Clean Harbors, Inc., a leading provider of environmental, energy and industrial services throughout North America, has signed a definitive agreement to acquire Safety-Kleen, Inc., the largest re-refiner and recycler of used oil in North America and a leading provider of parts cleaning and environmental services.  

Under terms of the agreement, Clean Harbors will purchase Safety-Kleen in an all-cash transaction valued at $1.25 billion.  

The acquisition is subject to approval by US and Canadian regulators, as well as other customary closing conditions. The transaction is expected to be completed by year’s end.  

Based on the current operating and anticipated future performance of Safety-Kleen, Clean Harbors expects the acquisition will be immediately accretive, excluding one-time fees and acquisition-related expenses.

Clean Harbors has received a financing commitment from Goldman Sachs Bank USA, but is currently considering several financing options for the transaction that may include a combination of existing cash, debt and equity.

The transaction will enable Clean Harbors to:    

* Penetrate the small quantity waste generator market
* Broaden its waste treatment capabilities to include re-refining waste oil and expanded solvent recycling capabilities
* Drive substantial increase in waste volumes into its existing waste disposal treatment network
* Capitalize on the growing demand for recycled products including re-refined oil
* Enhance its commitment to sustainability
* Leverage the combined sales forces to maximize cross-selling opportunities
* Add an immediately accretive business to accelerate growth
* Leverage operating efficiencies through the combined company
* Add to its strong cash flow generation

With more than 200 locations throughout North America, Safety-Kleen services commercial and industrial customers in the US, Canada and Puerto Rico.  

Safety-Kleen currently employs approximately 4200 employees and operates a sizeable service fleet of more than 2300 vehicles and 1000 rail cars.  

Safety-Kleen’s portfolio of assets include the largest oil re-refinery in the world at its East Chicago, Indiana, location and the largest re-refinery in Canada at its Breslau, Ontario location.  

Currently, the company collects approximately 200 million gallons of used oil annually, the majority of which it returns to the marketplace as reusable motor oil.

In 2011, Safety-Kleen managed hazardous and non-hazardous waste volumes equivalent to approximately 680,000 55-gallon drums. Safety-Kleen generated revenues of $1.3 billion and adjusted EBITDA of $161 million in 2011.

For more information, visit www.cleanharbors.com.