DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 26, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-34223 | |
Entity Registrant Name | CLEAN HARBORS, INC | |
Entity Central Index Key | 0000822818 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false | |
Entity Incorporation, State or Country Code | MA | |
Entity Tax Identification Number | 04-2997780 | |
Entity Address, Address Line One | 42 Longwater Drive | |
Entity Address, City or Town | Norwell | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02061-9149 | |
City Area Code | 781 | |
Local Phone Number | 792-5000 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | CLH | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 55,862,092 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 204,455 | $ 226,507 |
Short-term marketable securities | 55,198 | 52,856 |
Accounts receivable, net of allowances aggregating $36,398 and $44,315, respectively | 632,888 | 606,952 |
Unbilled accounts receivable | 52,174 | 54,794 |
Deferred costs | 22,500 | 18,770 |
Inventories and supplies | 203,331 | 199,479 |
Prepaid expenses and other current assets | 42,640 | 42,800 |
Total current assets | 1,213,186 | 1,202,158 |
Property, plant and equipment, net | 1,596,917 | 1,561,978 |
Other assets: | ||
Operating lease right-of-use asset | 173,504 | |
Goodwill | 525,044 | 514,189 |
Permits and other intangibles, net | 433,853 | 441,875 |
Other | 12,817 | 18,121 |
Total other assets | 1,145,218 | 974,185 |
Total assets | 3,955,321 | 3,738,321 |
Current liabilities: | ||
Current portion of long-term obligations | 7,535 | 7,535 |
Accounts payable | 253,177 | 276,461 |
Deferred revenue | 75,170 | 61,843 |
Accrued expenses | 224,497 | 233,405 |
Current portion of closure, post-closure and remedial liabilities | 30,747 | 23,034 |
Current portion of operating lease liabilities | 42,564 | |
Total current liabilities | 633,690 | 602,278 |
Other liabilities: | ||
Closure and post-closure liabilities, less current portion of $13,491 and $9,592, respectively | 62,339 | 60,339 |
Remedial liabilities, less current portion of $17,256 and $13,442, respectively | 101,019 | 107,575 |
Long-term obligations, less current portion | 1,562,989 | 1,565,021 |
Operating lease liabilities, less current portion | 130,704 | |
Deferred taxes, unrecognized tax benefits and other long-term liabilities | 255,113 | 233,352 |
Total other liabilities | 2,112,164 | 1,966,287 |
Commitments and contingent liabilities (See Note 16) | ||
Stockholders’ equity: | ||
Authorized 80,000,000; shares issued and outstanding 55,859,402 and 55,847,261 shares, respectively | 559 | 558 |
Additional paid-in capital | 648,805 | 655,415 |
Accumulated other comprehensive loss | (214,271) | (223,371) |
Accumulated earnings | 774,374 | 737,154 |
Total stockholders’ equity | 1,209,467 | 1,169,756 |
Total liabilities and stockholders’ equity | $ 3,955,321 | $ 3,738,321 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Account receivable, allowances aggregating | $ 36,398 | $ 44,315 |
Closure and post-closure liabilities, current portion | 13,491 | 9,592 |
Remedial liabilities, current portion | $ 17,256 | $ 13,442 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common stock, authorized shares (in shares) | 80,000,000 | 80,000,000 |
Common stock, issued shares (in shares) | 55,859,402 | 55,847,261 |
Common stock, outstanding shares (in shares) | 55,859,402 | 55,847,261 |
UNAUDITED CONSOLIDATED STATEMEN
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues: | ||||
Total revenues | $ 868,678 | $ 849,140 | $ 1,649,517 | $ 1,598,918 |
Cost of revenues: (exclusive of items shown separately below) | ||||
Total cost of revenues | 594,933 | 583,584 | 1,159,297 | 1,130,009 |
Selling, general and administrative expenses | 123,920 | 125,995 | 238,732 | 241,083 |
Accretion of environmental liabilities | 2,560 | 2,448 | 5,134 | 4,878 |
Depreciation and amortization | 74,217 | 72,760 | 149,572 | 147,604 |
Income from operations | 73,048 | 64,353 | 96,782 | 75,344 |
Other (expense) income, net | (564) | 846 | 2,419 | 547 |
Interest expense, net of interest income of $903, $587, $1,829 and $1,350, respectively | (20,215) | (20,769) | (39,979) | (41,039) |
Income before provision for income taxes | 52,269 | 44,430 | 59,222 | 34,852 |
Provision for income taxes | 16,025 | 13,683 | 22,002 | 16,736 |
Net income | $ 36,244 | $ 30,747 | $ 37,220 | $ 18,116 |
Earnings per share: | ||||
Basic (in USD per share) | $ 0.65 | $ 0.55 | $ 0.67 | $ 0.32 |
Diluted (in USD per share) | $ 0.65 | $ 0.54 | $ 0.66 | $ 0.32 |
Shares used to compute earnings per share - Basic (in shares) | 55,875 | 56,410 | 55,861 | 56,304 |
Shares used to compute earnings per share - Diluted (in shares) | 56,066 | 56,505 | 56,001 | 56,399 |
Service | ||||
Revenues: | ||||
Total revenues | $ 715,085 | $ 696,779 | $ 1,371,743 | $ 1,316,498 |
Cost of revenues: (exclusive of items shown separately below) | ||||
Total cost of revenues | 480,229 | 473,423 | 943,712 | 921,072 |
Product | ||||
Revenues: | ||||
Total revenues | 153,593 | 152,361 | 277,774 | 282,420 |
Cost of revenues: (exclusive of items shown separately below) | ||||
Total cost of revenues | $ 114,704 | $ 110,161 | $ 215,585 | $ 208,937 |
UNAUDITED CONSOLIDATED STATEM_2
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
Interest income | $ 903 | $ 587 | $ 1,829 | $ 1,350 |
UNAUDITED CONSOLIDATED STATEM_3
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 36,244 | $ 30,747 | $ 37,220 | $ 18,116 |
Other comprehensive income (loss): | ||||
Unrealized (losses) gains on available-for-sale securities (net of tax of $27, $8, $58 and $88, respectively) | (236) | (11) | (93) | (206) |
Reclassification adjustment for losses on available-for-sale securities included in net income | 332 | 0 | 332 | 0 |
Unrealized loss on interest rate hedge | (9,014) | 0 | (14,031) | 0 |
Reclassification adjustment for losses on interest rate hedge included in net income | 397 | 0 | 755 | 0 |
Foreign currency translation adjustments | 13,597 | (4,931) | 22,137 | (21,482) |
Other comprehensive income (loss) | 5,076 | (4,942) | 9,100 | (21,688) |
Comprehensive income (loss) | $ 41,320 | $ 25,805 | $ 46,320 | $ (3,572) |
UNAUDITED CONSOLIDATED STATEM_4
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Statement of Comprehensive Income [Abstract] | ||||
Unrealized (losses) gains on available-for-sale securities (net of tax of $27, $8, $58 and $88, respectively) | $ 27 | $ 8 | $ 58 | $ 88 |
UNAUDITED CONSOLIDATED STATEM_5
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Net income | $ 37,220 | $ 18,116 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 149,572 | 147,604 |
Allowance for doubtful accounts | (2,233) | 7,389 |
Amortization of deferred financing costs and debt discount | 2,000 | 1,881 |
Accretion of environmental liabilities | 5,134 | 4,878 |
Changes in environmental liability estimates | (748) | (673) |
Deferred income taxes | (1,636) | (10) |
Other income, net | (2,419) | (547) |
Stock-based compensation | 9,643 | 6,639 |
Environmental expenditures | (6,134) | (4,585) |
Changes in assets and liabilities, net of acquisitions | ||
Accounts receivable and unbilled accounts receivable | (13,284) | (62,764) |
Inventories and supplies | (4,129) | (18,625) |
Other current and non-current assets | (10,706) | 180 |
Accounts payable | (20,915) | 23,605 |
Other current and long-term liabilities | (2,895) | 6,582 |
Net cash from operating activities | 138,470 | 129,670 |
Cash flows used in investing activities: | ||
Additions to property, plant and equipment | (118,372) | (94,139) |
Proceeds from sale and disposal of fixed assets | 7,389 | 2,641 |
Acquisitions, net of cash acquired | (29,479) | (123,750) |
Additions to intangible assets including costs to obtain or renew permits | (1,923) | (2,106) |
Proceeds from sale of available-for-sale securities | 26,518 | 11,214 |
Purchases of available-for-sale securities | (24,001) | (10,001) |
Net cash used in investing activities | (139,868) | (216,141) |
Inventories and supplies | ||
Change in uncashed checks | (3,514) | (2,803) |
Tax payments related to withholdings on vested restricted stock | (4,980) | (2,175) |
Repurchases of common stock | (11,272) | (26,482) |
Deferred financing costs paid | 0 | (468) |
Payments on finance lease | (259) | 0 |
Principal payments on debt | (3,768) | (2,000) |
Net cash used in financing activities | (23,793) | (33,928) |
Effect of exchange rate change on cash | 3,139 | (1,932) |
Decrease in cash and cash equivalents | (22,052) | (122,331) |
Cash and cash equivalents, beginning of period | 226,507 | 319,399 |
Cash and cash equivalents, end of period | 204,455 | 197,068 |
Cash payments for interest and income taxes: | ||
Interest paid | 39,369 | 40,745 |
Income taxes paid | 12,697 | 14,118 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | 27,773 | |
Operating cash flows from finance lease | 612 | |
Financing cash flows from finance lease | 259 | 0 |
Non-cash investing activities: | ||
Property, plant and equipment accrued | 14,103 | $ 13,041 |
ROU assets obtained in exchange for new operating lease liabilities | 5,575 | |
ROU asset obtained in exchange for new finance lease liability | $ 23,027 |
UNAUDITED CONSOLIDATED STATEM_6
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Earnings |
Balance at beginning of period at Dec. 31, 2017 | $ 1,188,202 | $ 565 | $ 686,962 | $ (172,407) | $ 673,082 |
Balance beginning of period (in shares) at Dec. 31, 2017 | 56,501 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | (12,631) | (12,631) | |||
Other comprehensive income | (16,746) | (16,746) | |||
Stock-based compensation | 3,077 | 3,077 | |||
Issuance of restricted shares, net of shares remitted and tax withholdings | (548) | $ 0 | (548) | ||
Issuance of restricted shares, net of shares remitted and tax withholdings (in shares) | 24 | ||||
Repurchases of common stock | (14,264) | $ (3) | (14,261) | ||
Repurchases of common stock (in shares) | (280) | ||||
Balance at end of period at Mar. 31, 2018 | 1,145,526 | $ 562 | 675,230 | (189,153) | 658,887 |
Balance ending of period (in shares) at Mar. 31, 2018 | 56,245 | ||||
Balance at beginning of period at Dec. 31, 2017 | 1,188,202 | $ 565 | 686,962 | (172,407) | 673,082 |
Balance beginning of period (in shares) at Dec. 31, 2017 | 56,501 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 18,116 | ||||
Other comprehensive income | (21,688) | ||||
Repurchases of common stock | $ (26,500) | ||||
Repurchases of common stock (in shares) | (500) | ||||
Balance at end of period at Jun. 30, 2018 | $ 1,161,048 | $ 561 | 664,948 | (194,095) | 689,634 |
Balance ending of period (in shares) at Jun. 30, 2018 | 56,087 | ||||
Balance at beginning of period at Mar. 31, 2018 | 1,145,526 | $ 562 | 675,230 | (189,153) | 658,887 |
Balance beginning of period (in shares) at Mar. 31, 2018 | 56,245 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 30,747 | 30,747 | |||
Other comprehensive income | (4,942) | (4,942) | |||
Stock-based compensation | 3,562 | 3,562 | |||
Issuance of restricted shares, net of shares remitted and tax withholdings | (1,627) | $ 1 | (1,628) | ||
Issuance of restricted shares, net of shares remitted and tax withholdings (in shares) | 94 | ||||
Repurchases of common stock | $ (12,218) | $ (2) | (12,216) | ||
Repurchases of common stock (in shares) | (200) | (252) | |||
Balance at end of period at Jun. 30, 2018 | $ 1,161,048 | $ 561 | 664,948 | (194,095) | 689,634 |
Balance ending of period (in shares) at Jun. 30, 2018 | 56,087 | ||||
Balance at beginning of period at Dec. 31, 2018 | 1,169,756 | $ 558 | 655,415 | (223,371) | 737,154 |
Balance beginning of period (in shares) at Dec. 31, 2018 | 55,847 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 976 | 976 | |||
Other comprehensive income | 4,024 | 4,024 | |||
Stock-based compensation | 5,809 | 5,809 | |||
Issuance of restricted shares, net of shares remitted and tax withholdings | (2,276) | $ 1 | (2,277) | ||
Issuance of restricted shares, net of shares remitted and tax withholdings (in shares) | 78 | ||||
Repurchases of common stock | (6,324) | $ (1) | (6,323) | ||
Repurchases of common stock (in shares) | (97) | ||||
Balance at end of period at Mar. 31, 2019 | 1,171,965 | $ 558 | 652,624 | (219,347) | 738,130 |
Balance ending of period (in shares) at Mar. 31, 2019 | 55,828 | ||||
Balance at beginning of period at Dec. 31, 2018 | 1,169,756 | $ 558 | 655,415 | (223,371) | 737,154 |
Balance beginning of period (in shares) at Dec. 31, 2018 | 55,847 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 37,220 | ||||
Other comprehensive income | 9,100 | ||||
Repurchases of common stock | $ (11,300) | ||||
Repurchases of common stock (in shares) | (200) | ||||
Balance at end of period at Jun. 30, 2019 | $ 1,209,467 | $ 559 | 648,805 | (214,271) | 774,374 |
Balance ending of period (in shares) at Jun. 30, 2019 | 55,859 | ||||
Balance at beginning of period at Mar. 31, 2019 | 1,171,965 | $ 558 | 652,624 | (219,347) | 738,130 |
Balance beginning of period (in shares) at Mar. 31, 2019 | 55,828 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Net income | 36,244 | 36,244 | |||
Other comprehensive income | 5,076 | 5,076 | |||
Stock-based compensation | 3,834 | 3,834 | |||
Issuance of restricted shares, net of shares remitted and tax withholdings | (2,704) | $ 1 | (2,705) | ||
Issuance of restricted shares, net of shares remitted and tax withholdings (in shares) | 105 | ||||
Repurchases of common stock | $ (4,948) | (4,948) | |||
Repurchases of common stock (in shares) | (100) | (74) | |||
Balance at end of period at Jun. 30, 2019 | $ 1,209,467 | $ 559 | $ 648,805 | $ (214,271) | $ 774,374 |
Balance ending of period (in shares) at Jun. 30, 2019 | 55,859 |
UNAUDITED CONSOLIDATED STATEM_7
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - $ / shares | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Statement of Stockholders' Equity [Abstract] | |||
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 | $ 0.01 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The accompanying consolidated interim financial statements are unaudited and include the accounts of Clean Harbors, Inc. and its subsidiaries (collectively, “Clean Harbors,” the “Company” or "we") and have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and, in the opinion of management, include all adjustments which are of a normal recurring nature, necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented. Management has made estimates and assumptions affecting the amounts reported in the Company's consolidated interim financial statements and accompanying footnotes, actual results could differ from those estimates and judgments. The results for interim periods are not necessarily indicative of results for the entire year or any other interim periods. The financial statements presented herein should be read in connection with the financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018 . |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES The Company's significant accounting policies are described in Note 2, "Significant Accounting Policies," and Note 3, "Revenues," in the Company's Annual Report on Form 10-K for the year ended December 31, 2018 . There have been no material changes in these policies or their application except for the changes described below. Recent Accounting Pronouncements Standards implemented In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases (Topic 842) . The amendment increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The Company adopted Topic 842 on January 1, 2019 using the modified retrospective method of adoption. Prior period amounts have not been adjusted and continue to be reported in accordance with the Company's historical accounting methodology pursuant to ASC 840, Leases . As permitted under the transition guidance, the Company elected to apply the package of three practical expedients for all existing leases which, among other things, allowed us to maintain the lease classification for all existing leases at the adoption date. The adoption of Topic 842 resulted in the recognition of right-of-use (“ROU”) assets of $185.5 million and total current and noncurrent lease liabilities of $188.5 million at adoption. Additionally, Topic 842 required new and expanded disclosures to enable users of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. The standard did not have a material impact on the consolidated statements of operations or cash flows. Leases The Company’s leases predominately relate to real estate and equipment such as vehicles and industrial equipment utilized in operations as well as rail cars utilized in connection with the Company’s transportation needs. Contracts are reviewed at inception to determine if the arrangement is a lease and, if so, whether it is an operating or finance lease. For all of its leases, the Company has elected not to separate lease and nonlease components, such as common area maintenance. The Company generally enters into real estate leases with five to ten-year terms and non-real estate leases with two to seven-year terms. In the normal course of business, the Company also enters into short-term leases having terms of less than one-year. These leases are generally equipment leases entered into for short periods of time (e.g. daily, weekly or monthly), and done so to satisfy immediate and/or short-term operational needs of the business which can arise based upon the nature of particular services performed or seasonality factors. The Company has elected not to recognize ROU assets and lease liabilities for these short-term leases. Expense for all such short-term leases is disclosed as short-term lease cost as shown in Note 17, "Leases." Operating and finance leases with terms exceeding one year are recognized as ROU assets and lease liabilities and measured based on the present value of the future lease payments over the lease term at commencement date. When applicable, the ROU asset includes any lease payments made at or before the commencement date and initial direct costs incurred and is reduced by lease incentives received under the lease agreement, if any. Certain of the Company's real estate leases contain escalating future lease payments. Escalating lease payments that are based upon explicit amounts contained in the lease or an index (e.g., consumer price index) are included in its determination of future lease payments to determine the ROU asset and lease liability recognized at the commencement date. Any differences in the future lease payments from initial recognition are not anticipated to be material and will be recorded as variable lease cost in the period incurred. The variable lease cost will also include the Company’s portion of property tax, utilities and common area maintenance. A significant portion of the Company’s real estate lease agreements include renewal periods at the Company’s option. The Company includes these renewal periods in the lease term only when renewal is reasonably certain based upon facts and circumstances specific to the lease and known by the Company. The Company uses its incremental borrowing rate on collateralized debt based on the information available at the lease commencement date in determining the present value of future lease payments as the implicit rate is typically not readily determinable. |
