Clean Harbors, Inc., the leading provider of environmental, energy and industrial services in North America, and Nuverra Environmental Solutions, Inc., a leading provider of full-cycle environmental solutions to energy end-markets announced a definitive agreement has been reached whereby Clean Harbors will acquire Nuverra's subsidiary Thermo Fluids Inc. for $85 million in an all-cash transaction.
In March 2014, VeroLube announced the signing of a definitive agreement to acquire Thermo Fluids from Nuverra for $175 million, but that deal fell through.
Liz Merritt, VP-Investor Relations & Corporate Communications, Nuverra, told OEM/Lube News "We announced on August 25, 2014 that VeroLube proposed a reduction in the purchase price for TFI, as well as an extension of the closing deadline and the exclusivity period. Nuverra disclosed at that time that it would consider the revised VeroLube proposal and that the exclusivity period under the amended purchase agreement would terminate on 8/29/14. The termination of the exclusivity period allowed Nuverra to recommence negotiations with other potential buyers. Nuverra and VeroLube were unable to reach an agreement."
Clean Harbors Chairman and Chief Executive Officer Alan S. McKim, said, "TFI is a leading provider of route-based environmental services, which represents an attractive acquisition opportunity that will support both components of our Safety-Kleen business. The addition of TFI's environmental business will perfectly complement our SK Environmental Services business, as well as drive incremental volumes into our hazardous waste disposal facilities.
"Its regionally focused business model has enabled TFI to achieve both operating scale and route density in the markets it serves," added Mr. McKim. "At the same time, as one of the largest collectors of used motor oil in the western U.S., TFI will add approximately 50 million gallons of waste oil to Safety-Kleen's recycling and re-refining business. We expect to effectively leverage its highly scalable platform of collection facilities, storage capabilities, rail assets and transportation fleet with our existing re-refining infrastructure."
Mark D. Johnsrud, Nuverra's Chairman and Chief Executive Officer, stated, "Our strategy has been to focus on our core shale environmental solutions business, and this transaction is consistent with that approach. We are pleased to monetize our TFI business to provide further support to that strategy. As the leading environmental and industrial services company in North America, Clean Harbors will be an excellent steward for TFI going forward."
The companies expect to complete the acquisition, which is subject to customary closing conditions, including, but not limited to, regulatory approval, by early March 2015.
Based in Scottsdale, AZ, TFI provides environmental services in 21 U.S. states through a network of 36 permitted facilities. The company operates a fleet of trucks and rail cars in servicing more than 20,000 customers. TFI's range of environmental services includes used oil recycling, used oil filter recycling, antifreeze products, parts washers and solvent recycling. Its industrial waste management services include vacuum services, remediation, lab pack and hazardous waste management.
Clean Harbors serves a diverse customer base, including a majority of the Fortune 500, across the chemical, energy, manufacturing and additional markets, as well as numerous government agencies. Clean Harbors delivers 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 North America's largest recycler and re-refiner of used oil and a leading provider of parts washers and environmental services to commercial, industrial and automotive customers. Founded in 1980 and based in Massachusetts, Clean Harbors operates throughout the United States, Canada, Mexico and Puerto Rico.
Nuverra Environmental Solutions is among the largest companies in the United States dedicated to providing comprehensive and full-cycle environmental solutions to customers in energy and industrial end-markets. Nuverra focuses on the delivery, collection, treatment, recycling, and disposal of restricted solids, water, wastewater, used motor oil, spent antifreeze, waste fluids and hydrocarbons.
