CLEAN HARBORS,INC. (NYSE:CLH) Files An 8-K Completion of Acquisition or Disposition of Assets

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CLEAN HARBORS,INC. (NYSE:CLH) Files An 8-K Completion of Acquisition or Disposition of Assets
Item 2.01 Completion of Acquisition or Disposition of Assets.

On February23, 2018, Clean Harbors,Inc. (the “Company”) completed its previously announced acquisition of the U.S. Industrial Cleaning Division (the “Division”) of Veolia Environmental Services North America LLC (“Seller”). The purchase price was approximately $120 million in cash, subject to customary post-closing adjustments. The Company funded the purchase entirely from the Company’s available cash. Further information about the acquisition is set forth in the Company’s press release issued on February28, 2018, a copy of which is filed with this report as Exhibit99.1 and incorporated herein by reference.

Item 2.02 Results of Operations and Financial Condition

In addition to reporting the completion of the acquisition described in Item 2.01 of this report, the Company’s press release issued on February28, 2018 announced the Company’s results of operations for the year ended December31, 2017.As described in Item 2.01, a copy of that press release is filed with this report as Exhibit99.1.

Item 9.01 Financial Statements and Exhibits

(a)and (b) Financial statements of business acquired and pro forma financial information.

Under the purchase agreement between the Company and Seller relating to the Company’s acquisition of the Division, Seller agreed to use its commercially reasonable efforts to cooperate with the Division to complete, within 45 days following the closing, audited financial statements of the Division as of December31, 2017 and 2016 and for the three years ended December31, 2017. Upon receipt of such financial statements, the Company will determine whether or not the Division satisfies any of the conditions set forth in Rule1-02(w)of the Regulation S-X, which defines a “significant subsidiary.” If the Division satisfies any of those conditions at a level exceeding twenty percent (20%), the Company hereby undertakes to file, within 71 days following the filing of this report, an amendment on Form8-K/A to this report which will include all or such portion of such audited financial statements of the Division, and pro forma combined financial information giving effect to the acquisition, as required by Rule3-05 and Article11 of Regulation S-X.

(d)Exhibits. The following exhibits are being filed herewith:

ExhibitNo.

Description

99.1

Press Release dated February28, 2018


CLEAN HARBORS INC Exhibit
EX-99.1 2 a18-7267_1ex99d1.htm EX-99.1 Exhibit 99.1     Press Release   Clean Harbors Announces Fourth-Quarter and Year-End 2017 Financial Results   ·            Increased Q4 Revenues 8% to $747.4 Million With Growth Across All Segments; Full-Year Revenues Up 7% to $2.94 Billion   ·            Delivered Q4 Net Income of $84.2 Million and GAAP EPS of $1.48,…
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About CLEAN HARBORS,INC. (NYSE:CLH)

Clean Harbors, Inc. is a provider of environmental, energy and industrial services. The Company operates in six segments: Technical Services; Industrial and Field Services; Kleen Performance Products; SK Environmental Services; Lodging Services, and Oil and Gas Field Services. Its Technical Services segment involves the collection, transportation, treatment and disposal of hazardous and non-hazardous wastes. Its Industrial services segment offers industrial maintenance services and industrial services. Its Kleen Performance Products segment processes used oil to convert into a range of products. SK Environmental Services segment offers environmental services and complementary products. Lodging Services consists of four lines of businesses: Lodge Operations, Mobile Camp Operations, Hospitality Operations and Manufacturing. Oil and Gas Field Services segment provides fluid handling, fluid hauling, production servicing, surface rentals, seismic services and directional boring services.