GUARANTOR AND NON-GUARANTOR SUBSIDIARIES FINANCIAL INFORMATION

As of December 31, 2010, the Company had outstanding $270.0 million aggregate principal amount of 7.625% senior secured notes due 2016 issued by the parent company, Clean Harbors, Inc., and on March 24, 2011, the parent company issued an additional $250.0 million aggregate principal amount of such notes. The combined $520.0 million of the parent’s senior secured notes outstanding at September 30, 2011 is guaranteed by substantially all of the parent’s subsidiaries organized in the United States. Each guarantor is a wholly-owned subsidiary of the Company and its guarantee is both full and unconditional and joint and several. The parent’s 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.

Following is the condensed consolidating balance sheet at September 30, 2011 (in thousands):



	Clean Harbors, Inc.		U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets:
Cash and cash equivalents	$	91,557	$	145,150	$	20,452	$	—		$	257,159
Intercompany receivables	346,750		—		148,818		(495,568		)	—
Other current assets	15,139		329,710		224,262		—			569,111
Property, plant and equipment, net	—		389,481		491,238		—			880,719
Investments in subsidiaries	1,002,994		377,275		94,626		(1,474,895		)	—
Intercompany debt receivable	—		443,819		3,701		(447,520		)	—
Other long-term assets	16,327		115,352		171,717		—			303,396
Total assets	$	1,472,767	$	1,800,787	$	1,154,814	$	(2,417,983	)	$	2,010,385
Liabilities and Stockholders’ Equity:
Current liabilities	$	39,568	$	208,021	$	145,979	$	—		$	393,568
Intercompany payables	—		495,568		—		(495,568		)	—
Closure, post-closure and remedial liabilities, net	—		131,490		20,113		—			151,603
Long-term obligations	524,590		—		—		—			524,590
Capital lease obligations, net	—		573		6,958		—			7,531
Intercompany debt payable	3,701		—		443,819		(447,520		)	—
Other long-term liabilities	64,702		8,326		19,859		—			92,887
Total liabilities	632,561		843,978		636,728		(943,088		)	1,170,179
Stockholders’ equity	840,206		956,809		518,086		(1,474,895		)	840,206
Total liabilities and stockholders’ equity	$	1,472,767	$	1,800,787	$	1,154,814	$	(2,417,983	)	$	2,010,385

Following is the condensed consolidating balance sheet at December 31, 2010 (in thousands):



	Clean Harbors, Inc.		U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets:
Cash and cash equivalents	$	100,476	$	124,582	$	77,152	$	—		$	302,210
Intercompany receivables	371,559		—		—		(371,559		)	—
Other current assets	15,521		279,895		154,911		—			450,327
Property, plant and equipment, net	—		302,028		353,366		—			655,394
Investments in subsidiaries	628,723		259,294		91,654		(979,671		)	—
Intercompany debt receivable	—		368,804		3,701		(372,505		)	—
Other long-term assets	7,768		87,888		98,888		—			194,544
Total assets	$	1,124,047	$	1,422,491	$	779,672	$	(1,723,735	)	$	1,602,475
Liabilities and Stockholders’ Equity:
Current liabilities	$	13,935	$	201,384	$	90,965	$	—		$	306,284
Intercompany payables	—		222,750		148,809		(371,559		)	—
Closure, post-closure and remedial liabilities, net	—		141,280		20,494		—			161,774
Long-term obligations	264,007		—		—		—			264,007
Capital lease obligations, net	—		249		6,590		—			6,839
Intercompany debt payable	3,701		—		368,804		(372,505		)	—
Other long-term liabilities	61,577		2,531		18,636		—			82,744
Total liabilities	343,220		568,194		654,298		(744,064		)	821,648
Stockholders’ equity	780,827		854,297		125,374		(979,671		)	780,827
Total liabilities and stockholders’ equity	$	1,124,047	$	1,422,491	$	779,672	$	(1,723,735	)	$	1,602,475

Following is the consolidating statement of income for the three months ended September 30, 2011 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total