REVENUES
REVENUES | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES Revenue Recognition The Company generates services and product revenues through the following operating segments: Environmental Services and Safety-Kleen. The Company recognizes revenue when control of the promised goods or services is transferred to the Company's customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Product revenues are recognized when the products are delivered and control transfers to the customer. Nature of Goods and Services The majority of the Company’s contracts are for services, which are recognized based on time and materials incurred at contractually agreed-upon rates. The Company’s payment terms vary by the type and location of its customers and the products or services offered. The periods between invoicing and when payments are due are not significant. Any amounts billed to customers related to shipping and handling are classified as revenue and the Company's shipping and handling costs are included in costs of revenues. In the course of the Company's operations, it collects sales tax and other excise taxes from its customers and recognizes a current liability which is then relieved when the taxes are remitted to the appropriate governmental authorities. The Company excludes sales and other excise taxes that it collects from customers from its revenues. Disaggregation of Revenue The following table presents the Company’s third-party revenues disaggregated by revenue source (in thousands): For the Three Months Ended June 30, 2019 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 431,749 $ 316,688 $ 202 $ 748,639 Canada 94,545 25,494 — 120,039 Total third-party revenues $ 526,294 $ 342,182 $ 202 $ 868,678 Sources of Revenue (1) Technical Services $ 275,908 $ — $ — $ 275,908 Field and Emergency Response Services 86,722 — — 86,722 Industrial Services 136,011 — — 136,011 Oil, Gas and Lodging Services and Other 27,653 — 202 27,855 Safety-Kleen Environmental Services — 216,434 — 216,434 Safety-Kleen Oil (2) — 125,748 — 125,748 Total third-party revenues $ 526,294 $ 342,182 $ 202 $ 868,678 For the Three Months Ended June 30, 2018 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 408,127 $ 306,059 $ 363 $ 714,549 Canada 111,789 22,656 146 134,591 Total third-party revenues $ 519,916 $ 328,715 $ 509 $ 849,140 Sources of Revenue (1) Technical Services $ 257,006 $ — $ — $ 257,006 Field and Emergency Response Services 76,092 — — 76,092 Industrial Services 161,046 — — 161,046 Oil, Gas and Lodging Services and Other 25,772 — 509 26,281 Safety-Kleen Environmental Services — 200,034 — 200,034 Safety-Kleen Oil (2) — 128,681 — 128,681 Total third-party revenues $ 519,916 $ 328,715 $ 509 $ 849,140 For the Six Months Ended June 30, 2019 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 819,918 $ 603,262 $ 796 $ 1,423,976 Canada 180,074 45,467 — 225,541 Total third-party revenues $ 999,992 $ 648,729 $ 796 $ 1,649,517 Sources of Revenue (1) Technical Services $ 527,827 $ — $ — $ 527,827 Field and Emergency Response Services 158,348 — — 158,348 Industrial Services 252,109 — — 252,109 Oil, Gas and Lodging Services and Other 61,708 — 796 62,504 Safety-Kleen Environmental Services — 423,517 — 423,517 Safety-Kleen Oil (2) — 225,212 — 225,212 Total third-party revenues $ 999,992 $ 648,729 $ 796 $ 1,649,517 For the Six Months Ended June 30, 2018 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 752,099 $ 593,701 $ 508 $ 1,346,308 Canada 207,505 44,932 173 252,610 Total third-party revenues $ 959,604 $ 638,633 $ 681 $ 1,598,918 Sources of Revenue (1) Technical Services $ 493,312 $ — $ — $ 493,312 Field and Emergency Response Services 146,027 — — 146,027 Industrial Services 264,809 — — 264,809 Oil, Gas and Lodging Services and Other 55,456 — 681 56,137 Safety-Kleen Environmental Services — 394,195 — 394,195 Safety-Kleen Oil (2) — 244,438 — 244,438 Total third-party revenues $ 959,604 $ 638,633 $ 681 $ 1,598,918 ______________________ (1) All revenue except oil and oil product sales within Safety-Kleen Oil and product sales within Safety-Kleen Environmental Services, which include various automotive related fluids, shop supplies and direct blended oil sales, are recognized over time. Safety-Kleen Oil and Safety-Kleen Environmental Services product sales are recognized at a point in time. (2) Safety-Kleen Oil was formerly known as Kleen Performance Products. Technical Services. Technical Services revenues are generated from fees charged for waste material management and disposal services including onsite environmental management services, collection and transportation, packaging, recycling, treatment and disposal of waste. Revenue is primarily generated by short-term projects, most of which are governed by master service agreements that are long-term in nature. These master service agreements are typically entered into with the Company's larger customers and outline the pricing and legal frameworks for such arrangements. Services are provided based on purchase orders or agreements with the customer and include prices based upon units of volume of waste and transportation and other fees. Collection and transportation revenues are recognized over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. Revenues for treatment and disposal of waste are recognized upon completion of treatment, final disposition in a landfill or incineration or when the waste is shipped to a third party for processing and disposal. The Company periodically enters into bundled arrangements for the collection and transportation and disposal of waste. For such arrangements, transportation and disposal are considered distinct performance obligations and the Company allocates revenue to each based on their relative standalone selling price (i.e., the estimated price that a customer would pay for the services on a standalone basis). Revenues from waste that is not yet completely processed and disposed and the related costs are deferred. The revenue is recognized and the deferred costs are expensed when the related services are completed. The period between collection and transportation and the final processing and disposal ranges depending on the location of the customer, but generally is measured in days. Field and Emergency Response Services. Field Services revenues are generated from cleanup services at customer sites, including municipalities and utilities, or other locations on a scheduled or emergency response basis. Services include confined space entry for tank cleaning, site decontamination, large remediation projects, demolition, spill cleanup on land and water, railcar cleaning, product recovery and transfer and vacuum services. Additional services include filtration and water treatment services. Response services for environmental emergencies include any scale from man-made disasters such as oil spills, to natural disasters such as hurricanes. These services are provided based on purchase orders or agreements with customers and include prices generally based upon daily, hourly or job rates for equipment, materials and personnel. The Company recognizes revenue for these services over time, as the customer receives and consumes the benefits of the service as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. The duration of such services can be over a number of hours, days or even months for larger scale projects. Industrial Services. Industrial Services revenues are generated from industrial and specialty services provided to refineries, mines, upgraders, chemical plants, pulp and paper mills, manufacturing facilities, power generation facilities and other industrial customers throughout North America. Services include in-plant cleaning and maintenance services, plant outage and turnaround services, decoking and pigging, chemical cleaning, high and ultra-high pressure water cleaning, pipeline inspection and coating services, large tank and surface impoundment cleaning, oilfield transport, daylighting, production services and directional boring services supporting drilling, completions and production programs. These services are provided based on purchase orders or agreements with the customer and include prices based upon daily, hourly or job rates for equipment, materials and personnel. The Company recognizes revenue for these services over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. Oil, Gas and Lodging Services and Other. Oil, Gas and Lodging Services and Other is primarily comprised of revenues generated from providing Oil and Gas Field Services that support upstream activities such as exploration and drilling for oil and gas companies and Lodging Services to customers in Western Canada. The Company recognizes Oil and Gas Field Services revenue over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. Revenue for lodging accommodation services is recognized over time based on passage of time. Safety-Kleen Environmental Services. Safety-Kleen Environmental Services revenues are generated from providing parts washer services, containerized waste handling and disposal services, oil collection services, direct sales of blended oil products and other complementary services and product sales through a network of branch locations. Containerized waste services consist of profiling, collecting, transporting and recycling or disposing of a wide variety of waste. Other products and services include vacuum services, sale of complementary supply products including automotive fluids and shop supplies and other environmental services. Revenues from parts washer services include fees charged to customers for their use of parts washer equipment, to clean and maintain parts washer equipment and to remove and replace used cleaning fluids. Parts washer services are considered a single performance obligation due to the highly integrated and interdependent nature of the arrangement. Revenue from parts washer services is recognized over the service interval as the customer receives the benefit of the services. Collection and transportation revenues are recognized over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. Product revenue is recognized upon the transfer of control whereby control transfers when the products are delivered to the customer. Safety-Kleen Oil. Safety-Kleen Oil revenues are generated from sales of high-quality base and blended lubricating oils to third-party distributors, government agencies, fleets, railroads and industrial customers. The business also sells recycled fuel oil to asphalt plants, industrial plants, blenders, pulp and paper companies, vacuum gas oil producers and marine diesel oil producers. Revenue for oil products is recognized at a point in time, upon the transfer of control. Control generally transfers when the products are delivered to the customer. Contract Balances June 30, 2019 December 31, 2018 Receivables $ 632,888 $ 606,952 Contract assets (unbilled receivables) 52,174 54,794 Contract liabilities (deferred revenue) 75,170 61,843 The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets), and customer advances and deposits or deferred revenue (contract liabilities) on the consolidated balance sheets. Generally, billing occurs subsequent to revenue recognition, as a right to payment is not just subject to passage of time, resulting in contract assets. Contract assets are generally classified as current. The Company sometimes receives advances or deposits from its customers before revenue is recognized, resulting in contract liabilities. These assets and liabilities are reported on the consolidated balance sheets on a contract-by-contract basis at the end of each reporting period. The contract liability balances at the beginning of each period presented were fully recognized in the subsequent three-month period. Variable Consideration The nature of the Company's contracts give rise to certain types of variable consideration, including in limited cases volume discounts. Accordingly, management establishes a revenue allowance to cover the estimated amounts of revenue that may need to be credited to customers' accounts in future periods. The Company estimates the amount of variable consideration to include in the estimated transaction price based on historical experience, anticipated performance and its best judgment at the time and to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Contract Costs Contract costs include direct and incremental costs to obtain or fulfill a contract. The Company’s contract costs that are subject to capitalization are comprised of costs associated with parts washer services and costs associated with the treatment and disposal of waste. Parts washer costs include costs of solvent, commissions paid relating to revenue generated from parts washer services and transportation costs associated with transferring the product picked up from the services as it is returned to the Company’s facilities or a third-party site. Costs related to the treatment of waste include costs for waste receiving, drum movement and storage, waste consolidation and transportation between facilities. Deferred costs associated with parts washer services are amortized ratably over the average service interval, which ranges between seven and 14 weeks. Deferred costs related to treatment and disposal of waste are recognized when the corresponding waste is disposed of and are included in deferred costs within total current assets in the Company’s Consolidated Balance Sheets. The deferred contract cost balances at the beginning of each period presented were fully recognized in cost of revenue in the subsequent three-month period. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS 2019 Acquisitions On May 31, 2019 , the Company acquired a privately-owned business which expands the environmental services and hazardous materials management services of the Company for $14.9 million . The acquired company is included in the Environmental Services segment. In connection with this acquisition, a preliminary goodwill amount of $ 7.3 million was recognized. On March 1, 2019 , the Company acquired certain assets of a privately-owned business for $10.4 million . The acquired business complements the Safety-Kleen segment's core service offerings, such as used motor oil collection, parts washers, oil filter recycling and vacuum services. In connection with this acquisition, a preliminary goodwill amount of $5.2 million was recognized. 2018 Acquisitions On August 31, 2018, the Company acquired a privately-owned business which expands the environmental services and waste oil capabilities of the Company for a $26.7 million purchase price, net of cash. The acquired company is included in the Safety-Kleen and Environmental Services segments. In connection with this acquisition, a preliminary goodwill amount of $12.3 million was recognized. The results of operations of this acquired business were not material in 2019. On February 23, 2018, the Company completed the acquisition of the U.S. Industrial Cleaning Business of Veolia Environmental Services North America LLC (the "Veolia Business"). The acquisition provides significant scale and industrial services capabilities while increasing the size of the Company's existing U.S. Industrial Services business. The Company acquired the Veolia Business for a purchase price of $124.5 million . The amount of pre-tax income for the three and six months ended June 30, 2018 was $2.1 million and $3.3 million , respectively. The Veolia Business was integrated into the Environmental Services segment. The Company finalized purchase accounting for the Veolia Business in the first quarter of 2019. The components and allocation of the purchase price for the Veolia Business consist of the following amounts (in thousands): Final Allocation Accounts receivable, including unbilled receivables $ 39,558 Inventories and supplies 1,126 Prepaid expenses and other current assets 828 Property, plant and equipment 72,243 Permits and other intangibles 5,140 Current liabilities (18,372 ) Closure and post-closure liabilities (354 ) Total identifiable net assets 100,169 Goodwill 24,331 Total purchase price $ 124,500 The weighted average amortization period for the intangibles acquired is 8.2 years . The excess of the total purchase price, which includes the aggregate cash consideration paid in excess of the fair value of the tangible net assets and intangible assets acquired, was recorded as goodwill. The goodwill recognized is attributable to the expected operating synergies and growth potential that the Company expects to realize from this acquisition. Goodwill generated from the acquisition is deductible for tax purposes. |
