Clean Harbors Completes US$1.25B Acquisition of Safety-Kleen

Clean Harbors, Inc. (NYSE: CLH), the leading provider of environmental, energy and industrial services throughout North America, 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 US$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.

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.

Clean Harbors' General Counsel David Musselman led the acquisition team. External US counsel was provided by Davis, Malm & D'Agostine, P.C. with a team that included Michael Malm, John Chambliss and Daniel Janis. Crowell & Moring LLP was external antitrust counsel with a team that included Robert Lipstein, David Laing, Timothy Carson and Brian Concklin. Gowling Lafleur Henderson LLP was Canadian counsel to Clean Harbors with a team that included Ian Macdonald and Mark Paciocco (competition); Bryce Kraeker and Bennett Wong (corporate / securities); Rosa Lupo (real estate) and Bettina Burgess (employment).

Mark Phariss, Vice President, Secretary and Assistant General Counsel led the Safety-Kleen team. Skadden, Arps, Slate, Meagher & Flom LLP was US counsel to the target with a team that included Gary Cullen and Steven Forbes (M&A); Gregg Noel (corporate); Clifford Aronson (antitrust and competition); Maxwell Miller (tax); Joseph Yaffe (executive compensation and benefits); Karen Corman (labour and employment); David Almroth (banking) and Jane Kroesche (environmental). Blake, Cassels & Graydon LLP was Canadian counsel to Safety-Kleen with a team that included Julie Solway and David Rosner (competition).

The sellers Highland Capital Management Corp., Contrarian Capital Management, L.L.C., JPMorgan Chase & Co. and Black Diamond Capital Management were advised by Debevoise & Plimpton LLP with a team that included Andrew Bab and Christopher Anthony.