0000822818false00008228182024-07-312024-07-31

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): July 31, 2024
 
CLEAN HARBORS, INC.
(Exact name of registrant as specified in its charter)
 
Massachusetts
001-34223
04-2997780
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
42 Longwater DriveNorwellMA02061-9149
(Address of Principal Executive Offices)(Zip Code)

 Registrant’s telephone number, including area code (781) 792-5000
 
Not Applicable
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol
Name of each exchange on which registered
Common Stock, $0.01 par value
CLH
New York Stock Exchange


Item 2.02 Results of Operations and Financial Condition

On July 31, 2024, Clean Harbors, Inc. (the “Company”) issued a press release announcing the Company’s results of operations for the second quarter ended June 30, 2024. A copy of that press release is furnished with this report as Exhibit 99.1.


Item 9.01    Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are being furnished herewith:

Exhibit No.Description
99.1
104The cover page from this Current Report on Form 8-K, formatted in iXBRL (Inline eXtensible Business Reporting Language)
1

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)
  
  
July 31, 2024/s/ Eric J. Dugas
 Executive Vice President and Chief Financial Officer







2
imagea.jpg

EXHIBIT 99.1
Press Release                                            

Clean Harbors Announces Second-Quarter 2024 Financial Results

•Posts 11% Q2 Revenue Increase to $1.55 Billion, Led by Environmental Services
•Generates 15% Q2 Net Income Growth to $133.3 Million, or EPS of $2.46
•Achieves 14% Growth in Q2 Adjusted EBITDA to $327.8 Million with Margin of 21.1%
•Raises Full-Year 2024 Adjusted EBITDA Guidance

NORWELL, Mass. – July 31, 2024 – Clean Harbors, Inc. (“Clean Harbors” or the “Company”) (NYSE: CLH), the leading provider of environmental and industrial services throughout North America, today announced financial results for the second quarter ended June 30, 2024.

“The positive trends that have contributed to the growth of our business in recent years continued in the second quarter, fueling an excellent performance that exceeded our expectations,” said Mike Battles, Co-Chief Executive Officer. “We delivered record Q2 revenue and Adjusted EBITDA while improving our margin 50 basis points from the same period a year ago. Our Environmental Services (ES) segment benefited from strong organic growth and the late March acquisition of HEPACO. Safety-Kleen Sustainability Solutions (SKSS) rebounded sequentially from the first quarter on improved base oil and lubricant pricing momentum. Our safety results for the quarter were consistent with the prior year as we achieved a YTD Total Recordable Incident Rate (TRIR) of 0.70.”

Second-Quarter Results
Revenues grew 11% to $1.55 billion compared with $1.40 billion in the same period of 2023. Income from operations increased 14% to $215.5 million compared with $189.8 million in the second quarter of 2023.

Net income was $133.3 million, or $2.46 per diluted share, compared with $115.8 million, or $2.13 per diluted share, for the same period in 2023.

Adjusted EBITDA (see description and reconciliation below) grew 14% to $327.8 million compared with $287.5 million in the same period of 2023.

Q2 2024 Segment Review
“Our ES segment achieved a 12% increase in revenue and 18% growth in Adjusted EBITDA, leading to a 140-basis point year-over-year improvement in segment margin,” said Eric Gerstenberg, Co-Chief Executive Officer. “Field Services drove the revenue growth with a 64% increase, primarily reflecting the acquisition of HEPACO combined with strong organic growth in our legacy business. During the quarter, the HEPACO
Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

integration proceeded well, as evidenced by the HEPACO and legacy Field Services teams collaborating on several large emergency response events. Technical Services experienced 14% revenue growth compared to the second quarter of 2023 due to higher network volumes. Incineration utilization was 88% for the quarter, up from 84% in the same period a year ago. Average price in the incinerators was up 3%. Landfill tonnage increased 4% from Q2 2023, and the average landfill price per ton increased by 5%. Safety-Kleen Environmental Services continued its momentum with 11% revenue growth in the ES segment, driven by high demand for its core offerings. Our Industrial Services revenue declined by 10% due to reduced turnaround activity compared with Q2 of last year, particularly in the refinery space.”