INVENTORIES AND SUPPLIES
INVENTORIES AND SUPPLIES | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
INVENTORIES AND SUPPLIES | INVENTORIES AND SUPPLIES Inventories and supplies consisted of the following (in thousands): June 30, 2019 December 31, 2018 Oil and oil products $ 70,596 $ 70,823 Supplies and drums 108,713 104,609 Solvent and solutions 10,173 10,657 Other 13,849 13,390 Total inventories and supplies $ 203,331 $ 199,479 Supplies and drums consist primarily of drums and containers used in providing the Company's products and services as well as critical spare parts to support the Company's incinerator and re-refinery operations. Other inventories consisted primarily of parts washer components, cleaning fluids, absorbents and automotive fluids, such as windshield washer fluid and antifreeze. |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following (in thousands): June 30, 2019 December 31, 2018 Land $ 134,306 $ 123,734 Asset retirement costs (non-landfill) 15,358 15,148 Landfill assets 164,816 154,918 Buildings and improvements (1) 472,383 440,188 Camp equipment 158,992 152,998 Vehicles 777,968 721,735 Equipment 1,732,020 1,697,490 Furniture and fixtures 5,511 5,453 Construction in progress 34,949 20,931 3,496,303 3,332,595 Less - accumulated depreciation and amortization 1,899,386 1,770,617 Total property, plant and equipment, net $ 1,596,917 $ 1,561,978 ______________________ (1) Inclusive of finance lease. Interest in the amount of $0.1 million and $0.2 million was capitalized to property, plant and equipment during the three and six months ended June 30, 2019 , respectively. Interest in the amount of $0.1 million and $0.4 million was capitalized to property, plant and equipment during the three and six months ended June 30, 2018 , respectively. Depreciation expense, inclusive of landfill and finance lease amortization, was $65.5 million and $131.4 million for the three and six months ended June 30, 2019 , respectively. Depreciation expense, inclusive of landfill amortization, was $64.2 million and $129.8 million for the three and six months ended June 30, 2018 , respectively. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS The changes in goodwill by segment for the six months ended June 30, 2019 were as follows (in thousands): Environmental Services Safety-Kleen Totals Balance at January 1, 2019 $ 207,019 $ 307,170 $ 514,189 Increase from current period acquisitions 7,311 5,225 12,536 Measurement period adjustments from prior period acquisitions (2,611 ) (1,421 ) (4,032 ) Foreign currency translation 1,089 1,262 2,351 Balance at June 30, 2019 $ 212,808 $ 312,236 $ 525,044 The Company assesses goodwill for impairment on an annual basis as of December 31 or at an interim date when events or changes in the business environment would more likely than not reduce the fair value of a reporting unit below its carrying value. As of June 30, 2019 and December 31, 2018 , the Company's total intangible assets consisted of the following (in thousands): June 30, 2019 December 31, 2018 Cost Accumulated Net Cost Accumulated Net Permits $ 182,063 $ 83,278 $ 98,785 $ 177,583 $ 79,358 $ 98,225 Customer and supplier relationships 401,296 195,036 206,260 393,487 179,824 213,663 Other intangible assets 38,198 32,266 5,932 37,262 29,743 7,519 Total amortizable permits and other intangible assets 621,557 310,580 310,977 608,332 288,925 319,407 Trademarks and trade names 122,876 — 122,876 122,468 — 122,468 Total permits and other intangible assets $ 744,433 $ 310,580 $ 433,853 $ 730,800 $ 288,925 $ 441,875 Amortization expense of permits and other intangible assets was $8.7 million and $18.2 million in the three and six months ended June 30, 2019 , respectively. Amortization expense of permits and other intangible assets was $8.6 million and $17.8 million in the three and six months ended June 30, 2018 , respectively. The expected amortization of the net carrying amount of finite-lived intangible assets at June 30, 2019 was as follows (in thousands): Years Ending December 31, Expected Amortization 2019 (six months) $ 16,748 2020 31,943 2021 28,661 2022 28,231 2023 24,090 Thereafter 181,304 $ 310,977 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 6 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following (in thousands): June 30, 2019 December 31, 2018 Insurance $ 67,427 $ 70,217 Interest 3,952 3,930 Accrued compensation and benefits 54,353 77,881 Income, real estate, sales and other taxes 40,236 25,670 Other 58,529 55,707 $ 224,497 $ 233,405 |
CLOSURE AND POST-CLOSURE LIABIL
CLOSURE AND POST-CLOSURE LIABILITIES | 6 Months Ended |
Jun. 30, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
CLOSURE AND POST-CLOSURE LIABILITIES | CLOSURE AND POST-CLOSURE LIABILITIES The changes to closure and post-closure liabilities (also referred to as “asset retirement obligations”) from January 1, 2019 through June 30, 2019 were as follows (in thousands): Landfill Non-Landfill Total Balance at January 1, 2019 $ 37,809 $ 32,122 $ 69,931 Liabilities assumed in acquisitions — 220 220 New asset retirement obligations 1,058 — 1,058 Accretion 1,455 1,387 2,842 Changes in estimates recorded to statement of operations — 107 107 Changes in estimates recorded to balance sheet 2,798 — 2,798 Expenditures (319 ) (1,219 ) (1,538 ) Currency translation and other 222 190 412 Balance at June 30, 2019 $ 43,023 $ 32,807 $ 75,830 All the landfill facilities included in the above were active as of June 30, 2019 . In the six months ended June 30, 2019 , there were no significant charges (benefits) resulting from changes in estimates for closure and post-closure liabilities. New asset retirement obligations incurred during the first six months of 2019 were discounted at the credit-adjusted risk-free rate of 6.02% |
REMEDIAL LIABILITIES
REMEDIAL LIABILITIES | 6 Months Ended |
Jun. 30, 2019 | |
Environmental Remediation Obligations [Abstract] | |
REMEDIAL LIABILITIES | REMEDIAL LIABILITIES The changes to remedial liabilities from January 1, 2019 through June 30, 2019 were as follows (in thousands): Remedial Liabilities for Landfill Sites Remedial Liabilities for Inactive Sites Remedial Liabilities (Including Superfund) for Non-Landfill Operations Total Balance at January 1, 2019 $ 1,838 $ 65,315 $ 53,864 $ 121,017 Accretion 44 1,359 889 2,292 Changes in estimates recorded to statement of operations 23 171 (1,049 ) (855 ) Expenditures (29 ) (2,445 ) (2,122 ) (4,596 ) Currency translation and other — 24 393 417 Balance at June 30, 2019 $ 1,876 $ 64,424 $ 51,975 $ 118,275 In the six months ended June 30, 2019 , there were no significant charges (benefits) resulting from changes in estimates for remedial liabilities. |
FINANCING ARRANGEMENTS
FINANCING ARRANGEMENTS | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
FINANCING ARRANGEMENTS | FINANCING ARRANGEMENTS The following table is a summary of the Company’s financing arrangements (in thousands): Current Obligations: June 30, 2019 December 31, 2018 Senior secured Term Loan Agreement ("Term Loan Agreement") $ 7,535 $ 7,535 Long-Term Obligations: Senior secured Term Loan Agreement due June 30, 2024 $ 730,929 $ 734,697 Senior unsecured notes, at 5.125%, due June 1, 2021 ("2021 Notes") 845,000 845,000 Long-term obligations, at par $ 1,575,929 $ 1,579,697 Unamortized debt issuance costs and premium, net (12,940 ) (14,676 ) Long-term obligations, at carrying value $ 1,562,989 $ 1,565,021 Financing Activities At June 30, 2019 and December 31, 2018 , the fair value of the Term Loan Agreement debt was $739.4 million and $707.0 million , respectively, based on quoted market prices or other available market data. At June 30, 2019 and December 31, 2018 , the fair value of the Company's 2021 Notes was $847.1 million and $845.0 million , respectively, based on quoted market prices for the instrument. The fair values of the Company's currently outstanding term loans under the Term Loan Agreement (the "Term Loans") and 2021 Notes are considered Level 2 measures according to the fair value hierarchy. The Company also maintains a $400.0 million revolving credit facility under which the Company had no outstanding loan balance as of June 30, 2019 and December 31, 2018 . At June 30, 2019 , approximately $217.0 million was available to borrow and outstanding letters of credit were $153.5 million . At December 31, 2018 , $235.4 million was available to borrow and outstanding letters of credit were $130.1 million . Senior Unsecured Notes. On July 2, 2019, the Company completed a private placement of $545.0 million aggregate principal amount of 4.875% senior unsecured notes due 2027 (the “2027 Notes”) and $300.0 million aggregate principal amount of 5.125% senior unsecured notes due 2029 (the “2029 Notes,” and together with the 2027 Notes, the “New Notes”). The 2027 Notes will mature on July 15, 2027, and the 2029 Notes will mature on July 15, 2029. Interest payments on each series of the New Notes will be paid semiannually on January 15 and July 15, commencing on January 15, 2020. The Company may redeem all or any portion of the 2027 Notes prior to July 15, 2022 or the 2029 Notes prior to July 15, 2024 at a redemption price equal to 100% of the principal amount redeemed plus a make whole premium as of the date of redemption including accrued and unpaid interest, if any, to the date of redemption. Additionally, prior to July 15, 2022 for the 2027 Notes and July 15, 2024 for the 2029 Notes, the Company may use cash proceeds of one or more equity offerings to redeem up to 35% in aggregate principal of the 2027 Notes or the 2029 Notes at a redemption price equal to 104.875% or 105.125% , respectively, plus accrued and unpaid interest thereon, if any, up to the date of redemption. After the dates in the preceding paragraph, the Company may redeem all or any portion of the New Notes which remain outstanding at any time upon proper notice at the following redemption prices if redeemed during the twelve-month period commencing on July 15 of the years set forth below plus accrued and unpaid interest, if any, to the date of redemption: 2027 Notes Year Percentage 2022 102.438 % 2023 101.210 % 2024 and thereafter 100.000 % 2029 Notes Year Percentage 2024 102.563 % 2025 101.281 % 2026 and thereafter 100.000 % The New Notes and the related indenture contains various customary non-financial covenants and are guaranteed by substantially all of the Company’s current and future domestic subsidiaries. Concurrently with the closing of the New Notes on July 2, 2019, the Company purchased, using a portion of the net proceeds from the sale of the New Notes, an aggregate principal amount of $701.0 million of the 2021 Notes. The total amount paid in purchasing the 2021 Notes was $706.2 million including $3.1 million of accrued interest. On July 17, 2019, the Company redeemed the remaining $144.0 million outstanding 2021 Notes, including $0.9 million of accrued interest, using the remaining net proceeds from the sale of the New Notes and available cash. In connection with this early redemption of the 2021 Notes, the Company expects to record a loss on early extinguishment of debt of approximately $6.0 million in the third quarter of 2019. With the repurchase of the 2021 Notes, none of the Company’s outstanding debt is registered under the Securities Act of 1933, as amended. Cash Flow Hedges The Company’s strategy to hedge against fluctuations in variable interest rates involves entering into interest rate derivative agreements. Although the interest rate on all $738.5 million aggregate principal amount of Term Loans which were outstanding on June 30, 2019 is variable under the Term Loan Agreement, the Company has effectively fixed the interest rate on $350.0 million aggregate principal amount of the Term Loans outstanding by entering into interest rate swap agreements with a notional amount of $350.0 million . Under the terms of the interest rate swap agreements, the Company receives interest based on the one-month LIBOR index and pays interest at a weighted average annual interest rate of approximately 2.92% . When combined with the 1.75% interest rate margin for Eurocurrency borrowings, the effective annual interest rate on such $350.0 million aggregate principal amount of Term Loans is therefore approximately 4.67% . The Company recognizes derivative instruments as either assets or liabilities on the balance sheet at fair value. No ineffectiveness has been identified on these swaps and, therefore, all unrealized changes in fair value are recorded in accumulated other comprehensive loss. Amounts are reclassified from accumulated other comprehensive loss into interest expense on the statement of operations in the same period or periods during which the hedged transaction affects earnings. As of June 30, 2019 and December 31, 2018 , the Company has recorded a derivative liability with a fair value of $22.0 million and $8.8 million , respectively, within accrued expenses in connection with these cash flow hedges. The fair value of the interest rate swaps included in the Level 2 tier of the fair value hierarchy is calculated using discounted cash flow valuation methodologies based upon the one-month LIBOR yield curves that are observable at commonly quoted intervals for the full term of the interest rate swaps. Level 2 utilizes quoted market prices in markets that are not active, broker or dealer quotation, or alternative pricing sources with reasonable levels of price transparency for similar assets and liabilities. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Company records a tax provision or benefit on an interim basis using an estimated annual effective tax rate. This rate is applied to the current period ordinary income or loss to determine the income tax provision or benefit allocated to the interim period. Losses from jurisdictions for which no benefit can be recognized and the income tax effects of unusual or infrequent items are excluded from the estimated annual effective tax rate and are recognized in the impacted interim period. The estimated annual effective tax rate may be significantly impacted by projected earnings mix by tax jurisdiction. Adjustments to the estimated annual effective income tax rate are recognized in the period when such estimates are revised. The Company’s effective tax rate for the three and six months ended June 30, 2019 was 30.7% and 37.2% , respectively, compared to 30.8% and 48.0% for the comparable periods in 2018 . As of June 30, 2019 and December 31, 2018 , the Company had recorded $4.8 million and $3.2 million , respectively, of liabilities for unrecognized tax benefits and $1.2 million and $0.8 million of interest, respectively. The Company's tax years 2014-2016 are currently under audit by the Internal Revenue Service (“IRS”). While the examination has recently commenced and ultimate outcomes are unknown, the Company does not believe the examination will result in material adjustments to previously filed returns. Due to expiring statute of limitation periods, the Company believes that total unrecognized tax benefits will decrease by $0.6 million within the next 12 months. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following are computations of basic and diluted earnings per share (in thousands except for per share amounts): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Numerator for basic and diluted earnings per share: Net income $ 36,244 $ 30,747 $ 37,220 $ 18,116 Denominator: Basic shares outstanding 55,875 56,410 55,861 56,304 Dilutive effect of stock-based compensation awards 191 95 140 95 Dilutive shares outstanding 56,066 56,505 56,001 56,399 Basic income per share: $ 0.65 $ 0.55 $ 0.67 $ 0.32 Diluted income per share: $ 0.65 $ 0.54 $ 0.66 $ 0.32 For the three months ended June 30, 2019 and June 30, 2018 , the dilutive effect of all then outstanding restricted stock and performance awards is included in the earnings per share calculation above except for 75,759 and 146,159 of performance stock awards for which the performance criteria were not attained at that time and 4,623 and 136,155 , respectively, of restricted stock awards which were antidilutive. For the six months ended June 30, 2019 and June 30, 2018 , the dilutive effect of all then outstanding restricted stock and performance awards is included in the earnings per share calculation above except for 75,759 and 146,159 of performance stock awards for which the performance criteria were not attained at that time and 78,892 and 130,932 , respectively, of restricted stock awards which were antidilutive. