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Press release from Business Wire

Clean Harbors Completes Acquisition of Safety-Kleen

<ul> <li class='bwlistitemmargb'> <i>Transaction Broadens Clean Harbors Waste Treatment and Recycling Capabilities</i> </li> <li class='bwlistitemmargb'> <i>Drives Substantial Increase in Waste Volumes</i> </li> <li class='bwlistitemmargb'> <i>Provides Significant Cross-Selling Opportunities</i> </li> </ul>

Friday, December 28, 2012

Clean Harbors Completes Acquisition of Safety-Kleen16:05 EST Friday, December 28, 2012 NORWELL, Mass. (Business Wire) -- Clean Harbors, Inc. (“Clean Harbors”) (NYSE: CLH), the leading provider of environmental, energy and industrial services throughout North America, today announced the completion of its acquisition of Safety-Kleen, Inc., a leading provider of parts cleaning and environmental services and the largest re-refiner and recycler of used oil in North America. Clean Harbors purchased Safety-Kleen in an all-cash transaction valued at approximately $1.25 billion, financed through the combination of $289 million of existing cash, $370 million in net proceeds from its recently completed follow-on offering of common stock and $591 million in net proceeds from its recently completed Senior Notes offering. “The acquisition of Safety-Kleen aligns perfectly with our strategy of expanding our Environmental Services business in North America,” said Alan S. McKim, Chairman and Chief Executive Officer. “Safety-Kleen brings well-established leadership positions in several important markets, including parts cleaning, small quantity waste generators and used oil recycling. We expect the transaction to drive a substantial increase in waste volumes into our waste disposal treatment network. Safety-Kleen services more than 200,000 customer locations – we are looking forward to the substantial cross-selling opportunities we anticipate across our combined customer base. In addition, Safety-Kleen's re-refining and recycling capabilities significantly broadens our existing portfolio of services and enhances the sustainability offerings available to our customers. We believe this transaction greatly enhances shareholder value and will support our growth momentum in 2013 and beyond. We welcome Safety-Kleen's employees to the Clean Harbors team and look forward to advancing our combined organization.” 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. For 2012, Safety-Kleen expects revenues of approximately $1.35 billion and adjusted EBITDA of approximately $160 million. For 2013, Clean Harbors expects that on a combined basis with Safety-Kleen, it will have revenues in the range of $3.72 billion to $3.77 billion. The Company expects its combined 2013 adjusted EBITDA to be in the range of $605 million to $620 million, including approximately $30 million of acquisition-related synergies. These combined estimates include the previously announced stand-alone revenues for Clean Harbors in the range of $2.30 billion to $2.35 billion and adjusted EBITDA in the range of $425 million to $435 million. About Clean Harbors Clean Harbors (NYSE: CLH) is the leading provider of environmental, energy and industrial services throughout North America. The Company serves a diverse customer base, including a majority of the Fortune 500 companies, thousands of smaller private entities and numerous federal, state, provincial and local governmental agencies. Through its Safety-Kleen subsidiary, Clean Harbors also is a premier provider of used oil recycling and re-refining, parts cleaning and environmental services for the small quantity generator market. Headquartered in Massachusetts, Clean Harbors has waste disposal facilities and service locations throughout the United States and Canada, as well as 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 the benefits of the acquisition of Safety-Kleen, including future financial and operating results, the combined company's plans, objectives, expectations and intentions 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 in the “Investors” section of Clean Harbors' website. Clean Harbors, Inc.James M. Rutledge, 781-792-5100Vice Chairman, President and Chief Operating OfficerInvestorRelations@cleanharbors.comorSharon Merrill AssociatesJim Buckley, 617-542-5300Executive Vice Presidentclh@investorrelations.com