leaders like NVIDIA and AMD, remain key dependencies noted in the disclosure.

Core earnings outlook shows low‑ to mid‑teens EPS growth before CoolIT contribution.

For Q1 2026, Ecolab guides adjusted diluted EPS to $1.69–$1.71, a 13–14% increase versus $1.50 a year earlier. For full‑year 2026, excluding the impact of CoolIT, adjusted diluted EPS is projected at $8.43–$8.63, up 12–15% from $7.53 in 2025.

These figures suggest solid underlying performance momentum independent of the acquisition. The CoolIT deal is framed as primarily a medium‑term driver, with accretion to adjusted diluted EPS expected in 2028 and stronger contribution thereafter. Actual outcomes will hinge on closing in the anticipated third quarter of 2026, successful integration, and broader demand trends in AI‑driven data center infrastructure.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) March 20, 2026

 

ECOLAB INC.

(Exact name of registrant as specified in its charter)

 

Delaware  1-9328  41-0231510
(State or other jurisdiction
of incorporation)
  (Commission
File No.)
  (IRS Employer
Identification No.)

 

1 Ecolab Place, Saint Paul, Minnesota 55102
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code 1-800-232-6522

 

(Not applicable)

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class 

Trading symbol(s)

  Name of each exchange on which registered
Common Stock, $1.00 par value  ECL  New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 2.02 Results of Operations and Financial Condition.

 

On March 20, 2026, Ecolab Inc. (the “Company”) announced that it entered into a definitive agreement to acquire CoolIT Systems. The Company also updated its earnings guidance in the announcement. A copy of the News Release issued by the Company in connection with this report under Item 2.02 is furnished and attached as Exhibit (99.1), which is incorporated by reference herein.

 

Item 9.01 Financial Statements and Exhibits.

 

(d)Exhibits.

 

The following exhibits are furnished pursuant to Item 2.02 of Form 8-K and should not be deemed to be “filed” under the Securities Exchange Act of 1934.

 

         
Exhibit No.   Description   Method Of Filing
         
(99.1)   Ecolab Inc. News Release dated March 20, 2026.   Filed herewith electronically.
         
(104)   Cover Page Interactive Data File.   Embedded within the Inline XBRL document.

 

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SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  ECOLAB INC.
   
Date: March 20, 2026 By: /s/ Youhao Dong
    Youhao Dong
    Assistant Secretary

 

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Exhibit 99.1

 

 

Ecolab to Acquire CoolIT Systems, a Global Leader in Advanced Liquid Cooling for Next-Gen AI Data Centers

 

Acquisition accelerates Ecolab’s sales growth by significantly expanding its Global High-Tech growth engine, creating an end-to-end fluid management and cooling platform for AI data centers

 

ST. PAUL, Minn., March 20, 2026 — Ecolab announced today that it has entered into a definitive agreement to acquire CoolIT Systems, a high-growth, high-margin leader in liquid cooling technology for next-gen AI data centers. CoolIT is expected to generate approximately $550 million in sales over the next 12 months. With CoolIT’s rapid sales growth, the acquisition is expected to significantly strengthen the company’s Global High-Tech growth engine and accelerate Global Water’s organic sales growth rate by 2% and Ecolab’s total organic sales growth rate by 1%. The acquisition, from funds managed by KKR, positions Ecolab as a comprehensive cooling solutions provider by advancing its capabilities across the rapidly growing data center market.

 

CoolIT is a pure-play data center liquid cooling company with end-to-end capabilities that designs and manufactures high-performance liquid cooling systems, including coolant distribution units (CDUs), cold plates and direct-to-chip cooling technologies. With more than 25 years of experience, their technology helps the world’s largest hyperscale and colocation operators run more efficiently and reliably. As data centers shift from air cooling to liquid cooling to support rising compute demands, CoolIT’s mission-critical technologies provide the performance needed for advanced AI workloads.