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | ACCUMULATED OTHER COMPREHENSIVE LOSS The changes in accumulated other comprehensive loss by component and related tax effects for the six months ended June 30, 2019 were as follows (in thousands): Foreign Currency Translation Unrealized (Losses) Gains on Available-For-Sale Securities Unrealized Losses on Interest Rate Hedge Unfunded Pension Liability Total Balance at January 1, 2019 $ (212,925 ) $ (69 ) $ (8,773 ) $ (1,604 ) $ (223,371 ) Other comprehensive income (loss) before tax effects 22,137 (35 ) (14,031 ) — 8,071 Tax impact related to items in other comprehensive income (loss) — (58 ) — — (58 ) Amounts reclassified out of accumulated other comprehensive loss — 332 755 — 1,087 Other comprehensive income (loss) 22,137 239 (13,276 ) — 9,100 Balance at June 30, 2019 $ (190,788 ) $ 170 $ (22,049 ) $ (1,604 ) $ (214,271 ) The amounts reclassified out of accumulated other comprehensive loss into the consolidated statement of operations, with presentation location, during the three and six months ended June 30, 2019 were as follows (in thousands): Other Comprehensive Income (Loss) Components For the Three Months Ended June 30, 2019 For the Six Months Ended June 30, 2019 Location Unrealized loss on interest rate hedge $ (397 ) $ (755 ) Interest expense, net of interest income Unrealized loss on available-for-sale securities (332 ) (332 ) Other (expense) income, net There were no reclassifications out of accumulated other comprehensive loss during the three and six months ended June 30, 2018 . |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Total stock-based compensation cost charged to selling, general and administrative expenses for the three and six months ended June 30, 2019 was $3.8 million and $9.6 million , respectively. Total stock-based compensation cost charged to selling, general and administrative expenses for the three and six months ended June 30, 2018 was $3.5 million and $6.6 million , respectively. The total income tax benefit recognized in the consolidated statements of operations from stock-based compensation was $0.7 million and $1.8 million for the three and six months ended June 30, 2019 , respectively. The total income tax benefit recognized in the consolidated statements of operations from stock-based compensation was $0.7 million and $1.3 million for the three and six months ended June 30, 2018 , respectively. Restricted Stock Awards The following information relates to restricted stock awards that have been granted to employees and directors under the Company's equity incentive plan adopted in 2010 (the "2010 Plan"). The restricted stock awards are not transferable until vested and the restrictions generally lapse upon the achievement of continued employment over a three -to- five -year period or service as a director until the following annual meeting of shareholders. The fair value of each restricted stock grant is based on the closing price of the Company's common stock on the date of grant and is amortized to expense over its vesting period. The following table summarizes information about restricted stock awards for the six months ended June 30, 2019 : Restricted Stock Number of Shares Weighted Average Grant-Date Fair Value Balance at January 1, 2019 657,240 $ 54.65 Granted 79,060 65.12 Vested (207,032 ) 53.75 Forfeited (48,166 ) 54.92 Balance at June 30, 2019 481,102 56.73 As of June 30, 2019 , there was $21.3 million of total unrecognized compensation cost arising from restricted stock awards under the Company's 2010 Plan. This cost is expected to be recognized over a weighted average period of 2.4 years. The total fair value of restricted stock vested during the three and six months ended June 30, 2019 was $7.9 million and $11.1 million , respectively. The total fair value of restricted stock vested during the three and six months ended June 30, 2018 was $7.0 million and $8.3 million , respectively. Performance Stock Awards The following information relates to performance stock awards that have been granted to employees under the Company's 2010 Plan. Performance stock awards are subject to performance criteria established by the compensation committee of the Company's board of directors prior to or at the date of grant. The vesting of the performance stock awards is based on achieving such targets typically based on revenue, Adjusted EBITDA margin, Adjusted Free Cash Flow and Total Recordable Incident Rate. In addition, performance stock awards include continued service conditions. The fair value of each performance stock award is based on the closing price of the Company's common stock on the date of grant and is amortized to expense over the service period if achievement of performance measures is considered probable. The following table summarizes information about performance stock awards for the six months ended June 30, 2019 : Performance Stock Number of Shares Weighted Average Grant-Date Fair Value Balance at January 1, 2019 213,490 $ 55.71 Granted — — Vested (51,996 ) 55.77 Forfeited (23,554 ) 55.64 Balance at June 30, 2019 137,940 55.69 As of June 30, 2019 , there was $3.4 million of total unrecognized compensation cost arising from unvested performance stock awards deemed probable of vesting under the Company's 2010 Plan. No performance awards vested during the three months ended June 30, 2019 and June 30, 2018 . The total fair value of performance awards vested during the six months ended June 30, 2019 and June 30, 2018 was $2.9 million and $0.5 million , respectively. Common Stock Repurchases The Company's board of directors has authorized the repurchase of up to $600.0 million of the Company's common stock. During the three and six months ended June 30, 2019 , the Company repurchased and retired a total of approximately 0.1 million and 0.2 million shares, respectively, of the Company's common stock for total costs of approximately $4.9 million and $11.3 million , respectively. During the three and six months ended June 30, 2018 , the Company repurchased and retired a total of approximately 0.2 million and 0.5 million shares, respectively, of the Company's common stock for total costs of approximately $12.2 million and $26.5 million , respectively. Through June 30, 2019 , the Company has repurchased and retired a total of approximately 5.7 million shares of its common stock for approximately $305.2 million under this program. As of June 30, 2019 , an additional $294.8 million remained available for repurchase of shares under this program. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal and Administrative Proceedings The Company and its subsidiaries are subject to legal proceedings and claims arising in the ordinary course of business. Actions filed against the Company arise from commercial and employment-related claims including alleged class actions related to sales practices and wage and hour claims. The plaintiffs in these actions may be seeking damages or injunctive relief or both. These actions are in various jurisdictions and stages of proceedings, and some are covered in part by insurance. In addition, the Company’s waste management services operations are regulated by federal, state, provincial and local laws enacted to regulate discharge of materials into the environment, remediation of contaminated soil and groundwater or otherwise protect the environment. This ongoing regulation results in the Company frequently becoming a party to legal or administrative proceedings involving all levels of governmental authorities and other interested parties. The issues involved in such proceedings generally relate to alleged violations of existing permits and licenses or alleged responsibility under federal or state Superfund laws to remediate contamination at properties owned either by the Company or by other parties (“third-party sites”) to which either the Company or the prior owners of certain of the Company’s facilities shipped wastes. At June 30, 2019 and December 31, 2018 , the Company had recorded reserves of $24.1 million and $25.4 million , respectively, in the Company's financial statements for actual or probable liabilities related to the legal and administrative proceedings in which the Company was then involved, the principal of which are described below. At June 30, 2019 and December 31, 2018 , the Company also believed that it was reasonably possible that the amount of these potential liabilities could be as much as $1.8 million more. The Company periodically adjusts the aggregate amount of these reserves when actual or probable liabilities are paid or otherwise discharged, new claims arise or additional relevant information about existing or probable claims becomes available. As of June 30, 2019 and December 31, 2018 , the $24.1 million and $25.4 million , respectively, of reserves consisted of (i) $18.0 million and $17.9 million , respectively, related to pending legal or administrative proceedings, including Superfund liabilities, which were included in remedial liabilities on the consolidated balance sheets, and (ii) $6.1 million and $7.5 million , respectively, primarily related to federal, state and provincial enforcement actions, which were included in accrued expenses on the consolidated balance sheets. As of June 30, 2019 , the principal legal and administrative proceedings in which the Company was involved, or which had been terminated during 2019 , were as follows: Ville Mercier. In September 2002, the Company acquired the stock of a subsidiary (the "Mercier Subsidiary") which owns a hazardous waste incinerator in Ville Mercier, Quebec (the "Mercier Facility"). The property adjacent to the Mercier Facility, which is also owned by the Mercier Subsidiary, is now contaminated as a result of actions dating back to 1968, when the Government of Quebec issued two permits to dump organic liquids into lagoons on the property to a company unrelated to the Mercier Subsidiary. In 1999, Ville Mercier and three neighboring municipalities filed separate legal proceedings against the Mercier Subsidiary and the Government of Quebec. In 2012, the municipalities amended their existing statement of claim to seek $2.9 million (CAD) in general damages and $10.0 million (CAD) in punitive damages, plus interest and costs, as well as injunctive relief. Both the Government of Quebec and the Company have filed summary judgment motions against the municipalities. The parties are attempting to negotiate a resolution and hearings on the motions have been delayed. In September 2007, the Quebec Minister of Sustainable Development, Environment and Parks issued a notice pursuant to Section 115.1 of the Environment Quality Act, superseding notices issued in 1992, which are the subject of the pending litigation. The more recent notice notifies the Mercier Subsidiary that, if the Mercier Subsidiary does not take certain remedial measures at the site, the Minister intends to undertake those measures at the site and claim direct and indirect costs related to such measures. The Company has accrued for costs expected to be incurred relative to the resolution of this matter and believes this matter will not have future material effect on its financial position, results of operations or cash flows. Safety-Kleen Legal Proceedings. On December 28, 2012, the Company acquired Safety-Kleen, Inc. ("Safety-Kleen") and thereby became subject to the legal proceedings in which Safety-Kleen was a party on that date. In addition to certain Superfund proceedings in which Safety-Kleen has been named as a potentially responsible party as described below under “Superfund Proceedings,” the principal such legal proceedings involving Safety-Kleen which were outstanding as of June 30, 2019 were as follows: Product Liability Cases. Safety-Kleen has been named as a defendant in various lawsuits that are currently pending in various courts and jurisdictions throughout the United States, including approximately 57 proceedings (excluding cases which have been settled but not formally dismissed) as of June 30, 2019 , wherein persons claim personal injury resulting from the use of Safety-Kleen's parts cleaning equipment or cleaning products. These proceedings typically involve allegations that the solvent used in Safety-Kleen's parts cleaning equipment contains contaminants and/or that Safety-Kleen's recycling process does not effectively remove the contaminants that become entrained in the solvent during their use. In addition, certain claimants assert that Safety-Kleen failed to adequately warn the product user of potential risks, including a historic failure to warn that solvent contains trace amounts of toxic or hazardous substances such as benzene. Safety-Kleen maintains insurance that it believes will provide coverage for these product liability claims (over amounts accrued for self-insured retentions and deductibles in certain limited cases), except for punitive damages to the extent not insurable under state law or excluded from insurance coverage. Safety-Kleen also believes that these claims lack merit and has historically vigorously defended, and intends to continue to vigorously defend, itself and the safety of its products against all these claims. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. Consequently, Safety-Kleen is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact with respect to these matters as of June 30, 2019 . From January 1, 2019 to June 30, 2019 , 19 product liability claims were settled or dismissed. Due to the nature of these claims and the related insurance, the Company did not incur any expense as Safety-Kleen's insurance provided coverage in full for all such claims. Safety-Kleen may be named in similar, additional lawsuits in the future, including claims for which insurance coverage may not be available. Superfund Proceedings The Company has been notified that either the Company (which, since December 28, 2012, includes Safety-Kleen) or the prior owners of certain of the Company's facilities for which the Company may have certain indemnification obligations have been identified as potentially responsible parties ("PRPs") or potential PRPs in connection with 129 sites which are subject to or are proposed to become subject to proceedings under federal or state Superfund laws. Of the 129 sites, five (including the BR Facility described below) involve facilities that are now owned or leased by the Company and 124 involve third-party sites to which either the Company or the prior owners of certain of the Company’s facilities shipped wastes. Of the 124 third-party sites, 31 are now settled, 16 are currently requiring expenditures on remediation and 77 are not currently requiring expenditures on remediation. In connection with each site, the Company has estimated the extent, if any, to which it may be subject, either directly or as a result of any indemnification obligations, for cleanup and remediation costs, related legal and consulting costs associated with PRP investigations, settlements and related legal and administrative proceedings. The amount of such actual and potential liability is inherently difficult to estimate because of, among other relevant factors, uncertainties as to the legal liability, if any, of the Company or the prior owners of certain of the Company's facilities to contribute a portion of the cleanup costs, the assumptions that must be made in calculating the estimated cost and timing of remediation, the identification of other PRPs and their respective capability and obligation to contribute to remediation efforts and the existence and legal standing of indemnification agreements, if any, with prior owners, which may either benefit the Company or subject the Company to potential indemnification obligations. The Company believes its potential liability could exceed $100,000 at ten of the 124 third-party sites. BR Facility. The Company acquired in 2002 a former hazardous waste incinerator and landfill in Baton Rouge (the "BR Facility"), for which operations had been previously discontinued by the prior owner. In September 2007, the U.S. Environmental Protection Agency ("EPA")" issued a special notice letter to the Company related to the Devil's Swamp Lake Site ("Devil's Swamp") in East Baton Rouge Parish, Louisiana. Devil's Swamp includes a lake located downstream of an outfall ditch where wastewater and storm water have been discharged, and Devil's Swamp is proposed to be included on the National Priorities List due to the presence of Contaminants of Concern ("COC") cited by the EPA. These COCs include substances of the kind found in wastewater and storm water discharged from the BR Facility in past operations. The EPA originally requested COC generators to submit a good faith offer to conduct a remedial investigation feasibility study directed towards the eventual remediation of the site. In 2018 the Company completed performing corrective actions at the BR Facility under an order issued by the Louisiana Department of Environmental Quality and has also completed conducting the remedial investigation and feasibility study for Devil's Swamp under an order issued by the EPA. The Company cannot presently estimate the potential additional liability for the Devil's Swamp cleanup until a final remedy is selected by the EPA with issuance of a Record of Decision. Third-Party Sites. Of the 124 third-party sites at which the Company has been notified it is a PRP or potential PRP or may have indemnification obligations, Clean Harbors has an indemnification agreement at 11 of these sites with ChemWaste, a former subsidiary of Waste Management, Inc., and at six additional of these third-party sites, Safety-Kleen has a similar indemnification agreement with McKesson Corporation. These agreements indemnify the Company (which now includes Safety-Kleen) with respect to any liability at the 17 sites for waste disposed prior to the Company's (or Safety-Kleen's) acquisition of the former subsidiaries of Waste Management and McKesson which had shipped wastes to those sites. Accordingly, Waste Management or McKesson are paying all costs of defending those subsidiaries in those 17 cases, including legal fees and settlement costs. However, there can be no guarantee that the Company's ultimate liabilities for those sites will not exceed the amount recorded or that indemnities applicable to any of these sites will be available to pay all or a portion of related costs. Except for the indemnification agreements which the Company holds from ChemWaste, McKesson and two other entities, the Company does not have an indemnity agreement with respect to any of the 124 third-party sites discussed above. Federal, State and Provincial Enforcement Actions From time to time, the Company pays fines or penalties in regulatory proceedings relating primarily to waste treatment, storage or disposal facilities. As of June 30, 2019 and December 31, 2018 , there were 11 and ten proceedings, respectively, for which the Company reasonably believes that the sanctions could equal or exceed $100,000 . The Company believes that the fines or other penalties in these or any of the other regulatory proceedings will, individually or in the aggregate, not have a material effect on its financial condition, results of operations or cash flows. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
