Clean Harbors, Inc. (“Clean Harbors”) (NYSE: CLH) announced today that
it has priced a private offering of $845 million of senior notes. The
offering size was increased from the previously announced aggregate
principal amount of $800 million. The offering consists of $545 million
aggregate principal amount of its 4.875% Senior Notes due 2027 (the
“2027 Notes”) and $300 million aggregate principal amount of its 5.125%
Senior Notes due 2029 (the “2029 Notes,” and together with the 2027
Notes, the “Notes”).
Each series of Notes was priced for purposes of resale at 100.000% of
its respective aggregate principal amount. The issuance and sale of the
Notes is expected to close on or about July 2, 2019, subject to
customary closing conditions. Clean Harbors intends to use the net
proceeds of the offering as partial consideration to purchase any and
all of its $845.0 million aggregate principal amount of outstanding
5.125% senior notes due 2021 (the “2021 Notes”) which are accepted for
purchase in the tender offer and consent solicitation for the 2021 Notes
which Clean Harbors commenced on June 18, 2019, and to redeem any 2021
Notes which are not purchased through such tender offer.
The Notes will be sold to persons reasonably believed to be qualified
institutional buyers pursuant to Rule 144A under the Securities Act of
1933, as amended (the “Securities Act”), and outside the United States
pursuant to Regulation S under the Securities Act. This press release
shall not constitute an offer to sell or the solicitation of an offer to
buy, nor shall there be any sale of, the Notes in any jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. The Notes will not be registered under the Securities Act
or the securities laws of any other jurisdiction and may not be offered
or sold in the United States absent registration or an applicable
exemption from registration requirements.
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 with over 300,000 customers, including a majority
of the Fortune 500, across the chemical, energy, manufacturing and
additional markets, 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.
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 Clean Harbors’ business outlook and financial
guidance 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 various filings with
the Securities and Exchange Commission, which may be viewed at www.sec.gov.
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