 

By combining CoolIT’s anchor thermal engineering technologies and design excellence with Ecolab’s expertise in water, chemistry, fluid management, digital monitoring and global service, Ecolab is bolstering its Cooling-as-a-Service offering. This integrated solution helps AI data centers improve performance, reduce downtime and lower water use across their operations.

 

Under the terms of the agreement, Ecolab will pay approximately $4.75 billion in cash at the closing of the transaction, subject to customary adjustments. This represents 29x and 24x estimated next 12-month and 2027 adjusted EBITDA for CoolIT.

 

 

 

 

“AI is transforming the demands on data centers, and liquid cooling is one of the critical technologies that makes advanced computing possible,” said Christophe Beck, Ecolab chairman and chief executive officer. “By bringing together CoolIT’s engineered cooling technologies with Ecolab’s expertise in water, chemistry and digital service, we can provide our customers a complete cooling solution that improves performance and reliability while reducing water and energy use. This acquisition expands our role in serving the AI ecosystem—semiconductor fabs that manufacture chips, power plants that fuel the chips, and data centers that utilize the chips—and positions Ecolab as the partner that the world’s largest technology companies rely on to grow responsibly and sustainably.”

 

Strategic Highlights

 

CoolIT is a high-growth, high-margin global leader in advanced liquid cooling technologies with 100% focus on the data center market. The acquisition enables Ecolab to rapidly accelerate its recurring, high-margin data center cooling business, by adding mission-critical anchor technologies including CDUs, cold plates, liquid loops and rack manifolds, with substantial cross-selling opportunities.

 

CoolIT will double Ecolab’s Global High-Tech market opportunity from $5 billion to $10 billion, with this market growing strong double-digits annually. The combination complements Ecolab’s existing reach across more than 1,000 data centers by providing deep preexisting relationships with the world’s major hyperscaler and colocation customers, with strong revenue growth visibility from large-scale data center deployments. CoolIT also contributes advanced engineering, design and validation capabilities, highlighted by custom-designed solutions for leading AI chip developers, including NVIDIA and AMD, along with manufacturing and supply chain expertise to support rapid scaling.

 

Financial Highlights

 

The acquisition is expected to be accretive to Ecolab’s sales growth, accelerating Global Water’s organic sales growth rate by 2% and Ecolab’s organic sales growth rate by 1%, beginning one year after closing. Excluding non-cash amortization costs, the transaction is expected to be accretive to adjusted diluted earnings per share in 2028, with the contribution building significantly thereafter. Returns are expected to be significantly above Ecolab’s weighted average cost of capital.

 

The acquisition will be financed with new transaction debt. As a result, pro forma net debt to adjusted EBITDA is anticipated to be approximately 3x at transaction close, returning to 2x leverage by the end of the second year after closing.

 

The acquisition is expected to close in the third quarter of 2026, subject to regulatory approvals and other customary closing conditions.

 

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2026 EPS Outlook

 

Ecolab expects first quarter 2026 adjusted diluted earnings per share in the $1.69 to $1.71 range, rising 13% to 14% compared with adjusted diluted earnings per share of $1.50 a year ago.

 

For the full-year 2026, excluding the impact of CoolIT, Ecolab continues to expect adjusted diluted earnings per share in the $8.43 to $8.63 range, rising 12% to 15% compared with adjusted diluted earnings per share of $7.53 in 2025.

 

Ecolab will release its first quarter 2026 results on Tuesday, April 28, 2026.

 

Webcast Details

 

Ecolab will host a live webcast to review the CoolIT acquisition announcement on Monday, March 23, 2026, at 8 a.m. Eastern time. The webcast, along with related presentation slides, will be available to the public on Ecolab’s website at www.ecolab.com/investor.

 

Citi acted as exclusive financial advisor to Ecolab in connection with the transaction and Covington & Burling LLP acted as legal counsel.

