<PAGE>
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
Form 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
for the Quarterly Period Ended
March 31, 1995
-----------------------
Commission File Number 0-16379
Clean Harbors, Inc.
(Exact name of registrant as specified in its charter)
Massachusetts 04-2997780
(State of Incorporation) (IRS Employer Identification No.)
325 Wood Road, Braintree, MA 02184
(Address of Principal Executive Offices) (Zip Code)
(617) 849-1800 ext. 4454
(Registrant's Telephone Number, Including Area Code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock, $.01 par value 9,431,282
- ---------------------------- -----------------------------
(Class) (Outstanding at May 10, 1995)
================================================================================
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
TABLE OF CONTENTS
PART I: FINANCIAL INFORMATION
ITEM 1: FINANCIAL STATEMENTS Pages
-----
Consolidated Statements of Income 1
Consolidated Balance Sheets 2-3
Consolidated Statements of Cash Flows 4-5
Consolidated Statement of Stockholders' Equity 6
Notes to Consolidated Financial Statements 7-8
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS 9-14
PART II: OTHER INFORMATION
Items No. 1 through 6 15
Signatures 16
EPS Calculation - Exhibit 11.1 17
Financial Data Schedule -- Exhibit 27
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
Unaudited
(in thousands except for earnings per share amounts)
Three Months Ended
March 31,
---------------------------
1995 1994
------- -------
Revenues $47,150 $51,285
Cost of revenues 34,852 35,914
Selling, general and
administrative expenses 9,010 9,883
Depreciation and amortization 2,473 2,563
------- -------
Income from operations 815 2,925
Interest expense, net 1,972 1,819
------- -------
Income before provision
for income taxes (1,157) 1,106
Provision for income taxes (567) 509
------- -------
Net income $ (590) $ 597
======= =======
Net income per common and
common equivalent share $ (.07) $ .05
======= =======
Weighted average common and
common equivalent shares
outstanding 9,445 9,715
======= =======
The accompanying notes are an integral part of these
consolidated financial statements.
(1)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
March 31,
1995 December 31,
(Unaudited) 1994
----------- ------------
ASSETS
Current Assets:
Cash $ 465 $ 1,000
Restricted investments 1,905 1,542
Accounts receivable, net of
allowance for doubtful accounts 41,648 44,834
Prepaid expenses 2,182 1,894
Supplies inventories 2,618 2,670
Income tax receivable 948 178
-------- --------
Total current assets 49,766 52,118
Property, plant and equipment:
Land 8,209 8,209
Buildings and improvements 31,774 31,535
Vehicles and equipment 73,492 72,494
Furniture and fixtures 2,129 2,129
Construction in progress 3,776 3,118
-------- --------
119,380 117,485
Less - Accumulated depreciation
and amortization 49,736 47,713
-------- --------
Net property, plant and equipment 69,644 69,772
-------- --------
Other Assets:
Goodwill, net 22,745 22,926
Permits, net 14,047 14,244
Other 2,564 815
-------- --------
Total Other Assets 39,356 37,985
-------- --------
Total Assets $158,766 $159,875
======== ========
The accompanying notes are an integral part of these
consolidated financial statements.
(2)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
March 31, December 31,
1995 1994
(Unaudited)
-------------- --------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current maturities of long-term
obligations $ 1,655 $ 1,715
Accounts payable 9,324 10,686
Accrued disposal costs 5,575 6,179
Other accrued expenses 13,098 12,724
--------- ---------
Total current liabilities 29,652 31,304
--------- ---------
Long-term obligations, less
current maturities 61,660 60,465
Deferred income taxes 804 780
Stockholders' equity:
Preferred Stock, $.01 par value:
Series A Convertible;
Authorized-2,000,000 shares; Issued
and outstanding - none --- ---
Series B Convertible;
Authorized-156,416 shares; Issued and
outstanding 112,000 shares at March 31,
1995 (liquidation preference of
$5.6 million) 1 1
Common Stock, $.01 par value
Authorized - 20,000,000 shares;
Issued and outstanding - 9,431,282
shares at March 31, 1995 and 9,431,282
shares at December 31, 1994 95 95
Additional paid-in capital 58,590 58,590
Unrealized loss on restricted investments,
net of tax (88) (113)
Retained earnings 8,052 8,753
-------- --------
Total stockholders' equity 66,650 67,326
-------- --------
Total liabilities and stockholders' equity $158,766 $159,875
======== ========
The accompanying notes are an integral part of these
consolidated financial statements.
