GUARANTOR AND NON-GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION

The 2020 Notes and 2021 Notes are guaranteed by substantially all of the Company's subsidiaries organized in the United States. Each guarantor for the 2020 Notes and 2021 Notes is a 100% owned subsidiary of the Company and its guarantee is both full and unconditional and joint and several. The 2020 Notes and 2021 Notes are not guaranteed by the Company’s Canadian or other foreign subsidiaries. The following presents supplemental condensed consolidating financial information for the parent company, the guarantor subsidiaries and the non-guarantor subsidiaries, respectively.

Revision of Previously Reported Condensed Consolidating Information - As discussed further in the Company's 2014 Annual Report on Form 10-K, during preparation of the December 31, 2014 financial statements, management determined that certain amounts in the Company’s condensed consolidating financial information as previously presented in this Guarantor And Non-Guarantor Subsidiaries footnote for the period ended March 31, 2014 was not presented in accordance with the requirements of Rule 3-10 of SEC Regulation S-X (“Rule 3-10”). The accompanying financial information related to the period ended March 31, 2014 has therefore been revised to correct the historical presentation. The revisions primarily relate to the following items:


•	(Benefit) provision for income taxes - Excess provision for income taxes was allocated to Clean Harbors, Inc. and under allocated to U.S. Guarantor Subsidiaries.

•

Equity in earnings of subsidiaries, net of tax - interest expense resulting from transactions between the U.S. Guarantor Subsidiaries and Foreign Non-Guarantor Subsidiaries was incorrectly excluded in the application of the equity method of accounting required by Rule 3-10 resulting in an overstatement of equity in earnings of subsidiaries, net of tax, as reflected in the financial information for the U.S. Guarantor Subsidiaries.

These revisions impacted the condensed consolidating information for the period ended March 31, 2014 as presented in this footnote only and did not affect any of the Company's consolidated financial statements or ratios based thereon. There was no impact to the Company's loan covenants as a result of these corrections.

Following is the condensed consolidating balance sheet at March 31, 2015 (in thousands):



	Clean Harbors, Inc.		U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets:
Cash and cash equivalents	$	84,881	$	78,608	$	70,250	$	—		$	233,739
Intercompany receivables	141,084		255,080		42,134		(438,298		)	—
Accounts receivable, net	—		388,652		132,911		—			521,563
Other current assets	33		214,784		73,066		—			287,883
Property, plant and equipment, net	—		973,825		528,672		—			1,502,497
Investments in subsidiaries	2,602,744		605,528		—		(3,208,272		)	—
Intercompany debt receivable	—		300,706		3,701		(304,407		)	—
Goodwill	—		324,930		120,482		—			445,412
Permits and other intangibles, net	—		435,343		84,702		—			520,045
Other long-term assets	15,982		13,005		5,916		—			34,903
Total assets	$	2,844,724	$	3,590,461	$	1,061,834	$	(3,950,977	)	$	3,546,042
Liabilities and Stockholders’ Equity:
Current liabilities	$	18,620	$	416,437	$	84,804	$	—		$	519,861
Intercompany payables	264,554		171,792		1,952		(438,298		)	—
Closure, post-closure and remedial liabilities, net	—		153,029		22,712		—			175,741
Long-term obligations	1,395,000		—		—		—			1,395,000
Intercompany debt payable	3,701		—		300,706		(304,407		)	—
Other long-term liabilities	—		246,459		46,132		—			292,591
Total liabilities	1,681,875		987,717		456,306		(742,705		)	2,383,193
Stockholders’ equity	1,162,849		2,602,744		605,528		(3,208,272		)	1,162,849
Total liabilities and stockholders’ equity	$	2,844,724	$	3,590,461	$	1,061,834	$	(3,950,977	)	$	3,546,042

Following is the condensed consolidating balance sheet at December 31, 2014 (in thousands):



