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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 22, 2002
CLEAN HARBORS, INC.
(Exact name of registrant as specified in charter)
Massachusetts 0-16379 04-2997780
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1501 Washington Street
Braintree, Massachusetts 02184-7535
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (781) 849 1800 ext. 4454
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Item 5. Other Events and Regulation FD Disclosure
On February 22, 2002, Clean Harbors, Inc. ("Clean Harbors") signed an
Acquisition Agreement to acquire the Chemical Services Division of Safety-Kleen
Corp. ("Safety-Kleen"). Under terms of the agreement, Clean Harbors will
purchase the Chemical Services Division from Safety-Kleen for approximately
$46,300,000 in cash and the assumption of certain environmental liabilities
valued at approximately $265,000,000. The combined company is expected to have
annualized revenue of approximately $750,000,000 and approximately 4,400
employees.
Safety-Kleen's Chemical Services Division consists of 50 primary facilities,
including among others, 21 service centers, 6 wastewater treatment facilities, 9
landfills and 4 incinerators. The proposed acquisition will not include
Safety-Kleen's Pinewood Landfill in South Carolina. Safety-Kleen is a publicly
traded company and files reports with the United States Securities and Exchange
Commission. Additional information about Safety-Kleen and its Chemical Services
Division is available in those reports.
The proposed addition of the 50 facilities of Safety-Kleen's Chemical Services
Division will further broaden Clean Harbors' geographic reach, particularly in
the West Coast and Southwest regions, as well as in Canada and Mexico and will
make Clean Harbors the largest operator of hazardous waste disposal facilities
in North America.
Safety-Kleen is currently under Chapter 11 protection in U.S. Bankruptcy Court
for the District of Delaware, which Safety-Kleen entered voluntarily in June
2000 along with 73 of its U.S. subsidiaries. Clean Harbors' proposed acquisition
of Safety-Kleen's Chemical Services Division is subject to the approval of the
Bankruptcy Court, various regulatory approvals, satisfactory completion of the
due diligence process and obtaining adequate financing. The proposed acquisition
will not require shareholder approval by either company. Clean Harbors now
expects the transaction to close during the third quarter of 2002.
Item 7. Financial Statements and Exhibits
(c) Exhibits.
Item No. Description Location
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2.1 Acquisition Agreement by and between
Safety-Kleen Services, Inc., as Seller, and
Clean Harbors, Inc., as Purchaser, Dated
as of February 22, 2002. Filed herewith
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Clean Harbors, Inc.
(Registrant)
/s/ Alan S. McKim
February 28, 2002 --------------------------------------
Chairman of the Board of Directors,
President and Chief Executive Officer