 

About Ecolab

 

A trusted partner for millions of customers, Ecolab (NYSE:ECL) is a global leader in water, hygiene and infection prevention solutions and services that protect people and the resources vital to life. For more than a century, Ecolab has advanced innovation by integrating science-based solutions, data-driven insights, AI technology and world-class service. This unique combination enables Ecolab to partner with customers to define what best-in-class looks like and scale it across their operations, helping them achieve peak performance. Today, Ecolab has $16 billion in annual sales, 48,000 associates and customers in more than 170 countries and 40 industries. The company helps protect one-third of the world’s food production and a quarter of the power generated while delivering innovative solutions across food, healthcare, data centers, microelectronics, life sciences and hospitality. Ecolab’s comprehensive approach protects what’s vital, aiming by 2030 to help protect 2 billion people from infections and enough drinking water for 1 billion people while enhancing business performance.

 

Ecolab. Protecting What’s Vital.

 

www.ecolab.com

 

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About CoolIT

 

CoolIT Systems specializes in scalable liquid cooling solutions for the world’s most demanding high-performance computing environments. Through its broad portfolio of modular direct liquid cooling (DLC) products, CoolIT enables dramatic increases in rack density, component performance and power efficiency across any high-density computing scenario. CoolIT collaborates with the top semiconductor manufacturers and cloud service providers to develop cooling technologies that enable ever greater computing performance and efficiency. Through its Liquid Lab™ R&D centers in Calgary and Taipei, global manufacturing operations in Canada, China, and Vietnam, and on-site support in more than 80 countries, CoolIT serves customers at scale worldwide. Together, CoolIT and its partners are leading the way for widespread adoption of efficient high-density, high-performance computing.

 

For more information about CoolIT Systems, its products and technology, visit http://www.coolitsystems.com

 

Cautionary Statements Regarding Forward-Looking Information

 

This news release contains certain statements relating to future events and our intentions, beliefs, expectations and predictions for the future which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Words or phrases such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “we believe,” “we expect,” “estimate,” “project,” “may,” “will,” “intend,” “plan,” “believe,” “target,” “forecast” (including the negative or variations thereof) or similar terminology used in connection with any discussion of future plans, actions or events generally identify forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding market trends, the future performance of CoolIT, impacts of the acquisition of CoolIT, the expected timing of completion of the acquisition, amortization expense, returns, sales growth, adjusted diluted earnings per share and net debt to adjusted EBITDA ratio. These statements are based on the current expectations of management of the company. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements included in this news release. These risks and uncertainties include (i) the risk that the regulatory approvals or clearances required for the acquisition may not be obtained, or that required regulatory approvals may delay the acquisition or result in the imposition of conditions that could have a material adverse effect on either party or cause either party to abandon the acquisition, (ii) the risk that the conditions to the closing of the acquisition may not be satisfied, (iii) the risk that a material adverse change, event or occurrence may affect Ecolab or CoolIT prior to the closing of the acquisition and may delay the acquisition or cause the company to abandon the acquisition, (iv) problems that may arise in successfully integrating the businesses of the company and CoolIT, which may result in the combined business not operating as effectively and efficiently as expected, (v) the possibility that the acquisition may involve unexpected costs, unexpected liabilities or unexpected delays, (vi) the risk that the credit ratings of Ecolab may be different from what Ecolab currently expects, (vii) the risk that the businesses of Ecolab or CoolIT may suffer as a result of uncertainty surrounding the acquisition, (viii) unexpected operating risks at CoolIT and (ix) the risk that disruptions from the transaction will harm relationships with customers, employees and suppliers.

 

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Other unknown or unpredictable factors could also have material adverse effects on future results, performance or achievements of the company, CoolIT and the combined business. For a further discussion of these and other risks and uncertainties applicable to Ecolab, see Item 1A of our most recent Form 10-K, and our other public filings with the Securities and Exchange Commission. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this news release may not occur. 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.

 

Non-GAAP Financial Information

 

This news release includes financial measures that have not been calculated in accordance with accounting principles generally accepted in the U.S. (“GAAP”), including organic sales, adjusted diluted earnings per share and adjusted EBITDA. We provide these measures as additional information regarding our operating results. We use these non-GAAP measures internally to evaluate our performance and in making financial and operational decisions, including with respect to incentive compensation. We believe that our presentation of these measures provides investors with greater transparency with respect to our results of operations and that these measures are useful for period-to-period comparison of results.