“Within SKSS, we rebounded from a challenging Q1 with profitable growth on a sequential basis,” said Battles. “Revenue in this segment grew 8% from the second quarter of 2023, driven by a 3% increase in volumes sold and our acquisition of Noble Oil in March. Profitability was modestly lower than a year ago. Our plants performed well in the quarter, and waste oil collections increased 5% to a record 67 million gallons.”

Business Outlook and Financial Guidance
“We enter the second half of 2024 with healthy demand and momentum in our core disposal, recycling and service businesses,” Gerstenberg concluded. “Within Environmental Services, we believe that our record backlog, healthy project pipeline, upcoming incinerator opening and steady demand for our broad suite of services positions us well for continued success. Our new Kimball, Nebraska incinerator is on track to begin processing hazardous waste in the fourth quarter of 2024. We also expect the HEPACO acquisition, which is off to a terrific start, to further bolster our Field Services business and emergency response capabilities, while providing numerous synergy opportunities. Within our SKSS segment, we expect to see stable performance in the coming quarters, despite the current demand environment for base oil. We plan to capitalize on initiatives like Group III production, higher blended sales and our new partnership with Castrol for its MoreCircular offering, which has the potential to lower the carbon footprints of fleets in the years ahead. Overall, we continue to maintain a favorable outlook for the Company for the remainder of the year. We expect to deliver an outstanding financial performance to shareholders in 2024 and are on track to achieve our Vision 2027 goals.”

In the third quarter of 2024, Clean Harbors expects Adjusted EBITDA to grow 20% to 24% from the third quarter of 2023. For full-year 2024, Clean Harbors now expects:
•Adjusted EBITDA in the range of $1.125 billion to $1.165 billion or a midpoint of $1.145 billion, which represents 13% growth year-over-year. This Adjusted EBITDA range is based on anticipated GAAP net income in the range of $391 million to $426 million.
•Adjusted free cash flow in the range of $350 million to $390 million, or a midpoint of $370 million, which includes approximately $65 million of spending related to the Kimball incinerator and $20 million for the Company’s Baltimore expansion. This range is based on anticipated net cash from operating activities in the range of $750 million to $820 million.

Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

Non-GAAP Results
Clean Harbors reports Adjusted EBITDA, which is a non-GAAP financial measure and should not be considered an alternative to net income or other measurements under generally accepted accounting principles (GAAP) but viewed only as a supplement to those measurements. Adjusted EBITDA is not calculated identically by all companies, and therefore the Company’s measurement of Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. Clean Harbors believes that Adjusted EBITDA provides additional useful information to investors because the Company’s management routinely evaluates the performance of its businesses based upon levels of Adjusted EBITDA, which excludes certain expenses relating to transactions not reflective of our core operations, and because the Company’s loan covenants are based upon levels of Adjusted EBITDA achieved. The Company defines Adjusted EBITDA consistent with its existing revolving credit agreement, as described in the following reconciliation showing the differences between reported GAAP net income and Adjusted EBITDA for the three and six months ended June 30, 2024 and 2023 (in thousands, except percentages):
Three Months EndedSix Months Ended
June 30, 2024June 30, 2023June 30, 2024June 30, 2023
Net income$133,280 $115,766 $203,112 $188,167 
Accretion of environmental liabilities3,304 3,486 6,521 6,893 
Stock-based compensation8,515 4,500 14,853 10,518 
Depreciation and amortization100,504 89,697 195,569 174,455 
Other expense, net167 1,283 1,308 1,167 
Loss on early extinguishment of debt— — — 2,362 
Interest expense, net of interest income36,449 30,072 64,988 50,704 
Provision for income taxes45,597 42,702 71,560 68,378 
Adjusted EBITDA$327,816 $287,506 $557,911 $502,644 
Adjusted EBITDA Margin21.1 %20.6 %19.0 %18.6 %
Adjusted Free Cash Flow Reconciliation
Clean Harbors reports adjusted free cash flow, which is a non-GAAP financial measure that should not be considered an alternative to net cash from operating activities or other measurements under GAAP. The Company considers adjusted free cash flow to be a measurement of liquidity that provides useful information to investors about its ability to generate cash. The Company defines adjusted free cash flow as net cash from operating activities excluding cash impacts of items derived from non-operating activities, less additions to property, plant and equipment plus proceeds from sale and disposal of fixed assets. Adjusted free cash flow is not calculated identically by all companies, and therefore the Company’s measurement of adjusted free cash flow may not be comparable to similarly titled measures reported by other companies.
Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