LEASES | LEASES As of June 30, 2019 , the Company’s leases were all operating leases except for a single finance lease related to the Company’s corporate headquarters, which was amended during the first quarter of 2019, resulting in the classification as a finance lease. The Company’s lease expense was as follows (in thousands): For the Three Months Ended June 30, 2019 For the Six Months Ended June 30, 2019 Operating lease cost $ 13,988 $ 27,350 Finance lease cost: Amortization of ROU asset 245 490 Interest on lease liability 291 612 Total finance lease cost 536 1,102 Short-term lease cost 18,323 38,037 Variable lease cost 2,991 4,233 Total lease cost $ 35,838 $ 70,722 Other information related to leases was as follows (in thousands, except lease term and discount rate): Supplemental Lease Balance Sheet Information: June 30, 2019 ROU assets: Operating leases $ 173,504 Finance lease (included in property, plant and equipment, net) 22,537 Current portion of lease liabilities: Operating leases 42,564 Finance lease (included in accrued expenses) 399 Long-term portion of lease liabilities: Operating leases 130,704 Finance lease (included in deferred taxes, unrecognized tax benefits and other long-term liabilities) 23,701 Weighted Average Remaining Lease Term (years) June 30, 2019 Operating leases 5.2 Finance lease 23.0 Weighted Average Discount Rate Operating leases 5.34 % Finance lease 5.25 % At June 30, 2019 , the Company's future lease payments under non-cancelable leases that have lease terms in excess of one year were as follows (in thousands): Years Ending December 31, Operating Leases Finance Lease 2019 (six months) $ 27,763 $ 871 2020 47,602 1,777 2021 35,959 1,813 2022 28,374 1,849 2023 20,388 1,886 2024 13,930 1,923 Thereafter 27,429 40,636 Total future lease payments 201,445 50,755 Amount representing interest (28,177 ) (26,655 ) Total lease liabilities $ 173,268 $ 24,100 At June 30, 2019 , none of the Company's executed leases that had not yet commenced will create significant rights or obligations in the future and its sublease transactions are not material. Additionally, the Company does not have any related party leases and there were no restrictions or covenants imposed by its leases. Disclosures related to periods prior to adoption of Topic 842 The following is a summary of future minimum payments under operating leases that have initial or remaining non-cancelable lease terms in excess of one year at December 31, 2018 (in thousands): Year Total Operating Leases 2019 $ 56,480 2020 45,467 2021 33,564 2022 24,509 2023 15,253 Thereafter 35,778 Total minimum lease payments $ 211,051 During the years ended December 31, 2018, 2017 and 2016, rent expense including short-term rentals was approximately $141.1 million , $125.4 million and $121.9 million , respectively. |
SEGMENT REPORTING
SEGMENT REPORTING | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING Segment reporting is prepared on the same basis that the Company's chief executive officer, who is the Company's chief operating decision maker, manages the business, makes operating decisions and assesses performance. The Company's operations are managed in two operating segments: Environmental Services and Safety-Kleen. Third-party revenue is revenue billed to outside customers by a particular segment. Direct revenue is revenue allocated to the segment providing the product or service. Intersegment revenues represent the sharing of third-party revenues among the segments based on products and services provided by each segment as if the products and services were sold directly to the third- party. The intersegment revenues are shown net. The operations not managed through the Company’s operating segments described above are recorded as “Corporate Items.” The following table reconciles third-party revenues to direct revenues for the three and six months ended June 30, 2019 and June 30, 2018 (in thousands): For the Three Months Ended June 30, 2019 For the Three Months Ended June 30, 2018 Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Environmental Services $ 526,294 $ 36,206 $ 576 $ 563,076 $ 519,916 $ 34,291 $ 607 $ 554,814 Safety-Kleen 342,182 (36,206 ) 8 305,984 328,715 (34,291 ) 11 294,435 Corporate Items 202 — (584 ) (382 ) 509 — (618 ) (109 ) Total $ 868,678 $ — $ — $ 868,678 $ 849,140 $ — $ — $ 849,140 For the Six Months Ended June 30, 2019 For the Six Months Ended June 30, 2018 Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Environmental Services $ 999,992 $ 70,281 $ 1,825 $ 1,072,098 $ 959,604 $ 66,256 $ 1,401 $ 1,027,261 Safety-Kleen 648,729 (70,281 ) 13 578,461 638,633 (66,256 ) 22 572,399 Corporate Items 796 — (1,838 ) (1,042 ) 681 — (1,423 ) (742 ) Total $ 1,649,517 $ — $ — $ 1,649,517 $ 1,598,918 $ — $ — $ 1,598,918 The primary financial measure by which the Company evaluates the performance of its segments is "Adjusted EBITDA," which consists of net income plus accretion of environmental liabilities, depreciation and amortization, interest expense, net of interest income, provision for income taxes and other gains or non-cash charges not deemed representative of fundamental segment results and excludes other expense (income), net. Transactions between the segments are accounted for at the Company’s best estimate based on similar transactions with outside customers. The following table presents Adjusted EBITDA information used by management by reported segment (in thousands): For the Three Months Ended For the Six Months Ended June 30, June 30, 2019 2018 2019 2018 Adjusted EBITDA: Environmental Services $ 117,868 $ 109,199 $ 207,378 $ 170,616 Safety-Kleen 79,459 73,069 134,252 134,953 Corporate Items (47,502 ) (42,707 ) (90,142 ) (77,743 ) Total 149,825 139,561 251,488 227,826 Reconciliation to Consolidated Statements of Operations: Accretion of environmental liabilities 2,560 2,448 5,134 4,878 Depreciation and amortization 74,217 72,760 149,572 147,604 Income from operations 73,048 64,353 96,782 75,344 Other expense (income), net 564 (846 ) (2,419 ) (547 ) Interest expense, net of interest income 20,215 20,769 39,979 41,039 Income before provision for income taxes $ 52,269 $ 44,430 $ 59,222 $ 34,852 The following table presents certain assets by reportable segment and in the aggregate (in thousands): June 30, 2019 December 31, 2018 Property, plant and equipment, net Environmental Services $ 956,381 $ 951,867 Safety-Kleen 559,510 553,220 Corporate Items 81,026 56,891 Total property, plant and equipment, net $ 1,596,917 $ 1,561,978 Goodwill and Permits and other intangibles, net Environmental Services Goodwill $ 212,808 $ 207,019 Permits and other intangibles, net 93,303 93,313 Total Environmental Services 306,111 300,332 Safety-Kleen Goodwill $ 312,236 $ 307,170 Permits and other intangibles, net 340,550 348,562 Total Safety-Kleen 652,786 655,732 Total $ 958,897 $ 956,064 The following table presents the total assets by reportable segment (in thousands): June 30, 2019 December 31, 2018 Environmental Services $ 1,756,818 $ 1,640,706 Safety-Kleen 1,513,920 1,431,381 Corporate Items 684,583 666,234 Total $ 3,955,321 $ 3,738,321 The following table presents the total assets by geographical area (in thousands): June 30, 2019 December 31, 2018 United States $ 3,270,464 $ 3,090,311 Canada 684,857 648,010 Total $ 3,955,321 $ 3,738,321 |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Standards implemented In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases (Topic 842) . The amendment increases transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The Company adopted Topic 842 on January 1, 2019 using the modified retrospective method of adoption. Prior period amounts have not been adjusted and continue to be reported in accordance with the Company's historical accounting methodology pursuant to ASC 840, Leases . As permitted under the transition guidance, the Company elected to apply the package of three practical expedients for all existing leases which, among other things, allowed us to maintain the lease classification for all existing leases at the adoption date. The adoption of Topic 842 resulted in the recognition of right-of-use (“ROU”) assets of $185.5 million and total current and noncurrent lease liabilities of $188.5 million at adoption. Additionally, Topic 842 required new and expanded disclosures to enable users of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. The standard did not have a material impact on the consolidated statements of operations or cash flows. Leases The Company’s leases predominately relate to real estate and equipment such as vehicles and industrial equipment utilized in operations as well as rail cars utilized in connection with the Company’s transportation needs. Contracts are reviewed at inception to determine if the arrangement is a lease and, if so, whether it is an operating or finance lease. For all of its leases, the Company has elected not to separate lease and nonlease components, such as common area maintenance. The Company generally enters into real estate leases with five to ten-year terms and non-real estate leases with two to seven-year terms. In the normal course of business, the Company also enters into short-term leases having terms of less than one-year. These leases are generally equipment leases entered into for short periods of time (e.g. daily, weekly or monthly), and done so to satisfy immediate and/or short-term operational needs of the business which can arise based upon the nature of particular services performed or seasonality factors. The Company has elected not to recognize ROU assets and lease liabilities for these short-term leases. Expense for all such short-term leases is disclosed as short-term lease cost as shown in Note 17, "Leases." Operating and finance leases with terms exceeding one year are recognized as ROU assets and lease liabilities and measured based on the present value of the future lease payments over the lease term at commencement date. When applicable, the ROU asset includes any lease payments made at or before the commencement date and initial direct costs incurred and is reduced by lease incentives received under the lease agreement, if any. Certain of the Company's real estate leases contain escalating future lease payments. Escalating lease payments that are based upon explicit amounts contained in the lease or an index (e.g., consumer price index) are included in its determination of future lease payments to determine the ROU asset and lease liability recognized at the commencement date. Any differences in the future lease payments from initial recognition are not anticipated to be material and will be recorded as variable lease cost in the period incurred. The variable lease cost will also include the Company’s portion of property tax, utilities and common area maintenance. A significant portion of the Company’s real estate lease agreements include renewal periods at the Company’s option. The Company includes these renewal periods in the lease term only when renewal is reasonably certain based upon facts and circumstances specific to the lease and known by the Company. The Company uses its incremental borrowing rate on collateralized debt based on the information available at the lease commencement date in determining the present value of future lease payments as the implicit rate is typically not readily determinable. |
REVENUES (Tables)
REVENUES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table presents the Company’s third-party revenues disaggregated by revenue source (in thousands): For the Three Months Ended June 30, 2019 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 431,749 $ 316,688 $ 202 $ 748,639 Canada 94,545 25,494 — 120,039 Total third-party revenues $ 526,294 $ 342,182 $ 202 $ 868,678 Sources of Revenue (1) Technical Services $ 275,908 $ — $ — $ 275,908 Field and Emergency Response Services 86,722 — — 86,722 Industrial Services 136,011 — — 136,011 Oil, Gas and Lodging Services and Other 27,653 — 202 27,855 Safety-Kleen Environmental Services — 216,434 — 216,434 Safety-Kleen Oil (2) — 125,748 — 125,748 Total third-party revenues $ 526,294 $ 342,182 $ 202 $ 868,678 For the Three Months Ended June 30, 2018 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 408,127 $ 306,059 $ 363 $ 714,549 Canada 111,789 22,656 146 134,591 Total third-party revenues $ 519,916 $ 328,715 $ 509 $ 849,140 Sources of Revenue (1) Technical Services $ 257,006 $ — $ — $ 257,006 Field and Emergency Response Services 76,092 — — 76,092 Industrial Services 161,046 — — 161,046 Oil, Gas and Lodging Services and Other 25,772 — 509 26,281 Safety-Kleen Environmental Services — 200,034 — 200,034 Safety-Kleen Oil (2) — 128,681 — 128,681 Total third-party revenues $ 519,916 $ 328,715 $ 509 $ 849,140 For the Six Months Ended June 30, 2019 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 819,918 $ 603,262 $ 796 $ 1,423,976 Canada 180,074 45,467 — 225,541 Total third-party revenues $ 999,992 $ 648,729 $ 796 $ 1,649,517 Sources of Revenue (1) Technical Services $ 527,827 $ — $ — $ 527,827 Field and Emergency Response Services 158,348 — — 158,348 Industrial Services 252,109 — — 252,109 Oil, Gas and Lodging Services and Other 61,708 — 796 62,504 Safety-Kleen Environmental Services — 423,517 — 423,517 Safety-Kleen Oil (2) — 225,212 — 225,212 Total third-party revenues $ 999,992 $ 648,729 $ 796 $ 1,649,517 For the Six Months Ended June 30, 2018 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 752,099 $ 593,701 $ 508 $ 1,346,308 Canada 207,505 44,932 173 252,610 Total third-party revenues $ 959,604 $ 638,633 $ 681 $ 1,598,918 Sources of Revenue (1) Technical Services $ 493,312 $ — $ — $ 493,312 Field and Emergency Response Services 146,027 — — 146,027 Industrial Services 264,809 — — 264,809 Oil, Gas and Lodging Services and Other 55,456 — 681 56,137 Safety-Kleen Environmental Services — 394,195 — 394,195 Safety-Kleen Oil (2) — 244,438 — 244,438 Total third-party revenues $ 959,604 $ 638,633 $ 681 $ 1,598,918 ______________________ (1) All revenue except oil and oil product sales within Safety-Kleen Oil and product sales within Safety-Kleen Environmental Services, which include various automotive related fluids, shop supplies and direct blended oil sales, are recognized over time. Safety-Kleen Oil and Safety-Kleen Environmental Services product sales are recognized at a point in time. (2) Safety-Kleen Oil was formerly known as Kleen Performance Products. |
Contract Balances | Contract Balances June 30, 2019 December 31, 2018 Receivables $ 632,888 $ 606,952 Contract assets (unbilled receivables) 52,174 54,794 Contract liabilities (deferred revenue) 75,170 61,843 |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Business Acquisitions, by Acquisition | The components and allocation of the purchase price for the Veolia Business consist of the following amounts (in thousands): Final Allocation Accounts receivable, including unbilled receivables $ 39,558 Inventories and supplies 1,126 Prepaid expenses and other current assets 828 Property, plant and equipment 72,243 Permits and other intangibles 5,140 Current liabilities (18,372 ) Closure and post-closure liabilities (354 ) Total identifiable net assets 100,169 Goodwill 24,331 Total purchase price $ 124,500 |