Revenues	$	—		$	327,093		$	237,589		$	(8,629	)	$	556,053
Cost of revenues (exclusive of items shown separately below)	—			229,272			165,875			(8,629		)	386,518
Selling, general and administrative expenses	27			39,889			25,788			—			65,704
Accretion of environmental liabilities	—			2,120			315			—			2,435
Depreciation and amortization	—			16,069			18,535			—			34,604
Income from operations	(27		)	39,743			27,076			—			66,792
Other income	—			51			113			—			164
Interest (expense) income	(10,739		)	(10		)	(178		)	—			(10,927		)
Equity in earnings of subsidiaries	52,408			18,548			—			(70,956		)	—
Intercompany dividend income (expense)	—			—			3,491			(3,491		)	—
Intercompany interest income (expense)	—			6,759			(6,759		)	—			—
Income from operations before provision for income taxes	41,642			65,091			23,743			(74,447		)	56,029
Provision for income taxes	4,509			8,335			6,052			—			18,896
Net income (loss)	$	37,133		$	56,756		$	17,691		$	(74,447	)	$	37,133

Following is the consolidating statement of income for the three months ended September 30, 2010 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total

Revenues	$	—		$	346,045	$	142,426		$	(820	)	$	487,651
Cost of revenues (exclusive of items shown separately below)	—			235,915		100,178			(820		)	335,273
Selling, general and administrative expenses	25			40,903		12,691			—			53,619
Accretion of environmental liabilities	—			2,218		277			—			2,495
Depreciation and amortization	—			12,367		10,525			—			22,892
Income from operations	(25		)	54,642		18,755			—			73,372
Other income (loss)	—			74		(743		)	—			(669		)
Loss on early extinguishment of debt	(2,294		)	—		—			—			(2,294		)
Interest (expense) income	(7,196		)	78		(80		)	—			(7,198		)
Equity in earnings of subsidiaries	56,001			8,641		—			(64,642		)	—
Intercompany dividend income (expense)	—			—		3,292			(3,292		)	—
Intercompany interest income (expense)	—			8,243		(8,243		)	—			—
Income from continuing operations before provision for income taxes	46,486			71,678		12,981			(67,934		)	63,211
Provision for income taxes	7,659			12,596		4,129			—			24,384
Income from continuing operations	38,827			59,082		8,852			(67,934		)	38,827
Income from discontinued operations, net of tax	—			—		—			—			—
Net income	$	38,827		$	59,082	$	8,852		$	(67,934	)	$	38,827

Following is the consolidating statement of income for the nine months ended September 30, 2011 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total

Revenues	$	—		$	838,654	$	619,615		$	(20,019	)	$	1,438,250
Cost of revenues (exclusive of items shown separately below)	—			582,767		444,101			(20,019		)	1,006,849
Selling, general and administrative expenses	77			114,621		64,054			—			178,752
Accretion of environmental liabilities	—			6,297		934			—			7,231
Depreciation and amortization	—			41,760		45,240			—			87,000
Income from operations	(77		)	93,209		65,286			—			158,418
Other income	—			3,781		2,150			—			5,931
Interest (expense) income	(28,045		)	163		(165		)	—			(28,047		)
Equity in earnings of subsidiaries	129,273			50,260		—			(179,533		)	—
Intercompany dividend income (expense)	—			—		10,484			(10,484		)	—
Intercompany interest income (expense)	—			24,459		(24,459		)	—			—
Income from operations before provision for income taxes	101,151			171,872		53,296			(190,017		)	136,302
Provision for income taxes	12,132			21,511		13,640			—			47,283
Net income	$	89,019		$	150,361	$	39,656		$	(190,017	)	$	89,019

Following is the consolidating statement of income for the nine months ended September 30, 2010 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total

Revenues	$	—		$	869,468	$	449,354		$	(4,636	)	$	1,314,186
Cost of revenues (exclusive of items shown separately below)	—			597,323		327,283			(4,636		)	919,970
Selling, general and administrative expenses	75			109,947		39,810			—			149,832
Accretion of environmental liabilities	—			6,958		841			—			7,799
Depreciation and amortization	—			35,894		31,777			—			67,671
Income from operations	(75		)	119,346		49,643			—			168,914
Other income (loss)	—			388		2,097			—			2,485
Loss on early extinguishment of debt	(2,294		)	—		—			—			(2,294		)
Interest (expense) income	(21,668		)	127		(231		)	—			(21,772		)
Equity in earnings of subsidiaries	149,216			35,457		—			(184,673		)	—
Intercompany dividend income (expense)	—			—		9,904			(9,904		)	—
Intercompany interest income (expense)	—			24,450		(24,450		)	—			—
Income from continuing operations before provision for income taxes	125,179			179,768		36,963			(194,577		)	147,333
Provision for income taxes	17,993			26,960		(2,012		)	—			42,941
Income from continuing operations	107,186			152,808		38,975			(194,577		)	104,392
Income from discontinued operations, net of tax	—			—		2,794			—			2,794
Net income	$	107,186		$	152,808	$	41,769		$	(194,577	)	$	107,186