An itemized reconciliation between reported GAAP net cash from operating activities and adjusted free cash flow is as follows for the three and six months ended June 30, 2024 and 2023 (in thousands):
Three Months EndedSix Months Ended
June 30, 2024June 30, 2023June 30, 2024June 30, 2023
Adjusted free cash flow
Net cash from operating activities$216,045 $207,565 $234,594 $235,573 
Additions to property, plant and equipment(135,110)(122,612)(273,023)(204,298)
Proceeds from sale and disposal of fixed assets3,287 1,089 4,295 2,944 
Adjusted free cash flow$84,222 $86,042 $(34,134)$34,219 
Adjusted EBITDA Guidance Reconciliation
An itemized reconciliation between projected GAAP net income and projected Adjusted EBITDA is as follows (in millions):
For the Year Ending December 31, 2024
Projected net income$391to$426
Adjustments:
Accretion of environmental liabilities15to14
Stock-based compensation27to30
Depreciation and amortization405to395
Interest expense, net145to140
Provision for income taxes142to160
Projected Adjusted EBITDA$1,125to$1,165
Adjusted Free Cash Flow Guidance Reconciliation
An itemized reconciliation between projected GAAP net cash from operating activities and projected adjusted free cash flow is as follows (in millions):
For the Year Ending December 31, 2024
Projected net cash from operating activities$750to$820
Additions to property, plant and equipment(410)to(440)
Proceeds from sale and disposal of fixed assets10to10
Projected adjusted free cash flow$350to$390
Conference Call Information
Clean Harbors will conduct a conference call for investors today at 9:00 a.m. (ET) to discuss the information contained in this press release. During the call, management will discuss Clean Harbors’ financial results, business outlook and growth strategy. Investors who wish to listen to the webcast and view the accompanying slides should visit the Investor Relations section of the Company’s website at www.cleanharbors.com. The live call also can be accessed by dialing 877.709.8155 or 201.689.8881 prior to the start time. If you are unable to listen to the live conference call, the webcast will be archived on the Company’s website.
Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

About Clean Harbors
Clean Harbors (NYSE: CLH) is North America’s leading provider of environmental and industrial services. The Company serves a diverse customer base, including a majority of Fortune 500 companies. Its customer base spans a number of industries, including chemical, manufacturing and refining, as well as numerous government agencies. These customers rely on Clean Harbors to deliver a broad range of services such as end-to-end hazardous waste management, emergency spill response, industrial cleaning and maintenance, and recycling services. Through its Safety-Kleen subsidiary, Clean Harbors also is a leading provider of parts washers and environmental services to commercial, industrial and automotive customers, as well as North America’s largest re-refiner and recycler of used oil. Founded in 1980 and based in Massachusetts, Clean Harbors operates in the United States, Canada, Mexico, Puerto Rico and India. For more information, visit www.cleanharbors.com.
Safe Harbor Statement
Any statements contained herein that are not historical facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are generally identifiable by use of the words “believes,” “expects,” “intends,” “anticipates,” “plans to,” “seeks,” “should,” “estimates,” “projects,” “may,” “likely,” “potential” or similar expressions. Such statements may include, but are not limited to, statements about future financial and operating results, and other statements that are not historical facts. Such statements are based upon the beliefs and expectations of Clean Harbors’ management as of the date of this press release only and are subject to certain risks and uncertainties that could cause actual results to differ materially, including, without limitation, those items identified as “Risk Factors” in Clean Harbors’ most recently filed reports on Form 10-K and Form 10-Q. Forward-looking statements are neither historical facts nor assurances of future performance. Therefore, readers are cautioned not to place undue reliance on these forward-looking statements. Clean Harbors undertakes no obligation to revise or publicly release the results of any revision to these forward-looking statements other than through its filings with the Securities and Exchange Commission, which may be viewed in the “Investors” section of Clean Harbors’ website at www.cleanharbors.com.
Contacts:
Eric J. Dugas
Jim Buckley
EVP and Chief Financial Officer
SVP Investor Relations
Clean Harbors, Inc.
Clean Harbors, Inc.
781.792.5100
781.792.5100
InvestorRelations@cleanharbors.com
Buckley.James@cleanharbors.com
    
Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

CLEAN HARBORS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)

 Three Months EndedSix Months Ended
June 30, 2024June 30, 2023June 30, 2024June 30, 2023
Revenues$1,552,719 $1,397,900 $2,929,414 $2,705,287 
Cost of revenues: (exclusive of items shown separately below)1,035,542 947,512 2,006,612 1,879,026 
Selling, general and administrative expenses197,876 167,382 379,744 334,135 
Accretion of environmental liabilities3,304 3,486 6,521 6,893 
Depreciation and amortization100,504 89,697 195,569 174,455 
Income from operations215,493 189,823 340,968 310,778 
Other expense, net(167)(1,283)(1,308)(1,167)
Loss on early extinguishment of debt— — — (2,362)
Interest expense, net(36,449)(30,072)(64,988)(50,704)
Income before provision for income taxes178,877 158,468 274,672 256,545 
Provision for income taxes45,597 42,702 71,560 68,378 
Net income$133,280 $115,766 $203,112 $188,167 
Earnings per share:  
Basic$2.47 $2.14 $3.77 $3.48 
Diluted$2.46 $2.13 $3.75 $3.46 
Shares used to compute earnings per share - Basic53,93254,09253,93154,084
Shares used to compute earnings per share - Diluted54,24854,44854,23154,422


Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

CLEAN HARBORS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
June 30, 2024December 31, 2023
Current assets:  
Cash and cash equivalents$401,992 $444,698 
Short-term marketable securities91,294 106,101 
Accounts receivable, net1,089,832 983,111 
Unbilled accounts receivable187,148 107,859 
Inventories and supplies365,356 327,511 
Prepaid expenses and other current assets93,440 82,939 
Total current assets2,229,062 2,052,219 
Property, plant and equipment, net2,408,647 2,193,318 
Other assets:
Operating lease right-of-use assets214,858 187,060 
Goodwill1,482,085 1,287,736 
Permits and other intangibles, net727,463 602,797 
Other long-term assets74,833 59,739 
Total other assets2,499,239 2,137,332 
Total assets$7,136,948 $6,382,869 
Current liabilities:
Current portion of long-term debt$15,102 $10,000 
Accounts payable447,940 451,806 
Deferred revenue108,035 95,230 
Accrued expenses and other current liabilities392,708 397,157 
Current portion of closure, post-closure and remedial liabilities31,954 26,914 
Current portion of operating lease liabilities65,901 56,430 
Total current liabilities1,061,640 1,037,537 
Other liabilities: 
Closure and post-closure liabilities, less current portion103,299 105,044 
Remedial liabilities, less current portion95,458 97,885 
Long-term debt, less current portion2,775,837 2,291,717 
Operating lease liabilities, less current portion152,328 131,743 
Deferred tax liabilities360,861 353,107 
Other long-term liabilities145,804 118,330 
Total other liabilities3,633,587 3,097,826 
       Total stockholders’ equity, net
2,441,721 2,247,506 
       Total liabilities and stockholders’ equity
$7,136,948 $6,382,869 
Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