INVENTORIES AND SUPPLIES (Table
INVENTORIES AND SUPPLIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories and supplies consisted of the following (in thousands): June 30, 2019 December 31, 2018 Oil and oil products $ 70,596 $ 70,823 Supplies and drums 108,713 104,609 Solvent and solutions 10,173 10,657 Other 13,849 13,390 Total inventories and supplies $ 203,331 $ 199,479 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, plant and equipment consisted of the following (in thousands): June 30, 2019 December 31, 2018 Land $ 134,306 $ 123,734 Asset retirement costs (non-landfill) 15,358 15,148 Landfill assets 164,816 154,918 Buildings and improvements (1) 472,383 440,188 Camp equipment 158,992 152,998 Vehicles 777,968 721,735 Equipment 1,732,020 1,697,490 Furniture and fixtures 5,511 5,453 Construction in progress 34,949 20,931 3,496,303 3,332,595 Less - accumulated depreciation and amortization 1,899,386 1,770,617 Total property, plant and equipment, net $ 1,596,917 $ 1,561,978 ______________________ (1) Inclusive of finance lease. |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes to goodwill | The changes in goodwill by segment for the six months ended June 30, 2019 were as follows (in thousands): Environmental Services Safety-Kleen Totals Balance at January 1, 2019 $ 207,019 $ 307,170 $ 514,189 Increase from current period acquisitions 7,311 5,225 12,536 Measurement period adjustments from prior period acquisitions (2,611 ) (1,421 ) (4,032 ) Foreign currency translation 1,089 1,262 2,351 Balance at June 30, 2019 $ 212,808 $ 312,236 $ 525,044 |
Summary of indefinite-lived intangible assets | As of June 30, 2019 and December 31, 2018 , the Company's total intangible assets consisted of the following (in thousands): June 30, 2019 December 31, 2018 Cost Accumulated Net Cost Accumulated Net Permits $ 182,063 $ 83,278 $ 98,785 $ 177,583 $ 79,358 $ 98,225 Customer and supplier relationships 401,296 195,036 206,260 393,487 179,824 213,663 Other intangible assets 38,198 32,266 5,932 37,262 29,743 7,519 Total amortizable permits and other intangible assets 621,557 310,580 310,977 608,332 288,925 319,407 Trademarks and trade names 122,876 — 122,876 122,468 — 122,468 Total permits and other intangible assets $ 744,433 $ 310,580 $ 433,853 $ 730,800 $ 288,925 $ 441,875 |
Schedule of finite-lived intangible assets | As of June 30, 2019 and December 31, 2018 , the Company's total intangible assets consisted of the following (in thousands): June 30, 2019 December 31, 2018 Cost Accumulated Net Cost Accumulated Net Permits $ 182,063 $ 83,278 $ 98,785 $ 177,583 $ 79,358 $ 98,225 Customer and supplier relationships 401,296 195,036 206,260 393,487 179,824 213,663 Other intangible assets 38,198 32,266 5,932 37,262 29,743 7,519 Total amortizable permits and other intangible assets 621,557 310,580 310,977 608,332 288,925 319,407 Trademarks and trade names 122,876 — 122,876 122,468 — 122,468 Total permits and other intangible assets $ 744,433 $ 310,580 $ 433,853 $ 730,800 $ 288,925 $ 441,875 |
Schedule of expected amortization for the net carrying amount of finite lived intangible assets | The expected amortization of the net carrying amount of finite-lived intangible assets at June 30, 2019 was as follows (in thousands): Years Ending December 31, Expected Amortization 2019 (six months) $ 16,748 2020 31,943 2021 28,661 2022 28,231 2023 24,090 Thereafter 181,304 $ 310,977 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Payables and Accruals [Abstract] | |
Accrued expenses | Accrued expenses consisted of the following (in thousands): June 30, 2019 December 31, 2018 Insurance $ 67,427 $ 70,217 Interest 3,952 3,930 Accrued compensation and benefits 54,353 77,881 Income, real estate, sales and other taxes 40,236 25,670 Other 58,529 55,707 $ 224,497 $ 233,405 |
CLOSURE AND POST-CLOSURE LIAB_2
CLOSURE AND POST-CLOSURE LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of closure and post-closure liabilities | The changes to closure and post-closure liabilities (also referred to as “asset retirement obligations”) from January 1, 2019 through June 30, 2019 were as follows (in thousands): Landfill Non-Landfill Total Balance at January 1, 2019 $ 37,809 $ 32,122 $ 69,931 Liabilities assumed in acquisitions — 220 220 New asset retirement obligations 1,058 — 1,058 Accretion 1,455 1,387 2,842 Changes in estimates recorded to statement of operations — 107 107 Changes in estimates recorded to balance sheet 2,798 — 2,798 Expenditures (319 ) (1,219 ) (1,538 ) Currency translation and other 222 190 412 Balance at June 30, 2019 $ 43,023 $ 32,807 $ 75,830 |
REMEDIAL LIABILITIES (Tables)
REMEDIAL LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Environmental Remediation Obligations [Abstract] | |
Changes to remedial liabilities | The changes to remedial liabilities from January 1, 2019 through June 30, 2019 were as follows (in thousands): Remedial Liabilities for Landfill Sites Remedial Liabilities for Inactive Sites Remedial Liabilities (Including Superfund) for Non-Landfill Operations Total Balance at January 1, 2019 $ 1,838 $ 65,315 $ 53,864 $ 121,017 Accretion 44 1,359 889 2,292 Changes in estimates recorded to statement of operations 23 171 (1,049 ) (855 ) Expenditures (29 ) (2,445 ) (2,122 ) (4,596 ) Currency translation and other — 24 393 417 Balance at June 30, 2019 $ 1,876 $ 64,424 $ 51,975 $ 118,275 |
FINANCING ARRANGEMENTS (Tables)
FINANCING ARRANGEMENTS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Debt Disclosure [Abstract] | |
Summary of the entity's financial arrangements | The following table is a summary of the Company’s financing arrangements (in thousands): Current Obligations: June 30, 2019 December 31, 2018 Senior secured Term Loan Agreement ("Term Loan Agreement") $ 7,535 $ 7,535 Long-Term Obligations: Senior secured Term Loan Agreement due June 30, 2024 $ 730,929 $ 734,697 Senior unsecured notes, at 5.125%, due June 1, 2021 ("2021 Notes") 845,000 845,000 Long-term obligations, at par $ 1,575,929 $ 1,579,697 Unamortized debt issuance costs and premium, net (12,940 ) (14,676 ) Long-term obligations, at carrying value $ 1,562,989 $ 1,565,021 |
Summary of redemption prices | After the dates in the preceding paragraph, the Company may redeem all or any portion of the New Notes which remain outstanding at any time upon proper notice at the following redemption prices if redeemed during the twelve-month period commencing on July 15 of the years set forth below plus accrued and unpaid interest, if any, to the date of redemption: 2027 Notes Year Percentage 2022 102.438 % 2023 101.210 % 2024 and thereafter 100.000 % 2029 Notes Year Percentage 2024 102.563 % 2025 101.281 % 2026 and thereafter 100.000 % |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of basic and diluted earnings per share computations | The following are computations of basic and diluted earnings per share (in thousands except for per share amounts): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Numerator for basic and diluted earnings per share: Net income $ 36,244 $ 30,747 $ 37,220 $ 18,116 Denominator: Basic shares outstanding 55,875 56,410 55,861 56,304 Dilutive effect of stock-based compensation awards 191 95 140 95 Dilutive shares outstanding 56,066 56,505 56,001 56,399 Basic income per share: $ 0.65 $ 0.55 $ 0.67 $ 0.32 Diluted income per share: $ 0.65 $ 0.54 $ 0.66 $ 0.32 |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Schedule of accumulated other comprehensive loss | The changes in accumulated other comprehensive loss by component and related tax effects for the six months ended June 30, 2019 were as follows (in thousands): Foreign Currency Translation Unrealized (Losses) Gains on Available-For-Sale Securities Unrealized Losses on Interest Rate Hedge Unfunded Pension Liability Total Balance at January 1, 2019 $ (212,925 ) $ (69 ) $ (8,773 ) $ (1,604 ) $ (223,371 ) Other comprehensive income (loss) before tax effects 22,137 (35 ) (14,031 ) — 8,071 Tax impact related to items in other comprehensive income (loss) — (58 ) — — (58 ) Amounts reclassified out of accumulated other comprehensive loss — 332 755 — 1,087 Other comprehensive income (loss) 22,137 239 (13,276 ) — 9,100 Balance at June 30, 2019 $ (190,788 ) $ 170 $ (22,049 ) $ (1,604 ) $ (214,271 ) |
Reclassification out of accumulated other comprehensive income | The amounts reclassified out of accumulated other comprehensive loss into the consolidated statement of operations, with presentation location, during the three and six months ended June 30, 2019 were as follows (in thousands): Other Comprehensive Income (Loss) Components For the Three Months Ended June 30, 2019 For the Six Months Ended June 30, 2019 Location Unrealized loss on interest rate hedge $ (397 ) $ (755 ) Interest expense, net of interest income Unrealized loss on available-for-sale securities (332 ) (332 ) Other (expense) income, net |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Summary of restricted stock awards | The following table summarizes information about restricted stock awards for the six months ended June 30, 2019 : Restricted Stock Number of Shares Weighted Average Grant-Date Fair Value Balance at January 1, 2019 657,240 $ 54.65 Granted 79,060 65.12 Vested (207,032 ) 53.75 Forfeited (48,166 ) 54.92 Balance at June 30, 2019 481,102 56.73 |
Summary of performance stock awards | The following table summarizes information about performance stock awards for the six months ended June 30, 2019 : Performance Stock Number of Shares Weighted Average Grant-Date Fair Value Balance at January 1, 2019 213,490 $ 55.71 Granted — — Vested (51,996 ) 55.77 Forfeited (23,554 ) 55.64 Balance at June 30, 2019 137,940 55.69 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of Lease Expense | Weighted Average Remaining Lease Term (years) June 30, 2019 Operating leases 5.2 Finance lease 23.0 Weighted Average Discount Rate Operating leases 5.34 % Finance lease 5.25 % The Company’s lease expense was as follows (in thousands): For the Three Months Ended June 30, 2019 For the Six Months Ended June 30, 2019 Operating lease cost $ 13,988 $ 27,350 Finance lease cost: Amortization of ROU asset 245 490 Interest on lease liability 291 612 Total finance lease cost 536 1,102 Short-term lease cost 18,323 38,037 Variable lease cost 2,991 4,233 Total lease cost $ 35,838 $ 70,722 |
Supplemental Lease Balance Sheet Information | Other information related to leases was as follows (in thousands, except lease term and discount rate): Supplemental Lease Balance Sheet Information: June 30, 2019 ROU assets: Operating leases $ 173,504 Finance lease (included in property, plant and equipment, net) 22,537 Current portion of lease liabilities: Operating leases 42,564 Finance lease (included in accrued expenses) 399 Long-term portion of lease liabilities: Operating leases 130,704 Finance lease (included in deferred taxes, unrecognized tax benefits and other long-term liabilities) 23,701 |
Schedule of Operating Lease Maturity | At June 30, 2019 , the Company's future lease payments under non-cancelable leases that have lease terms in excess of one year were as follows (in thousands): Years Ending December 31, Operating Leases Finance Lease 2019 (six months) $ 27,763 $ 871 2020 47,602 1,777 2021 35,959 1,813 2022 28,374 1,849 2023 20,388 1,886 2024 13,930 1,923 Thereafter 27,429 40,636 Total future lease payments 201,445 50,755 Amount representing interest (28,177 ) (26,655 ) Total lease liabilities $ 173,268 $ 24,100 |
Schedule of Finance Lease Maturity | At June 30, 2019 , the Company's future lease payments under non-cancelable leases that have lease terms in excess of one year were as follows (in thousands): Years Ending December 31, Operating Leases Finance Lease 2019 (six months) $ 27,763 $ 871 2020 47,602 1,777 2021 35,959 1,813 2022 28,374 1,849 2023 20,388 1,886 2024 13,930 1,923 Thereafter 27,429 40,636 Total future lease payments 201,445 50,755 Amount representing interest (28,177 ) (26,655 ) Total lease liabilities $ 173,268 $ 24,100 |
Summary of Future Minimum Payments Under Operating Leases | The following is a summary of future minimum payments under operating leases that have initial or remaining non-cancelable lease terms in excess of one year at December 31, 2018 (in thousands): Year Total Operating Leases 2019 $ 56,480 2020 45,467 2021 33,564 2022 24,509 2023 15,253 Thereafter 35,778 Total minimum lease payments $ 211,051 |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Segment Reporting [Abstract] | |
Reconciliation of third party revenues to direct revenues | The following table reconciles third-party revenues to direct revenues for the three and six months ended June 30, 2019 and June 30, 2018 (in thousands): For the Three Months Ended June 30, 2019 For the Three Months Ended June 30, 2018 Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Environmental Services $ 526,294 $ 36,206 $ 576 $ 563,076 $ 519,916 $ 34,291 $ 607 $ 554,814 Safety-Kleen 342,182 (36,206 ) 8 305,984 328,715 (34,291 ) 11 294,435 Corporate Items 202 — (584 ) (382 ) 509 — (618 ) (109 ) Total $ 868,678 $ — $ — $ 868,678 $ 849,140 $ — $ — $ 849,140 For the Six Months Ended June 30, 2019 For the Six Months Ended June 30, 2018 Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Third-party revenues Intersegment revenues, net Corporate Items, net Direct revenues Environmental Services $ 999,992 $ 70,281 $ 1,825 $ 1,072,098 $ 959,604 $ 66,256 $ 1,401 $ 1,027,261 Safety-Kleen 648,729 (70,281 ) 13 578,461 638,633 (66,256 ) 22 572,399 Corporate Items 796 — (1,838 ) (1,042 ) 681 — (1,423 ) (742 ) Total $ 1,649,517 $ — $ — $ 1,649,517 $ 1,598,918 $ — $ — $ 1,598,918 |
Reconciliation to consolidated statements of income from adjusted EBITDA | The following table presents Adjusted EBITDA information used by management by reported segment (in thousands): For the Three Months Ended For the Six Months Ended June 30, June 30, 2019 2018 2019 2018 Adjusted EBITDA: Environmental Services $ 117,868 $ 109,199 $ 207,378 $ 170,616 Safety-Kleen 79,459 73,069 134,252 134,953 Corporate Items (47,502 ) (42,707 ) (90,142 ) (77,743 ) Total 149,825 139,561 251,488 227,826 Reconciliation to Consolidated Statements of Operations: Accretion of environmental liabilities 2,560 2,448 5,134 4,878 Depreciation and amortization 74,217 72,760 149,572 147,604 Income from operations 73,048 64,353 96,782 75,344 Other expense (income), net 564 (846 ) (2,419 ) (547 ) Interest expense, net of interest income 20,215 20,769 39,979 41,039 Income before provision for income taxes $ 52,269 $ 44,430 $ 59,222 $ 34,852 |
PP&E, intangible assets and total assets by segment | The following table presents certain assets by reportable segment and in the aggregate (in thousands): June 30, 2019 December 31, 2018 Property, plant and equipment, net Environmental Services $ 956,381 $ 951,867 Safety-Kleen 559,510 553,220 Corporate Items 81,026 56,891 Total property, plant and equipment, net $ 1,596,917 $ 1,561,978 Goodwill and Permits and other intangibles, net Environmental Services Goodwill $ 212,808 $ 207,019 Permits and other intangibles, net 93,303 93,313 Total Environmental Services 306,111 300,332 Safety-Kleen Goodwill $ 312,236 $ 307,170 Permits and other intangibles, net 340,550 348,562 Total Safety-Kleen 652,786 655,732 Total $ 958,897 $ 956,064 |
Schedule of assets by reported segment | The following table presents the total assets by reportable segment (in thousands): June 30, 2019 December 31, 2018 Environmental Services $ 1,756,818 $ 1,640,706 Safety-Kleen 1,513,920 1,431,381 Corporate Items 684,583 666,234 Total $ 3,955,321 $ 3,738,321 |
Total assets by geographical area | The following table presents the total assets by geographical area (in thousands): June 30, 2019 December 31, 2018 United States $ 3,270,464 $ 3,090,311 Canada 684,857 648,010 Total $ 3,955,321 $ 3,738,321 |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Jan. 01, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating lease right-of-use asset | $ 173,504 | |
Total current and noncurrent lease liabilities | $ 173,268 | |
Real Estate Leases | Minimum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Term of leases (in years) | 5 years | |
Real Estate Leases | Maximum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Term of leases (in years) | 10 years | |
Non-Real Estate Leases | Minimum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Term of leases (in years) | 2 years | |
Non-Real Estate Leases | Maximum | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Term of leases (in years) | 7 years | |
Short Term Leases | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Term of leases (in years) | 1 year | |
Accounting Standards Update 2016-02 | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Operating lease right-of-use asset | $ 185,500 | |
Total current and noncurrent lease liabilities | $ 188,500 |
REVENUES - Disaggregation of Re
REVENUES - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | $ 868,678 | $ 849,140 | $ 1,649,517 | $ 1,598,918 |
