BUSINESS COMBINATIONS

2018 Acquisition

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 will provide 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 $120.0 million subject to certain post-closing adjustments. The acquisition was financed with cash on hand. The amount of revenue from the Veolia Business included in the Company's results of operations for the period ended March 31, 2018 was $17.6 million. The amount of pre-tax income for the period ended March 31, 2018 was immaterial. During the three months ended March 31, 2018, the Company incurred acquisition-related costs of approximately $0.5 million in connection with the transaction which are included in selling, general and administrative expenses in the consolidated statements of operations.

The allocation of the purchase price was based on preliminary estimates of the fair value of assets acquired and liabilities assumed as of February 23, 2018, as the Company is continuing to obtain information to complete its valuation of these accounts and the associated tax accounting. The components and preliminary allocation of the purchase price consist of the following amounts (in thousands):



	At Acquisition Date
Accounts receivable, including unbilled receivables	$	40,773
Inventories and supplies	1,442
Prepaid expenses and other current assets	1,005
Property, plant and equipment	72,244
Permits and other intangibles	5,140
Current liabilities	(15,908		)
Closure and post-closure liabilities	(604		)
Total identifiable net assets	104,092
Goodwill	15,908
Total purchase price, net of cash acquired	$	120,000

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.

Pro forma revenue and earnings amounts on a combined basis as if this acquisition had been completed on January 1, 2017 are immaterial to the consolidated financial statements of the Company since that date.

2017 Acquisitions

On October 16, 2017, the Company acquired a division of a privately held company for $4.8 million. This acquisition provides the Company with additional fabrication and refurbishment capabilities for its fleet of trucks. The acquired division is included in the Environmental Services segment. In connection with this acquisition, there was minimal goodwill recognized.

On September 22, 2017, the Company acquired a privately held company which manufactures and sells parts washer machines and related equipment for $2.1 million. The acquired company is included in the Safety-Kleen operating segment. In connection with this acquisition, goodwill totaling $0.7 million was recognized.

On July 14, 2017, the Company acquired Lonestar West Inc. ("Lonestar"), a public company headquartered in Alberta, Canada, for approximately CAD $41.8 million, ($33.1 million USD), net of cash acquired, which included an equity payout of CAD $0.72 per share to Lonestar shareholders and the assumption of approximately CAD $21.3 million ($16.8 million USD) in outstanding debt, which Clean Harbors subsequently repaid. The acquisition is expected to support the Company's growth in the daylighting and hydro excavation services markets. In addition to increasing the size of the Company's hydro vac fleet, Lonestar's network of locations will provide the Company with direct access to key geographic markets in both the United States and Canada. The acquired company is included in the Environmental Services segment. The primary areas of the preliminary purchase price allocation that are subject to change relate to certain legal matters, income and income based taxes and residual goodwill. Measurement period adjustments are recorded in the reporting period in which the estimates are finalized and adjustment amounts are determined. In connection with this acquisition, a preliminary goodwill amount of $2.9 million was recognized.

On January 31, 2017, the Company acquired a privately held company for a purchase price of approximately $11.9 million in cash, net of cash acquired. The acquired business produces and distributes oil products and therefore complements the Company's closed loop model as it relates to the sale of its oil products. The acquired company is included in the Safety-Kleen segment. In connection with this acquisition, a goodwill amount of $5.0 million was recognized.

Pro forma financial information on a comparative basis, as if these acquisitions had been completed on January 1, 2017, is not presented as the pro forma results would not be materially different from reported trends and operations.