(3)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
Unaudited
(in thousands)
THREE MONTHS ENDING
MARCH 31,
-----------------------
1995 1994
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $ (590) $ 597
Adjustments to reconcile net income (loss) to
net cash provided by operating activities:
Depreciation and amortization 2,473 2,563
Allowance for doubtful accounts (189) (183)
Amortization of deferred financing costs 86 99
Gain on sale of fixed assets (5) (74)
Changes in assets and liabilities:
Accounts receivable 3,375 1,156
Refundable income taxes (770) 70
Prepaid expenses (288) 196
Supplies inventories 52 (143)
Accounts payable (1,362) (748)
Accrued disposal costs (604) (2,183)
Other accrued expenses 374 1,914
Taxes payable --- 63
-------- --------
Net cash provided by operating activities 2,552 3,327
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property, plant and equipment (1,938) (630)
Increase in permits (26) ---
Proceeds from sale and maturities of restricted
investments 10 ---
Cost of restricted investments acquired (323) ---
Decrease (increase) in other assets (1,752) 13
Proceeds from sale of fixed assets 5 76
-------- --------
Net cash used in investing activities (4,024) (541)
-------- --------
The accompanying notes are an integral part of these consolidated financial
statements.
(4)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
Unaudited
(in thousands)
THREE MONTHS ENDING
MARCH 31,
-------------------
1995 1994
--------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Preferred stock dividend distribution (112) (100)
Net borrowings (payments) under long-term
revolver 1,463 (1,701)
Payments on long-term obligations (196) (347)
Proceeds from exercise of stock options --- 20
Additions to deferred financing costs (218) (156)
------ ------
Net cash (used in) provided by
financing activities 937 (2,284)
------ ------
(DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (535) 502
Cash and equivalents, beginning of year 1,000 816
------ ------
Cash and equivalents, end of period $465 $1,318
====== ======
The accompanying notes are an integral part of these consolidated financial
statements.
(5)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
Unaudited
(in thousands)
<TABLE>
<CAPTION>
Series B
Preferred Stock Common Stock
---------------- -------------
Number $0.01 Number $0.01 Additional Unrealized Loss Total
of Par of Par Paid-In on Restricted Retained Stockholders'
Shares Value Shares Value Capital Investments Earnings Equity
------ ----- ------ ----- ---------- --------------- -------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Balance at
December 31, 1994 112 $ 1 9,431 $95 $58,590 $(113) $8,753 $67,326
Preferred stock dividends:
Series B --- --- --- -- --- --- (111) (111)
Change in unrealized loss
on restricted investments --- --- -- --- 25 --- 25
Net Loss --- --- --- -- --- --- (590) (590)
---- ----- -------- ----- -------- --- ------- -------
Balance at
March 31, 1995 112 $ 1 9,431 $95 $58,590 ($88) $8,052 $66,650
=== === ===== === ======= === ====== =======
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
(6)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1 Basis of Presentation
The consolidated interim financial statements included herein have been
prepared by the Company, pursuant to the rules and regulations of the Securities
and Exchange Commission, and include, in the opinion of management, all
adjustments (consisting of only normal recurring accruals) necessary for the
fair presentation of interim period results. The operating results for the three
months ended March 31, 1995 are not necessarily indicative of those to be
expected for the full fiscal year. Reference is made to the audited consolidated
financial statements and notes thereto included in Clean Harbors' Report on Form
10-K for the year ended December 31, 1994 as filed with the Securities and
Exchange Commission.