Technical Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 275,908 | 257,006 | 527,827 | 493,312 |
Field and Emergency Response Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 86,722 | 76,092 | 158,348 | 146,027 |
Industrial Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 136,011 | 161,046 | 252,109 | 264,809 |
Oil, Gas and Lodging Services and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 27,855 | 26,281 | 62,504 | 56,137 |
Safety-Kleen Environmental Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 216,434 | 200,034 | 423,517 | 394,195 |
Safety-Kleen Oil | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 125,748 | 128,681 | 225,212 | 244,438 |
United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 748,639 | 714,549 | 1,423,976 | 1,346,308 |
Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 120,039 | 134,591 | 225,541 | 252,610 |
Environmental Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 526,294 | 519,916 | 999,992 | 959,604 |
Environmental Services | Technical Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 275,908 | 257,006 | 527,827 | 493,312 |
Environmental Services | Field and Emergency Response Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 86,722 | 76,092 | 158,348 | 146,027 |
Environmental Services | Industrial Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 136,011 | 161,046 | 252,109 | 264,809 |
Environmental Services | Oil, Gas and Lodging Services and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 27,653 | 25,772 | 61,708 | 55,456 |
Environmental Services | Safety-Kleen Environmental Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Environmental Services | Safety-Kleen Oil | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Environmental Services | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 431,749 | 408,127 | 819,918 | 752,099 |
Environmental Services | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 94,545 | 111,789 | 180,074 | 207,505 |
Safety-Kleen | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 342,182 | 328,715 | 648,729 | 638,633 |
Safety-Kleen | Technical Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Safety-Kleen | Field and Emergency Response Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Safety-Kleen | Industrial Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Safety-Kleen | Oil, Gas and Lodging Services and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Safety-Kleen | Safety-Kleen Environmental Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 216,434 | 200,034 | 423,517 | 394,195 |
Safety-Kleen | Safety-Kleen Oil | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 125,748 | 128,681 | 225,212 | 244,438 |
Safety-Kleen | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 316,688 | 306,059 | 603,262 | 593,701 |
Safety-Kleen | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 25,494 | 22,656 | 45,467 | 44,932 |
Corporate | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 202 | 509 | 796 | 681 |
Corporate | Technical Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Corporate | Field and Emergency Response Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Corporate | Industrial Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Corporate | Oil, Gas and Lodging Services and Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 202 | 509 | 796 | 681 |
Corporate | Safety-Kleen Environmental Services | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Corporate | Safety-Kleen Oil | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 0 | 0 | 0 | 0 |
Corporate | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | 202 | 363 | 796 | 508 |
Corporate | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total third party revenues | $ 0 | $ 146 | $ 0 | $ 173 |
REVENUES - Contract Balances (D
REVENUES - Contract Balances (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Revenue from Contract with Customer [Abstract] | ||
Receivables | $ 632,888 | $ 606,952 |
Contract assets (unbilled receivables) | 52,174 | 54,794 |
Contract liabilities (deferred revenue) | $ 75,170 | $ 61,843 |
REVENUES - Narrative (Details)
REVENUES - Narrative (Details) | Jun. 30, 2019 |
Minimum | |
Business Acquisition [Line Items] | |
Amortization period (in days) | 49 days |
Maximum | |
Business Acquisition [Line Items] | |
Amortization period (in days) | 98 days |
BUSINESS COMBINATIONS - 2019 Ac
BUSINESS COMBINATIONS - 2019 Acquisitions (Details) - USD ($) $ in Thousands | May 31, 2019 | Mar. 01, 2019 | Jun. 30, 2019 |
Business Acquisition [Line Items] | |||
Goodwill recognized | $ 12,536 | ||
Private Held Company | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 14,900 | $ 10,400 | |
Goodwill recognized | $ 7,300 | $ 5,200 |
BUSINESS COMBINATIONS - 2018 Ac
BUSINESS COMBINATIONS - 2018 Acquisitions (Details) - USD ($) $ in Thousands | Aug. 31, 2018 | Feb. 23, 2018 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Business Acquisition [Line Items] | |||||
Goodwill recognized | $ 12,536 | ||||
Acquired Company Included in Safety-Kleen and Environmental Services Segments | |||||
Business Acquisition [Line Items] | |||||
Goodwill recognized | $ 12,300 | ||||
Purchase price | $ 26,700 | ||||
Veolia Division | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 124,500 | ||||
Weighted average amortization period (in years) | 8 years 2 months 12 days | ||||
Pre-tax income | $ 2,100 | $ 3,300 |
BUSINESS COMBINATIONS - Assets
BUSINESS COMBINATIONS - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Goodwill | $ 525,044 | $ 514,189 | |
Veolia Division | |||
Business Acquisition [Line Items] | |||
Accounts receivable, including unbilled receivables | $ 39,558 | ||
Inventories and supplies | 1,126 | ||
Prepaid expenses and other current assets | 828 | ||
Property, plant and equipment | 72,243 | ||
Permits and other intangibles | 5,140 | ||
Current liabilities | (18,372) | ||
Closure and post-closure liabilities | (354) | ||
Total identifiable net assets | 100,169 | ||
Goodwill | 24,331 | ||
Total purchase price, net of cash acquired | $ 124,500 |
INVENTORIES AND SUPPLIES (Detai
INVENTORIES AND SUPPLIES (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Oil and oil products | $ 70,596 | $ 70,823 |
Supplies and drums | 108,713 | 104,609 |
Solvent and solutions | 10,173 | 10,657 |
Other | 13,849 | 13,390 |
Total inventories and supplies | $ 203,331 | $ 199,479 |
PROPERTY, PLANT AND EQUIPMENT -
PROPERTY, PLANT AND EQUIPMENT - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 3,496,303 | $ 3,332,595 |
Less - accumulated depreciation and amortization | 1,899,386 | 1,770,617 |
Total property, plant and equipment, net | 1,596,917 | 1,561,978 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 134,306 | 123,734 |
Asset retirement costs (non-landfill) | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 15,358 | 15,148 |
Landfill assets | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 164,816 | 154,918 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 472,383 | 440,188 |
Camp equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 158,992 | 152,998 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 777,968 | 721,735 |
Equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 1,732,020 | 1,697,490 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | 5,511 | 5,453 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property, plant and equipment, gross | $ 34,949 | $ 20,931 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Abstract] | ||||
Interest costs capitalized adjustment | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.4 |
Depreciation inclusive of amortization | $ 65.5 | $ 64.2 | $ 131.4 | $ 129.8 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Rollforward of Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill [Roll Forward] | |
Balance at January 1, 2019 | $ 514,189 |
Increase from current period acquisitions | 12,536 |
Measurement period adjustments from prior period acquisitions | (4,032) |
Foreign currency translation | 2,351 |
Balance at June 30, 2019 | 525,044 |
Environmental Services | |
Goodwill [Roll Forward] | |
Balance at January 1, 2019 | 207,019 |
Increase from current period acquisitions | 7,311 |
Measurement period adjustments from prior period acquisitions | (2,611) |
Foreign currency translation | 1,089 |
Balance at June 30, 2019 | 212,808 |
Safety-Kleen | |
Goodwill [Roll Forward] | |
Balance at January 1, 2019 | 307,170 |
Increase from current period acquisitions | 5,225 |
Measurement period adjustments from prior period acquisitions | (1,421) |
Foreign currency translation | 1,262 |
Balance at June 30, 2019 | $ 312,236 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortizable Other Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Cost | $ 621,557 | $ 608,332 |
Accumulated Amortization | 310,580 | 288,925 |
Net | 310,977 | 319,407 |
Total permits and other intangible assets, Cost | 744,433 | 730,800 |
Total permits and other intangible assets, Net | 433,853 | 441,875 |
Trademarks and trade names | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Accumulated Amortization | 0 | 0 |
Trademarks and trade names | 122,876 | 122,468 |
Permits | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Cost | 182,063 | 177,583 |
Accumulated Amortization | 83,278 | 79,358 |
Net | 98,785 | 98,225 |
Customer and supplier relationships | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Cost | 401,296 | 393,487 |
Accumulated Amortization | 195,036 | 179,824 |
Net | 206,260 | 213,663 |
Other intangible assets | ||
Schedule of Finite-lived and Indefinite-lived Intangible Assets [Line Items] | ||
Cost | 38,198 | 37,262 |
Accumulated Amortization | 32,266 | 29,743 |
Net | $ 5,932 | $ 7,519 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of permits and other intangible assets | $ 8.7 | $ 8.6 | $ 18.2 | $ 17.8 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS - Expected Future Amortization (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2019 (six months) | $ 16,748 | |
2020 | 31,943 | |
2021 | 28,661 | |
2022 | 28,231 | |
2023 | 24,090 | |
Thereafter | 181,304 | |
Net | $ 310,977 | $ 319,407 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Insurance | $ 67,427 | $ 70,217 |
Interest | 3,952 | 3,930 |
Accrued compensation and benefits | 54,353 | 77,881 |
Income, real estate, sales and other taxes | 40,236 | 25,670 |
Other | 58,529 | 55,707 |
Total accrued expenses | $ 224,497 | $ 233,405 |
CLOSURE AND POST-CLOSURE LIAB_3
CLOSURE AND POST-CLOSURE LIABILITIES (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Changes to post-closure liabilities | |
Balance at January 1, 2019 | $ 69,931 |
Liabilities assumed in acquisitions | 220 |
New asset retirement obligations | 1,058 |
Accretion | 2,842 |
Changes in estimates recorded to statement of operations | 107 |
Changes in estimates recorded to balance sheet | 2,798 |
Expenditures | (1,538) |
Currency translation and other | 412 |
Balance at June 30, 2019 | $ 75,830 |
Credit-adjusted risk-free rate | 6.02% |
Landfill Retirement Liability | |
Changes to post-closure liabilities | |
Balance at January 1, 2019 | $ 37,809 |
Liabilities assumed in acquisitions | 0 |
New asset retirement obligations | 1,058 |
Accretion | 1,455 |
Changes in estimates recorded to statement of operations | 0 |
Changes in estimates recorded to balance sheet | 2,798 |
Expenditures | (319) |
Currency translation and other | 222 |
Balance at June 30, 2019 | 43,023 |
Non-Landfill Retirement Liability | |
Changes to post-closure liabilities | |
Balance at January 1, 2019 | 32,122 |
Liabilities assumed in acquisitions | 220 |
New asset retirement obligations | 0 |
Accretion | 1,387 |
Changes in estimates recorded to statement of operations | 107 |
Changes in estimates recorded to balance sheet | 0 |
Expenditures | (1,219) |
Currency translation and other | 190 |
Balance at June 30, 2019 | $ 32,807 |
REMEDIAL LIABILITIES (Details)
REMEDIAL LIABILITIES (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |
Balance at January 1, 2019 | $ 121,017 |
Accretion | 2,292 |
Changes in estimates recorded to statement of operations | (855) |
Expenditures | (4,596) |
Currency translation and other | 417 |
Balance at June 30, 2019 | 118,275 |
Remedial Liabilities for Landfill Sites | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |
Balance at January 1, 2019 | 1,838 |
Accretion | 44 |
Changes in estimates recorded to statement of operations | 23 |
Expenditures | (29) |
Currency translation and other | 0 |
Balance at June 30, 2019 | 1,876 |
Remedial Liabilities for Inactive Sites | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |
Balance at January 1, 2019 | 65,315 |
Accretion | 1,359 |
Changes in estimates recorded to statement of operations | 171 |
Expenditures | (2,445) |
Currency translation and other | 24 |
Balance at June 30, 2019 | 64,424 |
Remedial Liabilities (Including Superfund) for Non-Landfill Operations | |
Accrual for Environmental Loss Contingencies [Roll Forward] | |
Balance at January 1, 2019 | 53,864 |
Accretion | 889 |
Changes in estimates recorded to statement of operations | (1,049) |
Expenditures | (2,122) |
Currency translation and other | 393 |
Balance at June 30, 2019 | $ 51,975 |
FINANCING ARRANGEMENTS - Summar
FINANCING ARRANGEMENTS - Summary of Financing Arrangements (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Current portion of long-term obligations | $ 7,535 | $ 7,535 |
Long-term obligations, at par | 1,575,929 | 1,579,697 |
Unamortized debt issuance costs and premium, net | (12,940) | (14,676) |
Long-term obligations, at carrying value | 1,562,989 | 1,565,021 |
Secured debt | Term Loan Agreement | ||
Debt Instrument [Line Items] | ||
Current portion of long-term obligations | 7,535 | 7,535 |
Long-term obligations, at par | 730,929 | 734,697 |
Unsecured debt | Senior unsecured notes, at 5.125%, due June 1, 2021 (2021 Notes) | ||
Debt Instrument [Line Items] | ||
Long-term obligations, at par | $ 845,000 | $ 845,000 |
Interest rate (as a percentage) | 5.125% |
FINANCING ARRANGEMENTS - Narrat
FINANCING ARRANGEMENTS - Narrative (Details) - USD ($) | Jul. 17, 2019 | Jul. 02, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||||
Available to borrow and outstanding letters of credit | $ 217,000,000 | $ 235,400,000 | |||
Outstanding letters of credit | $ 153,500,000 | 130,100,000 | |||
Effective interest rate percentage | 4.67% | ||||
Derivative liability | $ 22,000,000 | 8,800,000 | |||
Term Loan Agreement | |||||
Debt Instrument [Line Items] | |||||
Debt outstanding | 738,500,000 | ||||
Term Loans with Interest Rate Swap Agreements | |||||
Debt Instrument [Line Items] | |||||
Debt outstanding | 350,000,000 | ||||
Secured debt | Term Loan Agreement | |||||
Debt Instrument [Line Items] | |||||
Debt fair value | $ 739,400,000 | 707,000,000 | |||
Unsecured debt | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 100.00% | ||||
Redemption percentage (up to) | 35.00% | ||||
Unsecured debt | 2021 Notes | |||||
Debt Instrument [Line Items] | |||||
Debt fair value | $ 847,100,000 | 845,000,000 | |||
Interest rate (as a percentage) | 5.125% | ||||
Unsecured debt | 2027 Notes | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 104.875% | ||||
Unsecured debt | 2029 Notes | |||||
Debt Instrument [Line Items] | |||||
Redemption percentage of principal amount | 105.125% | ||||
Revolving Credit Facility | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Revolving credit facility maximum borrowing capacity | $ 400,000,000 | 400,000,000 | |||
Debt outstanding | $ 0 | $ 0 | |||
Eurodollar | |||||
Debt Instrument [Line Items] | |||||
Interest rate percentage | 1.75% | ||||
Interest Rate Swap | |||||
Debt Instrument [Line Items] | |||||
Notional amount of interest rate swap agreements | $ 350,000,000 | ||||
Interest rate percentage | 2.92% | ||||
Subsequent Event | 2027 Notes | |||||
Debt Instrument [Line Items] | |||||
Debt aggregate principal amount | $ 545,000,000 | ||||
Interest rate (as a percentage) | 4.875% | ||||
Subsequent Event | 2029 Notes | |||||
Debt Instrument [Line Items] | |||||
Debt aggregate principal amount | $ 300,000,000 | ||||
Interest rate (as a percentage) | 5.125% | ||||
Subsequent Event | Unsecured debt | 2021 Notes | |||||
Debt Instrument [Line Items] | |||||
Purchased notes | $ 144,000,000 | $ 701,000,000 | |||
Repayments of Debt | 706,200,000 | ||||
Accrued interest | $ 900,000 | $ 3,100,000 | |||
Forecast | Unsecured debt | 2021 Notes | |||||
Debt Instrument [Line Items] | |||||
Loss on early extinguishment | $ 6,000,000 |
FINANCING ARRANGEMENTS - Summ_2
FINANCING ARRANGEMENTS - Summary of Redemption Prices (Details) - Unsecured debt | 6 Months Ended |
Jun. 30, 2019 | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 100.00% |
2027 Notes | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 104.875% |
2027 Notes | Debt Instrument, Redemption, Period One | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 102.438% |
2027 Notes | Debt Instrument, Redemption, Period Two | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 101.21% |
2027 Notes | Debt Instrument, Redemption, Period Three | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 100.00% |
2029 Notes | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 105.125% |
2029 Notes | Debt Instrument, Redemption, Period One | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 102.563% |
2029 Notes | Debt Instrument, Redemption, Period Two | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 101.281% |
