Market Overview

Clean Harbors Commences Cash Tender Offer and Consent Solicitation for Any and All of Its Outstanding 5.25% Senior Notes Due 2020

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Tender Offer and Redemption Expected to be Funded by Proposed
Incremental $350 Million Term Loan B Debt Financing Along With Available
Cash or Borrowings Under the Company's Existing Revolving Credit Facility

Clean Harbors, Inc. (NYSE:CLH) ("Clean Harbors," the "Company" or "we")
has commenced an offer to purchase for cash and related consent
solicitation any and all of the Company's outstanding 5.25% Senior Notes
due 2020 (the "Notes") upon terms and subject to the conditions set
forth in an Offer to Purchase and Consent Solicitation dated June 19,
2018, and a related Letter of Transmittal.

Information relative to the tender offer is set forth in the table below.

                   
Title of
Security
CUSIP/ISIN
Numbers
Principal
Amount
Outstanding
Tender Offer
Consideration*
Early
Participation
Payment**
Total
Consideration*
 

5.25% Senior
Notes Due
2020

184496AJ6/
US 184496AJ69
$400,000,000 $953.05 $50.00 $1,003.05
 
*   For each $1,000 principal amount of Notes, excluding any accrued and
unpaid interest, which will be paid in addition to the Tender Offer
Consideration or Total Consideration, as applicable.
** For each $1,000 principal amount of Notes validly tendered on or
prior to the Early Tender Date (as defined below).
 

The tender offer will expire at 11:59 p.m., New York City time on July
17, 2018, unless extended (such date and time, as the same may be
extended, the "Expiration Date"). Holders of Notes which validly tender
their Notes pursuant to the offer by 5:00 p.m., New York City time, on
July 2, 2018, unless extended (such date and time, as the same may be
extended, the "Early Tender Date"), will be paid, for each $1,000
principal amount of Notes accepted for purchase, cash in an amount equal
to $1,003.05 (the "Total Consideration"), which includes an early tender
payment of $50.00 per $1,000 principal amount of Notes accepted for
purchase (the "Early Tender Payment"). Holders which validly tender
their Notes after the Early Tender Date but on or prior to the
Expiration Date will be paid, for each $1,000 principal amount of the
Notes accepted for purchase, cash in an amount equal to the Total
Consideration minus the Early Tender Payment, or $953.05 (the "Tender
Offer Consideration"). Tendered Notes may be withdrawn at or prior to
5:00 p.m., New York City time, on July 2, 2018, unless extended.

Notes that are tendered and accepted for purchase on or prior to the
Expiration Date will be settled only on the date that we refer to as the
"Payment Date," which will promptly follow the Expiration Date. We
currently expect the Payment Date to be July 19, 2018. There will be a
single Payment Date, which will occur after the Expiration Date, for all
Notes which are tendered and accepted for purchase, regardless of
whether such Notes are tendered on or prior to the Early Tender Date.

In addition to the applicable Tender Offer Consideration or the Total
Consideration, as applicable, all Notes accepted for purchase will also
receive accrued and unpaid interest on such Notes from the last interest
payment date to, but not including, the Payment Date.

Through the tender offer, the Company is also soliciting, upon the terms
and subject to the conditions set forth in the Offer to Purchase and the
Letter of Transmittal, consents from Holders to certain proposed
amendments to the indenture under which the Notes were issued and the
Notes. The amendments would (i) eliminate substantially all of the
restrictive covenants contained in the indenture (other than, among
certain other covenants, the covenant to pay interest and premium, if
any, on, and principal of, the Notes when due) and certain events of
default and related provisions and (ii) reduce the required notice
period to Holders contained in the optional redemption provisions of the
indenture and the Notes from at least 30 days prior to the date of
redemption to at least three days prior to the date of redemption.
Holders which validly tender their Notes on or prior to the Expiration
Date will thereby be consenting to the amendments with respect to their
tendered Notes. Adoption of the amendments will require consents from
the holders of a majority in aggregate principal amount of the
outstanding Notes.

The Company will not be required to purchase any of the Notes tendered
unless certain conditions have been satisfied, including the receipt of
proceeds of a proposed incremental Term Loan B debt financing on terms
satisfactory to the Company in an amount that, together with available
cash and, to the extent the Company so elects, borrowings under the
Company's existing revolving credit facility, will be sufficient to
purchase all $400,000,000 aggregate principal amount of outstanding
Notes and pay any premium, accrued and unpaid interest and fees and
expenses in connection therewith.

The tender offer is not conditioned on any minimum amount of Notes being
tendered but, if less than all of the $400,000,000 aggregate principal
amount of outstanding Notes are purchased through the tender offer on
the Payment Date, the Company intends to subsequently redeem all
untendered Notes in accordance with the terms of the indenture which
governs the Notes. Under the indenture, the Notes may be redeemed on or
after August 1, 2018 for 100.000% of their principal amount, plus
accrued interest. However, there is no assurance that any such
redemption will occur.

This announcement is not an offer to purchase or a solicitation of an
offer to sell with respect to any Notes. Any offer to purchase the Notes
will be made by means of the Offer to Purchase and related Letter of
Transmittal. No offer to purchase will be made in any jurisdiction in
which such an offer to purchase would be unlawful.

In connection with the tender offer, Clean Harbors has retained Goldman
Sachs & Co. LLC as the Dealer Manager. Questions regarding the tender
offer should be directed to the Dealer Manager at (800) 828-3182 (toll
free) or (212) 357-1452 (collect). The complete terms and conditions of
the offer are set forth in the Offer to Purchase and the related Letter
of Transmittal, each dated June 19, 2018. Holders are urged to read
those documents carefully. Requests for documents should be directed to
Global Bondholder Services Corporation, the Information Agent for the
tender offer, at (866) 794-2200 (toll free) or (212) 430-3774.

About Clean Harbors

Clean Harbors (NYSE:CLH) is North America's leading provider of
environmental, energy and industrial services. The Company serves a
diverse customer base, including a majority of Fortune 500 companies.
Its customer base spans a number of industries, including chemical,
energy and manufacturing, as well as numerous government agencies. These
customers rely on Clean Harbors to deliver a broad range of services
such as end-to-end hazardous waste management, emergency spill response,
industrial cleaning and maintenance, and recycling services. Through its
Safety-Kleen subsidiary, Clean Harbors also is North America's largest
re-refiner and recycler of used oil and a leading provider of parts
washers and environmental services to commercial, industrial and
automotive customers. Founded in 1980 and based in Massachusetts, Clean
Harbors operates throughout the United States, Canada, Mexico and Puerto
Rico. For more information, visit www.cleanharbors.com.

Safe Harbor Statement

Any statements contained herein that are not historical facts are
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These forward-looking
statements are generally identifiable by use of the words "believes,"
"expects," "intends," "anticipates," "plans to," "estimates,"
"projects," or similar expressions. Such statements may include, but are
not limited to, statements about future financial and operating results,
and other statements that are not historical facts. Such statements are
based upon the beliefs and expectations of Clean Harbors' management as
of this date only and are subject to certain risks and uncertainties
that could cause actual results to differ materially including, without
limitation, those items identified as "risk factors" in Clean Harbors'
most recently filed Form 10-K and Form 10-Q. Therefore, readers are
cautioned not to place undue reliance on these forward-looking
statements. Clean Harbors undertakes no obligation to revise or publicly
release the results of any revision to these forward-looking statements
other than through its filings with the Securities and Exchange
Commission, which may be viewed in the "Investors" section of Clean
Harbors' website at www.cleanharbors.com.

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