NOTE 2 Significant Accounting Policies
(A) Net Income Per Common and Common Equivalent Share
Net income per common and common equivalent share is based on net income
less preferred stock dividend requirements divided by the weighted average
number of common and common equivalent shares outstanding during each of the
respective periods. Fully diluted net income per common share has not been
presented as the amount would not differ significantly from that presented.
(B) Reclassifications
Certain reclassifications have been reflected in the prior year financial
statements to conform the presentation to that as of March 31, 1995.
NOTE 3 Subsequent Events
(A) Acquisition of Incinerator
On May 12, 1995, the Company acquired a newly constructed hazardous waste
incinerator in Kimball, Nebraska from Ecova Corporation, a wholly-owned
affiliate of Amoco Oil Company. The incinerator has a part B permit issued by
the Nebraska Department of Environmental Quality ("NDEQ") and the NDEQ has
approved commercial operation at 75% of capacity.
The Company expects to pay approximately $4,000,000 for the acquisition of
the incinerator of which $1,755,000 was expended during the first quarter. The
Company also expects to pay approximately $10,000,000 for financial assurances
to the NDEQ for closure and post closure requirements, a majority of which will
be paid during the second quarter. In addition, the Company will also make
royalty payments to Ecova through 2004 based upon a sliding scale, depending on
the number of tons processed through the facility, in excess of 15,000 tons per
year.
(7)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(Unaudited)
(B) New Financing Arrangements
In May 1995, the Company entered into a new $45,000,000 revolving credit and
term loan agreement ("Loan Agreement") with a financial institution, which
provides for a $35,000,000 revolving credit portion (the "Revolver") and a
$10,000,000 term loan (the "term note"). The Revolver allows the Company to
borrow $35,000,000 in cash, and allows the Company to have up to $20,000,000 in
letters of credit outstanding. The combination of cash and letters of credit may
not exceed $35,000,000 at any one time. The Revolver requires the Company to pay
an unused line fee of one half of one percent. The Revolver has a three-year
term with an option to renew annually. The $10,000,000 term note has a five-year
term with monthly principal payments of $166,667.
The Loan Agreement replaces a revolving credit agreement with three banks
which was scheduled to mature on August 1, 1997. The Loan Agreement allows for
up to 80% of the outstanding balance of the combined Revolver and term note to
bear interest at the Eurodollar rate plus three percent; the remaining balance
bears interest at a rate equal to prime plus one and one-half percent. The Loan
Agreement provides for certain covenants including, among others, limitations on
working capital and adjusted net worth. The Company must also meet certain tests
in order to make dividend payments and incur additional debt. The Loan Agreement
is collateralized by substantially all of the Company's assets.
In addition, during May 1995 the Company arranged a $4,000,000 unsecured
installment note with another lending institution. The interest rate on the
installment note is 9.38%. Principal and interest on the note is payable in 24
monthly installments of $183,437, commencing May 15, 1995.
(8)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
REVENUES
Revenues for the first quarter of 1995 were $47,150,000, as compared to
revenues of $51,285,000 for the first quarter of the prior year. During the
first quarter of 1994, the Company received approximately $7,000,000 of revenue
from its leading role in the cleanup of a large oil spill from a barge off the
coast of Puerto Rico. Excluding the revenue from that event last year, the
Company's base business grew approximately 6% from 1994 to 1995.
During the first quarter of 1995, the Company established a sales
presence in California and Colorado. The Company also completed the installation
of an automated fuels blending operation at its Cincinnati waste treatment
plant, which establishes the Company in the fuels blending business for the
first time. The Company currently has service centers and sales offices located
in 24 states and Puerto Rico, and operates, 12 waste management facilities. The
principal services provided by the Company fit within three categories:
treatment and disposal of industrial wastes; field services provided at customer
sites; and specialized repackaging, treatment and disposal services for
laboratory chemicals and household hazardous wastes ("CleanPaks," formerly
referred to as labpacks). The approximately $7,000,000 of revenue from the
Puerto Rico oil spill in 1994 is classified as field service revenue.