 

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Our non-GAAP financial measures for organic sales are at fixed currency and exclude the results of our acquired businesses from the first 12 months post acquisition and the results of divested businesses from the 12 months prior to divestiture. Our non-GAAP financial measures for adjusted diluted earnings per share exclude the impact of special (gains) and charges and discrete tax items. We include items within special (gains) and charges and discrete tax items that we believe can significantly affect the period-over-period assessment of operating results and not necessarily reflect costs and/or income associated with historical trends and future results. EBITDA is defined as net income including non-controlling interest with the sum of provision for income taxes, net interest expense, depreciation and amortization added back. Adjusted EBITDA further adds special (gains) and charges impacting EBITDA. EBITDA and adjusted EBITDA are used in our net debt to adjusted EBITDA ratio, which we view as important indicators of the operational and financial health of our organization.

 

These non-GAAP financial measures are not in accordance with, or an alternative to, GAAP and may be different from non-GAAP measures used by other companies. Investors should not rely on any single financial measure when evaluating our business. We recommend that investors view these measures in conjunction with the GAAP measures included in this news release.

 

We do not provide reconciliations for non-GAAP estimates on a forward-looking basis (including those contained in this news release) when we are unable to provide a meaningful or accurate calculation or estimation of reconciling items and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and amount of various items that have not yet occurred, are out of our control and/or cannot be reasonably predicted, and that would impact reported earnings per share and the reported net income, the most directly comparable forward-looking GAAP financial measures to adjusted diluted earnings per share and adjusted EBITDA. For the same reasons, we are unable to address the probable significance of the unavailable information.

 

Investor Contact:

Andrew C. Hedberg

651-250-2185

 

Media Contact:

Ecolab Media Relations

651-250-4724

mediarelations@ecolab.com

 

(ECL-A)

 

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FAQ

What did Ecolab (ECL) announce regarding CoolIT Systems?

Ecolab announced a definitive agreement to acquire CoolIT Systems, a high-growth leader in liquid cooling for AI data centers, for approximately $4.75 billion in cash. The deal is expected to close in the third quarter of 2026, subject to regulatory approvals and closing conditions.

How much revenue is CoolIT expected to contribute to Ecolab (ECL)?

CoolIT is expected to generate approximately $550 million in sales over the next 12 months. Management also expects the acquisition to accelerate Global Water’s organic sales growth by 2 percentage points and Ecolab’s overall organic sales growth by 1 point starting one year after closing.

How will Ecolab (ECL) finance the CoolIT acquisition and what happens to leverage?

Ecolab plans to finance the approximately $4.75 billion CoolIT acquisition with new transaction debt. Pro forma net debt to adjusted EBITDA is anticipated to be around 3x at transaction close, with a targeted reduction to about 2x leverage by the end of the second year after closing.

When will the CoolIT deal start contributing to Ecolab’s (ECL) earnings per share?

Excluding non-cash amortization costs, the CoolIT transaction is expected to be accretive to Ecolab’s adjusted diluted earnings per share in 2028. Management indicates that the contribution should build significantly thereafter as integration progresses and growth in data center cooling continues.

What EPS guidance did Ecolab (ECL) provide for 2026 excluding CoolIT?

For first quarter 2026, Ecolab expects adjusted diluted EPS of $1.69 to $1.71, up 13–14% year over year. For full‑year 2026, excluding CoolIT, adjusted diluted EPS is projected between $8.43 and $8.63, representing 12–15% growth compared with $7.53 in 2025.

How does the CoolIT acquisition affect Ecolab’s (ECL) growth strategy in high-tech and AI data centers?

The acquisition is expected to double Ecolab’s Global High-Tech market opportunity from $5 billion to $10 billion and deepen its presence in AI data centers. By combining CoolIT’s liquid cooling technologies with Ecolab’s water and service capabilities, the company targets an end-to-end cooling platform for hyperscale customers.

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