Following is the condensed consolidating statement of cash flows for the nine months ended September 30, 2011 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Total

Net cash from operating activities	$	(16,908	)	$	77,653		$	90,591		$	151,336
Cash flows from investing activities:
Additions to property, plant and equipment	—			(75,274		)	(38,370		)	(113,644		)
Acquisitions, net of cash acquired	—			(50,166		)	(286,794		)	(336,960		)
Costs to obtain or renew permits	—			(486		)	(1,870		)	(2,356		)
Proceeds from sales of fixed assets	—			545			5,380			5,925
Proceeds from sale of marketable securities	—			—			425			425
Proceeds from sale of long term investments	—			1,000			—			1,000
Investment in subsidiaries	(258,597		)	178,884			79,713			—
Net cash from investing activities	(258,597		)	54,503			(241,516		)	(445,610		)

Cash flows from financing activities:
Change in uncashed checks	—			(1,363		)	(1,217		)	(2,580		)
Proceeds from exercise of stock options	1,089			—			—			1,089
Proceeds from employee stock purchase plan	2,451			—			—			2,451
Remittance of shares, net	(1,897		)	—			—			(1,897		)
Excess tax benefit of stock-based compensation	1,949			—			—			1,949
Deferred financing costs paid	(8,442		)	—			—			(8,442		)
Payments on capital leases	—			(532		)	(5,243		)	(5,775		)
Distribution of cash earned on employee participation plan	—			—			(189		)	(189		)
Issuance of senior secured notes, including premium	261,250			—			—			261,250
Dividends (paid) / received	10,186			(24,306		)	14,120			—
Interest (payments) / received	—			35,088			(35,088		)	—
Intercompany debt	—			(120,475		)	120,475			—
Net cash from financing activities	266,586			(111,588		)	92,858			247,856
Effect of exchange rate change on cash	—			—			1,367			1,367
(Decrease) increase in cash and cash equivalents	(8,919		)	20,568			(56,700		)	(45,051		)
Cash and cash equivalents, beginning of period	100,476			124,582			77,152			302,210
Cash and cash equivalents, end of period	$	91,557		$	145,150		$	20,452		$	257,159

Following is the condensed consolidating statement of cash flows for the nine months ended September 30, 2010 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Total

Net cash from operating activities	$	(3,688	)	$	100,673		$	56,945		$	153,930
Cash flows from investing activities:
Additions to property, plant and equipment	—			(42,501		)	(32,240		)	(74,741		)
Acquisitions, net of cash acquired	—			(13,846		)	—			(13,846		)
Additions to intangible assets, including costs to obtain or renew permits	—			(1,203		)	(2,059		)	(3,262		)
Purchase of available for sale securities	—			—			(1,486		)	(1,486		)
Proceeds from sale of fixed assets and assets held for sale	—			997			14,966			15,963
Proceeds from sale of marketable securities	—			—			2,627			2,627
Proceeds from sale of long-term investments	—			1,300			—			1,300
Proceeds from insurance settlement	—			—			1,336			1,336
Investment in subsidiaries	(236,700		)	236,700			—			—
Net cash from investing activities	(236,700		)	181,447			(16,856		)	(72,109		)

Cash flows from financing activities:
Change in uncashed checks	—			(1,347		)	(3,335		)	(4,682		)
Proceeds from exercise of stock options	550			—			—			550
Proceeds from employee stock purchase plan	1,769			—			—			1,769
Remittance of shares, net	(198		)	—			—			(198		)
Excess tax benefit of stock-based compensation	1,221			—			—			1,221
Deferred financing costs paid	(53		)	—			—			(53		)
Payments of capital leases	—			(284		)	(3,077		)	(3,361		)
Principle payment on debt	(30,000		)	—			—			(30,000		)
Distribution of cash earned on employee participation plan	—			—			(148		)	(148		)
Interest (payments) / received	—			19,363			(19,363		)	—
Intercompany debt	236,700			(236,700		)	—			—
Net cash from financing activities	209,989			(218,968		)	(25,923		)	(34,902		)
Effect of exchange rate change on cash	—			—			451			451
(Decrease) increase in cash and cash equivalents	(30,399		)	63,152			14,617			47,370
Cash and cash equivalents, beginning of period	141,338			50,408			41,800			233,546
Cash and cash equivalents, end of period	$	110,939		$	113,560		$	56,417		$	280,916