	Clean Harbors, Inc.		U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets:
Cash and cash equivalents	$	1,006	$	154,147	$	91,726	$	—		$	246,879
Intercompany receivables	133,219		156,920		39,724		(329,863		)	—
Accounts receivables	—		414,205		142,926		—			557,131
Other current assets	—		241,232		81,191		—			322,423
Property, plant and equipment, net	—		970,757		588,077		—			1,558,834
Investments in subsidiaries	2,694,727		663,191		—		(3,357,918		)	—
Intercompany debt receivable	—		327,634		3,701		(331,335		)	—
Goodwill	—		324,930		127,739		—			452,669
Permits and other intangibles, net	—		435,906		94,174		—			530,080
Other long-term assets	16,801		12,959		6,502		—			36,262
Total assets	$	2,845,753	$	3,701,881	$	1,175,760	$	(4,019,116	)	$	3,704,278
Liabilities and Stockholders’ Equity:
Current liabilities	$	20,820	$	444,059	$	107,592	$	—		$	572,471
Intercompany payables	163,361		164,231		2,271		(329,863		)	—
Closure, post-closure and remedial liabilities, net	—		158,622		25,109		—			183,731
Long-term obligations	1,395,000		—		—		—			1,395,000
Intercompany debt payable	3,701		—		327,634		(331,335		)	—
Other long-term liabilities	—		240,242		49,963		—			290,205
Total liabilities	1,582,882		1,007,154		512,569		(661,198		)	2,441,407
Stockholders’ equity	1,262,871		2,694,727		663,191		(3,357,918		)	1,262,871
Total liabilities and stockholders’ equity	$	2,845,753	$	3,701,881	$	1,175,760	$	(4,019,116	)	$	3,704,278

Following is the consolidating statement of (loss) income for the three months ended March 31, 2015 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues
Service revenues	$	—		$	418,517		$	193,453		$	(15,640	)	$	596,330
Product revenues	—			116,536			23,204			(3,571		)	136,169
Total revenues	—			535,053			216,657			(19,211		)	732,499
Cost of revenues (exclusive of items shown separately below)
Service cost of revenues	—			277,602			154,428			(15,640		)	416,390
Product cost of revenues	—			115,286			18,402			(3,571		)	130,117
Total cost of revenues	—			392,888			172,830			(19,211		)	546,507
Selling, general and administrative expenses	25			80,984			26,706			—			107,715
Accretion of environmental liabilities	—			2,306			313			—			2,619
Depreciation and amortization	—			45,801			22,555			—			68,356
(Loss) income from operations	(25		)	13,074			(5,747		)	—			7,302
Other income	—			111			298			—			409
Interest (expense) income	(19,639		)	178			23			—			(19,438		)
Equity in earnings of subsidiaries, net of taxes	4,709			(7,029		)	—			2,320			—
Intercompany interest income (expense)	—			5,977			(5,977		)	—			—
(Loss) income before provision for income taxes	(14,955		)	12,311			(11,403		)	2,320			(11,727		)
(Benefit) provision for income taxes	(7,866		)	7,602			(4,374		)	—			(4,638		)
Net (loss) income	(7,089		)	4,709			(7,029		)	2,320			(7,089		)
Other comprehensive loss	(77,403		)	(77,403		)	(50,635		)	128,038			(77,403		)
Comprehensive loss	$	(84,492	)	$	(72,694	)	$	(57,664	)	$	130,358		$	(84,492	)

Following is the consolidating statement of income for the three months ended March 31, 2014 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues
Service revenues	$	—		$	445,903		$	218,171		$	(3,979	)	$	660,095
Product revenues	—			135,203			52,494			(1,125		)	186,572
Total revenues	—			581,106			270,665			(5,104		)	846,667
Cost of revenues (exclusive of items shown separately below)
Service cost of revenues	—			306,290			164,488			(3,979		)	466,799
Product cost of revenues	—			115,257			44,788			(1,125		)	158,920
Total cost of revenues	—			421,547			209,276			(5,104		)	625,719
Selling, general and administrative expenses	31			87,575			31,356			—			118,962
Accretion of environmental liabilities	—			2,381			343			—			2,724
Depreciation and amortization	—			42,808			26,548			—			69,356
(Loss) income from operations	(31		)	26,795			3,142			—			29,906
Other income	—			582			3,596			—			4,178
Interest (expense) income	(19,734		)	234			(54		)	—			(19,554		)
Equity in earnings of subsidiaries, net of taxes	20,819			(519		)	—			(20,300		)	—
Intercompany dividend income	—			—			3,100			(3,100		)	—
Intercompany interest income (expense)	—			9,057			(9,057		)	—			—
Income before (benefit) provision for income taxes	1,054			36,149			727			(23,400		)	14,530
(Benefit) provision for income taxes	(7,906		)	15,330			(1,854		)	—			5,570
Net income	8,960			20,819			2,581			(23,400		)	8,960
Other comprehensive (loss) income	(41,525		)	(41,525		)	19,682			21,843			(41,525		)
Comprehensive (loss) income	$	(32,565	)	$	(20,706	)	$	22,263		$	(1,557	)	$	(32,565	)