Revenues By Product Line
(in thousands; unaudited)
Three Months Ended March 31,
---------------------------------------
Type of Service 1994 1995
-------------------- ------------------ ---------------
Treatment and Disposal $ 18,974 37% $ 21,685 46%
Field Services 25,591 50 19,351 41
CleanPaks 6,720 13 6,114 13
-------- --- -------- ---
$ 51,285 100% $ 47,150 100%
(9)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Service Center Revenues By Region
For The Five Quarters Ended March 31, 1995
(in thousands; unaudited)
3/31/94 6/30/94 9/30/94 12/31/94 3/31/95
--------- --------- --------- ----------- ----------
Northeast $17,216 $20,703 $23,012 $21,460 $19,693
Mid-Atlantic 21,382* 16,602 15,689 17,188 15,367
Central 6,413 6,678 8,084 8,672 7,138
Midwest 6,274 5,700 6,473 5,527 4,952
------- ------- ------- ------- -------
Total $51,285 $49,683 $53,258 $52,847 $47,150
-----------------
* The Mid-Atlantic region includes the Company's service center in
Puerto Rico, and the revenue from the 1994 oil spill cleanup.
The Company expects to expand its service capabilities in Georgia,
Kentucky, and Texas during 1995, by adding staff and equipment to support the
increasing level of business in those areas. The Company expects to introduce
new waste management capabilities in the Midwest region with the significant
expansion of its Chicago facility to include the adjacent property, which is
expected to be completed in June of this year. The Company also expects its
revenues in all four regions and all three product lines to benefit from the
acquisition of a newly constructed hazardous waste incinerator in Kimball,
Nebraska, which was completed May 12, 1995. See "Recent Developments" below.
COST OF REVENUES
For the first quarter of 1995, the cost of revenues as a percentage of
revenue increased to 73.9%, compared to 70.0% for the first quarter of the prior
year. One of the largest components of cost of revenues is the cost of sending
waste to other companies for disposal. The Company's outside disposal costs
increased to 16.6% of revenue in the first quarter of 1995
(10)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
from 12.8% of revenue in the first quarter of 1994 (calculated excluding revenue
from the Puerto Rico oil spill, which had no outside disposal costs). The
Company believes that price increases by disposal vendors, primarily
incinerators and cement kilns, indicate that the pricing environment may be
changing as a result of recent consolidation among incineration companies and
decisions by certain cement kilns to stop burning hazardous waste, a factor
which supports the Company's decision to acquire the Nebraska hazardous waste
incinerator in order to reduce the Company's reliance on third-party disposal
outlets.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
For the first quarter of 1995, selling, general and administrative
expenses were 19.1% of revenue, compared to 19.3% for the first quarter of the
prior year. The Company's strategy to expand geographically, by adding sales
offices and service centers in the Southern region and Western half of the
country, and to add product lines, such as the Nebraska incinerator, are
expected to increase selling, general and administrative costs to a quarterly
rate above $10,000,000 during 1995.
INTEREST EXPENSE
Interest expense for the first quarter of 1995 was $1,972,000, compared
to $1,819,000 for the first quarter of the prior year. No interest was
capitalized during either period. The Company expects its interest expense to
increase as a result of the acquisition of the Nebraska incinerator and the
changes to its revolving credit facility described below under "Recent
Developments."
INCOME TAXES
The effective income tax rate for the first quarter of 1995 was 49%, an
increase over the 46% effective income tax rate for the first quarter of the
prior year. The Company expects its effective income tax rate for the year 1995
to be approximately 49%. The rate fluctuates depending on the amount of income
before taxes, as compared to the fixed amount of goodwill and other non-
deductible items.
(11)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RECENT DEVELOPMENTS
On May 12, 1995, the Company acquired a newly constructed hazardous waste
incinerator in Kimball, Nebraska from Ecova Corporation, a wholly owned
affiliate of Amoco Oil Company. The Kimball facility includes a 45,000 ton-per-
year fluidized bed thermal oxidation unit for maximum destruction efficiency of
hazardous waste. It is a new, state-of-the-art facility staffed with a highly
trained and motivated workforce. The Company believes that the facility offers
capabilities which will be very attractive to its major customers. The Company
is taking steps to obtain tax-exempt revenue bond financing from the State of
Nebraska to pay for a portion of the costs of the acquisition, including the
cost of establishing an escrow fund to assure that money will be available over
the next 30 years to pay the costs of closing the facility and the on-site
landfill, and monitoring the site after closure, as well as the costs of certain
improvements to the facility expected to be made during 1995.
