Tender Offer and Early Redemption Expected to be Funded by
Proposed $400 Million Term Loan B Debt Financing to be Completed on June
NORWELL, Mass.--(BUSINESS WIRE)--Jun. 28, 2017--
Clean Harbors, Inc. (NYSE: CLH) (“Clean Harbors” or the “Company”) today
announced the early tender results for its previously announced cash
tender offer to purchase up to $400.0 million aggregate principal amount
of the Company’s outstanding $800.0 million aggregate principal amount
of 5.25% senior notes due 2020 (the “Notes”). The terms of the Tender
Offer are detailed in the Company’s Offer to Purchase dated June 14,
2017 (the “Offer to Purchase”) and a related Letter of Transmittal.
An aggregate of approximately $296.2 million principal amount of Notes
were validly tendered and not validly withdrawn as of 5:00 p.m., New
York City time, on June 27, 2017 (such date and time, the “Early
Participation Date”). Of those validly tendered Notes, the Company has
accepted for purchase all of the approximately $296.2 million principal
amount of Notes which were validly tendered and not validly withdrawn as
of the Early Participation Date.
The Company expects to redeem, in accordance with the terms of the
indenture which governs the Notes, Notes having an aggregate principal
amount of approximately $103.8 million. Under the indenture, the Notes
may be redeemed on or after August 1, 2017 for 101.313% of their
principal amount, plus accrued interest.
The Company will not be required to purchase any of the Notes tendered
unless certain conditions have been satisfied, including the receipt of
proceeds from a proposed debt financing on terms satisfactory to the
Company in an amount that, together with available cash, will be
sufficient to purchase or redeem $400.0 million aggregate principal
amount of Notes and pay any premium, accrued and unpaid interest and
fees and expenses in connection therewith. The Company expects to
satisfy that condition through a proposed Term Loan B debt financing to
be completed on June 30, 2017.
Under the terms of the tender offer, holders of the approximately $296.2
million aggregate principal amount of Notes which the Company has
accepted for purchase will be paid, for each $1,000 principal amount of
Notes accepted for purchase, cash in an amount equal to $1,015.75 (the
“Total Consideration”), which includes an early participation payment of
$50.00 per $1,000 principal amount of Notes accepted for purchase (the
“Early Participation Payment”). The Company now expects to make payment
for the accepted Notes on June 30, 2017 (the “Early Payment Date”). In
addition to the Total Consideration, 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 Early Payment Date.
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
is 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) 357-1057 (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 14, 2017. 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 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.
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 thePrivate
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.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170628005699/en/
Source: Clean Harbors, Inc.
Clean Harbors, Inc.
SVP Investor Relations
EVP Corporate Communications & Public Affairs