CLEAN HARBORS, INC. AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Six Months Ended
June 30, 2024June 30, 2023
Cash flows from operating activities:
Net income$203,112 $188,167 
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization195,569 174,455 
Allowance for doubtful accounts4,349 1,209 
Amortization of deferred financing costs and debt discount2,937 2,718 
Accretion of environmental liabilities6,521 6,893 
Changes in environmental liability estimates3,963 387 
Deferred income taxes(88)(356)
Other expense, net1,308 1,167 
Stock-based compensation14,853 10,518 
Loss on early extinguishment of debt— 2,362 
Environmental expenditures(9,934)(16,323)
Changes in assets and liabilities, net of acquisitions:
Accounts receivable and unbilled accounts receivable(116,307)(5,659)
Inventories and supplies(28,673)(1,111)
Other current and long-term assets(28,870)(22,749)
Accounts payable(12,418)(78,139)
Other current and long-term liabilities(1,728)(27,966)
Net cash from operating activities234,594 235,573 
Cash flows used in investing activities:
Additions to property, plant and equipment(273,023)(204,298)
Proceeds from sale and disposal of fixed assets4,295 2,944 
Acquisitions, net of cash acquired(477,201)(120,636)
Proceeds from sale of business750 — 
Additions to intangible assets including costs to obtain or renew permits(1,868)(1,114)
Purchases of available-for-sale securities(55,318)(74,451)
Proceeds from sale of available-for-sale securities71,695 50,290 
Net cash used in investing activities(730,670)(347,265)
Cash flows from (used in) financing activities:
Change in uncashed checks(1,868)2,392 
Tax payments related to withholdings on vested restricted stock(4,599)(4,335)
Repurchases of common stock(10,215)(8,001)
Deferred financing costs paid(8,148)(6,346)
Payments on finance leases(11,491)(7,588)
Principal payments on debt(7,551)(618,975)
Proceeds from issuance of debt, net of discount499,375 500,000 
Borrowing from revolving credit facility— 114,000 
Payment on revolving credit facility— (114,000)
Net cash from (used in) financing activities455,503 (142,853)
Effect of exchange rate change on cash(2,133)718 
Decrease in cash and cash equivalents(42,706)(253,827)
Cash and cash equivalents, beginning of period444,698 492,603 
Cash and cash equivalents, end of period$401,992 $238,776 

Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
imagea.jpg

Supplemental information:
Cash payments for interest and income taxes:
Interest paid$74,079 $49,257 
Income taxes paid, net of refunds70,307 92,494 
Non-cash investing activities:
Property, plant and equipment accrued28,315 26,427 
ROU assets obtained in exchange for operating lease liabilities49,420 38,474 
ROU assets obtained in exchange for finance lease liabilities45,174 13,992 

Supplemental Segment Data (in thousands)

Three Months Ended
RevenueJune 30, 2024June 30, 2023
Third-Party RevenuesIntersegment Revenues (Expenses), netDirect RevenuesThird-Party RevenuesIntersegment Revenues (Expenses), netDirect Revenues
Environmental Services$1,297,298 $12,085 $1,309,383 $1,161,482 $10,554 $1,172,036 
Safety-Kleen Sustainability Solutions255,322 (12,085)243,237 236,302 (10,554)225,748 
Corporate Items99 — 99 116 — 116 
Total$1,552,719 $— $1,552,719 $1,397,900 $— $1,397,900 

Six Months Ended
RevenueJune 30, 2024June 30, 2023
Third-Party RevenuesIntersegment Revenues (Expenses), netDirect RevenuesThird-Party RevenuesIntersegment Revenues (Expenses), netDirect Revenues
Environmental Services$2,458,577 $23,316 $2,481,893 $2,222,464 $20,313 $2,242,777 
Safety-Kleen Sustainability Solutions470,636 (23,316)447,320 482,600 (20,313)462,287 
Corporate Items201 — 201 223 — 223 
Total$2,929,414 $— $2,929,414 $2,705,287 $— $2,705,287 
Three Months EndedSix Months Ended
Adjusted EBITDAJune 30, 2024June 30, 2023June 30, 2024June 30, 2023
Environmental Services$359,915 $305,622 $624,390 $533,967 
Safety-Kleen Sustainability Solutions51,476 53,415 81,176 94,878 
Corporate Items(83,575)(71,531)(147,655)(126,201)
Total$327,816 $287,506 $557,911 $502,644 

Clean Harbors • 42 Longwater Drive • PO Box 9149 • Norwell, Massachusetts 02061-9149 • 800.282.0058 • www.cleanharbors.com
v3.24.2
Cover
Jul. 31, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jul. 31, 2024
Entity Registrant Name CLEAN HARBORS, INC
Entity Incorporation, State or Country Code MA
Entity File Number 001-34223
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
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Title of 12(b) Security Common Stock, $0.01 par value
Trading Symbol CLH
Security Exchange Name NYSE
Entity Central Index Key 0000822818
Amendment Flag false
Clean Harbors (NYSE:CLH)
Historical Stock Chart
From Oct 2024 to Nov 2024 Click Here for more Clean Harbors Charts.
Clean Harbors (NYSE:CLH)
Historical Stock Chart
From Nov 2023 to Nov 2024 Click Here for more Clean Harbors Charts.