2029 Notes | Debt Instrument, Redemption, Period Three | |
Debt Instrument, Redemption [Line Items] | |
Redemption percentage of principal amount | 100.00% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Effective income tax rate | 30.70% | 30.80% | 37.20% | 48.00% | |
Unrecognized tax benefits | $ 4.8 | $ 4.8 | $ 3.2 | ||
Interest on unrecognized tax benefits | $ 1.2 | 1.2 | $ 0.8 | ||
Reduction in unrecognized tax benefits from expiring statue of limitations | $ 0.6 |
EARNINGS PER SHARE - Computatio
EARNINGS PER SHARE - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Numerator for basic and diluted earnings per share: | ||||||
Net income | $ 36,244 | $ 976 | $ 30,747 | $ (12,631) | $ 37,220 | $ 18,116 |
Denominator: | ||||||
Basic shares outstanding (in shares) | 55,875 | 56,410 | 55,861 | 56,304 | ||
Dilutive effect of stock-based compensation awards (in shares) | 191 | 95 | 140 | 95 | ||
Dilutive shares outstanding (in shares) | 56,066 | 56,505 | 56,001 | 56,399 | ||
Basic income (in USD per share) | $ 0.65 | $ 0.55 | $ 0.67 | $ 0.32 | ||
Diluted income (in USD per share) | $ 0.65 | $ 0.54 | $ 0.66 | $ 0.32 |
EARNINGS PER SHARE - Narrative
EARNINGS PER SHARE - Narrative (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Performance stock awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earning per share (in shares) | 75,759 | 146,159 | 75,759 | 146,159 |
Restricted stock awards | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive shares excluded from computation of earning per share (in shares) | 4,623 | 136,155 | 78,892 | 130,932 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS - Changes in Accumulated Other Comprehensive Loss by Component (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Components of Other Accumulated Income, Net of Tax [Roll Forward] | |
Balance at beginning of period | $ 1,169,756 |
Other comprehensive income (loss) before tax effects | 8,071 |
Tax impact related to items in other comprehensive income (loss) | (58) |
Amounts reclassified out of accumulated other comprehensive loss | 1,087 |
Other comprehensive income | 9,100 |
Balance at end of period | 1,209,467 |
Foreign Currency Translation | |
Components of Other Accumulated Income, Net of Tax [Roll Forward] | |
Balance at beginning of period | (212,925) |
Other comprehensive income (loss) before tax effects | 22,137 |
Tax impact related to items in other comprehensive income (loss) | 0 |
Amounts reclassified out of accumulated other comprehensive loss | 0 |
Other comprehensive income | 22,137 |
Balance at end of period | (190,788) |
Unrealized (Losses) Gains on Available-For-Sale Securities | |
Components of Other Accumulated Income, Net of Tax [Roll Forward] | |
Balance at beginning of period | (69) |
Other comprehensive income (loss) before tax effects | (35) |
Tax impact related to items in other comprehensive income (loss) | (58) |
Amounts reclassified out of accumulated other comprehensive loss | 332 |
Other comprehensive income | 239 |
Balance at end of period | 170 |
Unrealized Losses on Interest Rate Hedge | |
Components of Other Accumulated Income, Net of Tax [Roll Forward] | |
Balance at beginning of period | (8,773) |
Other comprehensive income (loss) before tax effects | (14,031) |
Tax impact related to items in other comprehensive income (loss) | 0 |
Amounts reclassified out of accumulated other comprehensive loss | 755 |
Other comprehensive income | (13,276) |
Balance at end of period | (22,049) |
Unfunded Pension Liability | |
Components of Other Accumulated Income, Net of Tax [Roll Forward] | |
Balance at beginning of period | (1,604) |
Other comprehensive income (loss) before tax effects | 0 |
Tax impact related to items in other comprehensive income (loss) | 0 |
Amounts reclassified out of accumulated other comprehensive loss | 0 |
Other comprehensive income | 0 |
Balance at end of period | (1,604) |
Total | |
Components of Other Accumulated Income, Net of Tax [Roll Forward] | |
Balance at beginning of period | (223,371) |
Balance at end of period | $ (214,271) |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE LOSS - Reclassified Out of Accumulated Other Comprehensive Loss (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Net income | $ 36,244,000 | $ 976,000 | $ 30,747,000 | $ (12,631,000) | $ 37,220,000 | $ 18,116,000 |
Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Net income | $ 0 | |||||
Unrealized loss on interest rate hedge | Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Interest expense, net of interest income | (397,000) | (755,000) | ||||
Unrealized loss on available-for-sale securities | Reclassification out of Accumulated Other Comprehensive Income | ||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||||
Other (expense) income, net | $ (332,000) | $ (332,000) |
STOCK-BASED COMPENSATION - Narr
STOCK-BASED COMPENSATION - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Payment Arrangement [Abstract] | ||||
Stock-based compensation | $ 3.8 | $ 3.5 | $ 9.6 | $ 6.6 |
Income tax benefit | $ 0.7 | $ 0.7 | $ 1.8 | $ 1.3 |
STOCK-BASED COMPENSATION - Rest
STOCK-BASED COMPENSATION - Restricted Stock (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Restricted stock awards | ||||
Number of Shares | ||||
Beginning balance (in shares) | 657,240 | |||
Granted (in shares) | 79,060 | |||
Vested (in shares) | (207,032) | |||
Forfeited (in shares) | (48,166) | |||
Ending balance (in shares) | 481,102 | 481,102 | ||
Weighted Average Grant-Date Fair Value | ||||
Beginning of period (in USD per share) | $ 54.65 | |||
Granted (in USD per share) | 65.12 | |||
Vested (in USD per share) | 53.75 | |||
Forfeited (in USD per share) | 54.92 | |||
End of period (in USD per share) | $ 56.73 | $ 56.73 | ||
Unrecognized compensation cost | $ 21.3 | $ 21.3 | ||
Period for recognition (in years) | 2 years 4 months 24 days | |||
Fair value restricted stock | $ 7.9 | $ 7 | $ 11.1 | $ 8.3 |
Minimum | ||||
Weighted Average Grant-Date Fair Value | ||||
Vesting period (in years) | 3 years | |||
Maximum | ||||
Weighted Average Grant-Date Fair Value | ||||
Vesting period (in years) | 5 years |
STOCK-BASED COMPENSATION - Perf
STOCK-BASED COMPENSATION - Performance Stock Awards (Details) - Performance stock awards $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2018USD ($) | |
Number of Shares | ||
Beginning balance (in shares) | shares | 213,490 | |
Granted (in shares) | shares | 0 | |
Vested (in shares) | shares | (51,996) | |
Forfeited (in shares) | shares | (23,554) | |
Ending balance (in shares) | shares | 137,940 | |
Weighted Average Grant-Date Fair Value | ||
Beginning of period (in USD per share) | $ / shares | $ 55.71 | |
Granted (in USD per share) | $ / shares | 0 | |
Vested (in USD per share) | $ / shares | 55.77 | |
Forfeited (in USD per share) | $ / shares | 55.64 | |
End of period (in USD per share) | $ / shares | $ 55.69 | |
Unrecognized compensation cost | $ | $ 3.4 | |
Fair value restricted stock | $ | $ 2.9 | $ 0.5 |
STOCK-BASED COMPENSATION - Comm
STOCK-BASED COMPENSATION - Common Stock Repurchases (Details) - USD ($) shares in Millions | 3 Months Ended | 6 Months Ended | 64 Months Ended | ||||
Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |||||||
Authorized repurchase amount | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | ||||
Repurchases of common stock (in shares) | (0.1) | (0.2) | (0.2) | (0.5) | (5.7) | ||
Repurchases of common stock | $ (4,948,000) | $ (6,324,000) | $ (12,218,000) | $ (14,264,000) | $ (11,300,000) | $ (26,500,000) | $ (305,200,000) |
Remaining available repurchase amount | $ 294,800,000 | $ 294,800,000 | $ 294,800,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2019USD ($)siteproceedingclaim | Dec. 31, 2012CAD ($) | Dec. 31, 1999municipality | Dec. 31, 1968permit | Dec. 31, 2018USD ($)proceeding | |
Contingencies [Line Items] | |||||
Recorded reserves for actual or probable liabilities | $ | $ 24,100,000 | $ 25,400,000 | |||
Number of proceedings as defendant | proceeding | 57 | ||||
Number of product liability claims settled or dismissed | claim | 19 | ||||
Legal and Administrative Proceedings | |||||
Contingencies [Line Items] | |||||
Recorded reserves for actual or probable liabilities | $ | $ 18,000,000 | 17,900,000 | |||
Possible increase in legal and administrative proceedings | $ | $ 1,800,000 | 1,800,000 | |||
Ville Mercier | |||||
Contingencies [Line Items] | |||||
Number of permits issued by government, for dumping organic liquid | permit | 2 | ||||
Number of neighboring municipalities filing separate legal proceedings against the Mercier Subsidiary and the Government of Quebec | municipality | 3 | ||||
General damages sought | $ | $ 2.9 | ||||
Punitive damages sought | $ | $ 10 | ||||
Superfund Proceedings | |||||
Contingencies [Line Items] | |||||
Number of sites owned by third party excluded from cleanup or related liabilities | 129 | ||||
Number of sites owned by the entity subject to proceedings under federal or state superfund laws | 5 | ||||
Number of sites owned by third parties | 124 | ||||
Number of sites for which environmental remediation expense is settled | 31 | ||||
Third party sites requiring expenditure on remediation | 16 | ||||
Number of sites not currently requiring expenditures on remediation | 77 | ||||
Number of sites which potential liability could exceed $100,000 | 10 | ||||
Notices received from owners of third parties sites seeking indemnifications from the company | 17 | ||||
Superfund Proceedings | Minimum | |||||
Contingencies [Line Items] | |||||
Minimum potential liability | $ | $ 100,000 | ||||
ChemWaste | |||||
Contingencies [Line Items] | |||||
Indemnification agreement with third party sites | 11 | ||||
Kleen Performance Products | |||||
Contingencies [Line Items] | |||||
Notices received from owners of third parties sites seeking indemnifications from the company | 6 | ||||
Federal and State Enforcement Actions | |||||
Contingencies [Line Items] | |||||
Recorded reserves for actual or probable liabilities | $ | $ 6,100,000 | $ 7,500,000 | |||
Number of proceedings as defendant | proceeding | 11 | 10 | |||
Federal and State Enforcement Actions | Minimum | |||||
Contingencies [Line Items] | |||||
Minimum potential liability | $ | $ 100,000 | $ 100,000 |
LEASES - Lease Expense (Details
LEASES - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2019 | Jun. 30, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 13,988 | $ 27,350 |
Finance lease cost: | ||
Amortization of ROU asset | 245 | 490 |
Interest on lease liability | 291 | 612 |
Total finance lease cost | 536 | 1,102 |
Short-term lease cost | 18,323 | 38,037 |
Variable lease cost | 2,991 | 4,233 |
Total lease cost | $ 35,838 | $ 70,722 |
LEASES - Supplemental Finance L
LEASES - Supplemental Finance Lease Balance Sheet information (Details) $ in Thousands | Jun. 30, 2019USD ($) |
ROU assets: | |
Operating leases | $ 173,504 |
Finance lease (included in property, plant and equipment, net) | 22,537 |
Current portion of lease liabilities: | |
Operating leases | 42,564 |
Finance lease (included in accrued expenses) | 399 |
Long-term portion of lease liabilities: | |
Operating leases | 130,704 |
Finance lease (included in deferred taxes, unrecognized tax benefits and other long-term liabilities) | $ 23,701 |
LEASES - Leases Other Informati
LEASES - Leases Other Information (Details) | Jun. 30, 2019 |
Weighted Average Remaining Lease Term (years) | |
Operating leases (in years) | 5 years 2 months 12 days |
Finance leases (in years) | 23 years |
Weighted Average Discount Rate | |
Operating leases (as a percentage) | 5.34% |
Finance leases (as a percentage) | 5.25% |
LEASES - Schedule of Future Lea
LEASES - Schedule of Future Lease Payments (Details) $ in Thousands | Jun. 30, 2019USD ($) |
Operating Leases | |
2019 (remaining six months) | $ 27,763 |
2020 | 47,602 |
2021 | 35,959 |
2022 | 28,374 |
2023 | 20,388 |
2024 | 13,930 |
Thereafter | 27,429 |
Total future lease payments | 201,445 |
Amount representing interest | (28,177) |
Total lease liabilities | 173,268 |
Finance Lease | |
2019 (remaining six months) | 871 |
2020 | 1,777 |
2021 | 1,813 |
2022 | 1,849 |
2023 | 1,886 |
2024 | 1,923 |
Thereafter | 40,636 |
Total future lease payments | 50,755 |
Amount representing interest | (26,655) |
Total lease liabilities | $ 24,100 |
LEASES - Summary of Future Mini
LEASES - Summary of Future Minimum Payments Under Operating Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Leases [Abstract] | |||
2019 | $ 56,480 | ||
2020 | 45,467 | ||
2021 | 33,564 | ||
2022 | 24,509 | ||
2023 | 15,253 | ||
Thereafter | 35,778 | ||
Total minimum lease payments | 211,051 | ||
Rent expense | $ 141,100 | $ 125,400 | $ 121,900 |
SEGMENT REPORTING - Narrative (
SEGMENT REPORTING - Narrative (Details) | 6 Months Ended |
Jun. 30, 2019segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
SEGMENT REPORTING - Third Party
SEGMENT REPORTING - Third Party Revenues to Direct Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 868,678 | $ 849,140 | $ 1,649,517 | $ 1,598,918 |
Direct revenues | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 868,678 | 849,140 | 1,649,517 | 1,598,918 |
Environmental Services | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 526,294 | 519,916 | 999,992 | 959,604 |
Environmental Services | Intersegment revenues, net | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 36,206 | 34,291 | 70,281 | 66,256 |
Environmental Services | Corporate Items, net | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 576 | 607 | 1,825 | 1,401 |
Environmental Services | Direct revenues | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 563,076 | 554,814 | 1,072,098 | 1,027,261 |
Safety-Kleen | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 342,182 | 328,715 | 648,729 | 638,633 |
Safety-Kleen | Intersegment revenues, net | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (36,206) | (34,291) | (70,281) | (66,256) |
Safety-Kleen | Corporate Items, net | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 8 | 11 | 13 | 22 |
Safety-Kleen | Direct revenues | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 305,984 | 294,435 | 578,461 | 572,399 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 202 | 509 | 796 | 681 |
Corporate | Corporate Items, net | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (584) | (618) | (1,838) | (1,423) |
Corporate | Direct revenues | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ (382) | $ (109) | $ (1,042) | $ (742) |
SEGMENT REPORTING - Adjusted EB
SEGMENT REPORTING - Adjusted EBITDA Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | $ 149,825 | $ 139,561 | $ 251,488 | $ 227,826 |
Reconciliation to Consolidated Statements of Operations: | ||||
Accretion of environmental liabilities | 2,560 | 2,448 | 5,134 | 4,878 |
Depreciation and amortization | 74,217 | 72,760 | 149,572 | 147,604 |
Income from operations | 73,048 | 64,353 | 96,782 | 75,344 |
Other expense (income), net | 564 | (846) | (2,419) | (547) |
Interest expense, net of interest income | 20,215 | 20,769 | 39,979 | 41,039 |
Income before provision for income taxes | 52,269 | 44,430 | 59,222 | 34,852 |
Environmental Services | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 117,868 | 109,199 | 207,378 | 170,616 |
Safety-Kleen | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | 79,459 | 73,069 | 134,252 | 134,953 |
Corporate Items | ||||
Segment Reporting Information [Line Items] | ||||
Adjusted EBITDA | $ (47,502) | $ (42,707) | $ (90,142) | $ (77,743) |
SEGMENT REPORTING - Assets by R
SEGMENT REPORTING - Assets by Reportable Segment (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | $ 1,596,917 | $ 1,561,978 |
Goodwill | 525,044 | 514,189 |
Permits and other intangibles, net | 433,853 | 441,875 |
Intangible Assets, Net (Including Goodwill) | 958,897 | 956,064 |
Total assets | 3,955,321 | 3,738,321 |
Environmental Services | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 212,808 | 207,019 |
Safety-Kleen | ||
Segment Reporting Information [Line Items] | ||
Goodwill | 312,236 | 307,170 |
Direct revenues | Environmental Services | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | 956,381 | 951,867 |
Goodwill | 212,808 | 207,019 |
Permits and other intangibles, net | 93,303 | 93,313 |
Intangible Assets, Net (Including Goodwill) | 306,111 | 300,332 |
Total assets | 1,756,818 | 1,640,706 |
Direct revenues | Safety-Kleen | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | 559,510 | 553,220 |
Goodwill | 312,236 | 307,170 |
Permits and other intangibles, net | 340,550 | 348,562 |
Intangible Assets, Net (Including Goodwill) | 652,786 | 655,732 |
Total assets | 1,513,920 | 1,431,381 |
Corporate Items, net | ||
Segment Reporting Information [Line Items] | ||
Property, plant and equipment, net | 81,026 | 56,891 |
Total assets | $ 684,583 | $ 666,234 |
SEGMENT REPORTING - Total Asset
SEGMENT REPORTING - Total Assets by Geographical Area (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total assets | $ 3,955,321 | $ 3,738,321 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total assets | 3,270,464 | 3,090,311 |
Canada | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total assets | $ 684,857 | $ 648,010 |
Uncategorized Items - clh-63020
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (1,564,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (1,564,000) |