Following is the condensed consolidating statement of cash flows for the three months ended March 31, 2015 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net cash (used in) from operating activities	$	(8,032	)	$	85,311		$	7,498		$	—		$	84,777
Cash flows from investing activities:
Additions to property, plant and equipment	—			(37,670		)	(15,279		)	—			(52,949		)
Proceeds from sales of fixed assets	—			113			647			—			760
Costs to obtain or renew permits	—			—			(1,171		)	—			(1,171		)
Intercompany	—			(108,435		)	—			108,435			—
Net cash used in investing activities	—			(145,992		)	(15,803		)	108,435			(53,360		)

Cash flows from (used in) financing activities:
Change in uncashed checks	—			(14,694		)	(5,574		)	—			(20,268		)
Issuance of restricted shares, net of shares remitted	(1,154		)	—			—			—			(1,154		)
Repurchases of common stock	(15,379		)	—			—			—			(15,379		)
Excess tax benefit of stock-based compensation	5			—			—			—			5
Payments on capital leases	—			(164		)	(234		)	—			(398		)
Intercompany	108,435			—			—			(108,435		)	—
Net cash from (used in) financing activities	91,907			(14,858		)	(5,808		)	(108,435		)	(37,194		)
Effect of exchange rate change on cash	—			—			(7,363		)	—			(7,363		)
Increase (decrease) in cash and cash equivalents	83,875			(75,539		)	(21,476		)	—			(13,140		)
Cash and cash equivalents, beginning of period	1,006			154,147			91,726			—			246,879
Cash and cash equivalents, end of period	$	84,881		$	78,608		$	70,250		$	—		$	233,739

Following is the condensed consolidating statement of cash flows for the three months ended March 31, 2014 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net cash (used in) from operating activities	$	(49,377	)	$	72,813		$	(6,519	)	$	(12,321	)	$	4,596
Cash flows from investing activities:
Additions to property, plant and equipment	—			(46,287		)	(28,718		)	—			(75,005		)
Proceeds from sale of fixed assets	—			228			648			—			876
Costs to obtain or renew permits	—			(111		)	(964		)	—			(1,075		)
Proceeds from sale of long term investments	—			—			12,870			—			12,870
Intercompany	—			(49,094		)	—			49,094			—
Net cash used in investing activities	—			(95,264		)	(16,164		)	49,094			(62,334		)

Cash flows from (used in) financing activities:
Change in uncashed checks	—			60			(39		)	—			21
Proceeds from employee stock purchase plan	2,141			—			—			—			2,141
Issuance of restricted shares, net of shares remitted	(750		)	—			—			—			(750		)
Repurchases of common stock	(1,225		)	—			—			—			(1,225		)
Excess tax benefit of stock-based compensation	117			—			—			—			117
Payments of capital leases	—			(42		)	(596		)	—			(638		)
Dividends (paid) / received	—			(12,321		)	—			12,321			—
Intercompany	49,094			—			—			(49,094		)	—
Net cash from (used in) financing activities	49,377			(12,303		)	(635		)	(36,773		)	(334		)
Effect of exchange rate change on cash	—			—			(2,994		)	—			(2,994		)
Decrease in cash and cash equivalents	—			(34,754		)	(26,312		)	—			(61,066		)
Cash and cash equivalents, beginning of period	1,006			235,505			73,562			—			310,073
Cash and cash equivalents, end of period	$	1,006		$	200,751		$	47,250		$	—		$	249,007