At December 31, 1994, the Company had a $35,000,000 revolving credit
facility with three banks. In connection with the acquisition of the
incinerator, the Company entered into a new $45,000,000 revolving credit and
term loan agreement (the "Loan Agreement") with a new lending institution, which
replaced the bank credit facility. The Loan Agreement is collateralized by
substantially all of the Company's assets, as was the bank credit facility. The
Loan Agreement interest rates, based on "prime" or Eurodollar rates at the
Company's option, are one-half of 1% higher than the bank credit facility rates,
as are the fees for letters of credit, which are limited to $20,000,000
outstanding at any one time. In other respects, however, the Loan Agreement
terms are more favorable to the Company such as expanding the revolving credit
borrowing base and providing less restrictive covenants. In addition, the
Company arranged a $4,000,000 short-term, fixed rate loan from another lending
institution, payable monthly over two years.
(12)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FACTORS THAT MAY AFFECT FUTURE RESULTS
The Company's future operating results may be affected by a number of
factors, including the Company's ability to: implement the treatment and
disposal reengineering program during 1995; utilize its facilities and workforce
profitably, in the face of intense price competition; successfully increase
market share in its existing service territory while expanding its product
offerings into other markets; integrate additional hazardous waste management
facilities, such as the Nebraska incinerator; and generate incremental volumes
of waste to be handled through such facilities from existing sales offices and
service centers and others which may be opened in the future.
As a result of the Company's acquisition of the Nebraska hazardous waste
incinerator, its future operating results may be affected by factors such as its
ability to: obtain sufficient volumes of waste at prices which produce revenue
sufficient to offset the operating costs of the facility; minimize downtime and
disruptions of operations; and compete successfully against other incinerators
which have an established share of the incineration market.
The Company's operations may be affected by the commencement and
completion of major site remediation projects; seasonal fluctuations due to
weather and budgetary cycles influencing the timing of customers' spending for
remedial activities; the timing of regulatory decisions relating to hazardous
waste management projects; secular changes in the process waste industry towards
waste minimization and the propensity for delays in the remedial market;
suspension of governmental permits; and fines and penalties for noncompliance
with the myriad regulations governing the Company's diverse operations. As a
result of these factors, the Company's revenue and income could vary
significantly from quarter to quarter, and past financial performance should not
be considered a reliable indicator of future performance.
The Company participates in a highly volatile industry, with multiple
competitors, many of which have taken large write-offs and asset write-downs and
undergone major restructurings during the past two years. As the industry
consolidates, other companies may undergo such restructurings and incur special
charges in an effort to reduce costs and offset the intense price competition in
a competitive marketplace. The Company's participation in a highly dynamic
industry often results in significant volatility of the Company's common stock
price, as well as that of its competitors.
(13)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION AND LIQUIDITY
The Company has financed its operations and capital expenditures
primarily by cash flow from operations and additions to long-term debt. Cash
provided by operations, before changes in current assets and current
liabilities, was $1,775,000 for the three months ended March 31, 1995, as
compared to $3,002,000 for the three months ended March 31, 1994.
During the three months ended March 31, 1995, the Company spent
$1,938,000 on additions to plant and equipment and construction in progress, and
$1,755,000 on the acquisition of the Nebraska incinerator, as compared to the
same period of the prior year when its capital expenditures were $630,000. As
described above under "Recent Developments", the Company has completed the
acquisition of the Nebraska incinerator. The Company anticipates that its
capital expenditures for the remainder of 1995 will be approximately $6,000,000,
excluding costs associated with improvements expected to be made at the Nebraska
incinerator. The Company expects to finance these requirements through cash flow
from operations and funds drawn under the $45,000,000 Loan Agreement described
in "Recent Developments" above.
The Company also continues to investigate the possibility of acquiring
additional hazardous waste treatment, storage and disposal facilities, which
would be financed by a variety of sources. The Company believes it has adequate
resources available to fund its future operations and anticipated capital
expenditures.
(14)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
No reportable events have occurred which would require modification of
the discussion under Item 3 - Legal Proceedings contained in the Company's
Report on Form 10-K for the Year Ended December 31, 1994.
Item 2 - Changes in Securities
None
Item 3 - Defaults Upon Senior Debt
None
Item 4 - Submission of Matters to a Vote of Security Holders
The Company's 1995 Annual Meeting of Stockholders was held on May 12,
1995. Stockholders owning 8,539,146 shares, or 89% of the eligible shares, were
represented in person or by proxy. 8,449,823 shares voted for the election of
Christy W. Bell, with 89,323 shares withheld, and 8,448,950 shares voted for the
election of Daniel J. McCarthy, with 90,196 shares withheld as directors to
serve until the 1998 Annual Meeting of Stockholders. Other directors whose term
of office as a director continued after the meeting were Alan S. McKim, John F.
Kaslow, Lorne R. Waxlax, and John T. Preston. 7,295,169 shares voted for the
proposal to approve the Employee Stock Purchase Plan, with 66,391 shares voted
against the proposal, 29,373 shares abstaining, and 1,148,213 shares not voted.
Item 5 - Other Information
None
Item 6 - Exhibits and Reports on Form 8-K
A) Exhibit 11.1 - Computation of Net Income per Share.
B) Exhibit 27 - Financial Data Schedule
C) Reports on Form 8-K - None
(15)
<PAGE>
CLEAN HARBORS, INC. AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Clean Harbors, Inc.
-------------------------
Registrant
Dated: May 12, 1995 By: Alan S. McKim
---------------------------------
Alan S. McKim
President and
Chief Executive Officer
Dated: May 12, 1995 By: James A. Pitts
-------------------------------
James A. Pitts
Executive Vice President and
Chief Financial Officer
Dated: May 12, 1995 By: Mary-Ellen Drinkwater
---------------------------------
Mary-Ellen Drinkwater
Vice President and Controller
(16)
<PAGE>
Exhibit 11.1
CLEAN HARBORS, INC. AND SUBSIDIARIES
COMPUTATION OF NET INCOME PER SHARE
FOR THE FIRST QUARTER ENDED MARCH 31, 1995
(in thousands)
Three Months Ended
March 31,
----------------------
1995 1994
--------- --------
Net income $ (590) $ 597
Less preferred dividends accrued (111) 105
------- ------
Adjusted net income $ (701) $ 492
====== ======
Earning per common and common
equivalent share:
Weighted average number of
shares outstanding 9,431 9,428
Incremental shares for stock options
under treasury stock method 14 287
------ ------
Weighted average number of
common and common equivalent
shares outstanding 9,445 9,715
====== ======
Net earnings per common and common
equivalent share $ (.07) $ .05
====== ======
Earnings per common and common
equivalent share - assuming full
dilution:
Weighted average number of
shares outstanding 9,431 9,428
Incremental shares for stock options
under treasury stock method 14 287
------ ------
Weighted average number of common
and common equivalent shares
outstanding - assuming full dilution 9,445 9,715
====== ======
Net earnings per common and common
equivalent share - assuming full
dilution $ (.07) $ .05
====== ======
(17)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 465
<SECURITIES> 1,905
<RECEIVABLES> 42,954
<ALLOWANCES> (1,306)
<INVENTORY> 2,618
<CURRENT-ASSETS> 49,766
<PP&E> 119,380
<DEPRECIATION> 49,736
<TOTAL-ASSETS> 158,766
<CURRENT-LIABILITIES> 29,652
<BONDS> 61,660
<COMMON> 95
0
1
<OTHER-SE> 66,554
<TOTAL-LIABILITY-AND-EQUITY> 158,766
<SALES> 47,150
<TOTAL-REVENUES> 47,150
<CGS> 34,852
<TOTAL-COSTS> 34,852
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