SAFETY KLEEN CORP
DEFA14A, 1998-02-17
BUSINESS SERVICES, NEC
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<PAGE>
 
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                              SAFETY-KLEEN CORP.
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                                                                     Page 1 of 3

Safety-Kleen Announces Record Fourth Quarter and Year End Results

ELGIN, Ill. Feb. 13 /PRNewswire/ -- Safety-Kleen Corp. (NYSE: SK - news)
today announced record fourth quarter and full year results for the period
ended Jan. 3, 1998. The fourth quarter 1997 and full year pre-tax earnings
were negatively impacted by $3.2 million for merger related expenses.

For the seventeen week period, consolidated revenue was $327.7 million, up
10% or $31 million compared with the similar period one year ago. In 1997,
there were 17 weeks in the final quarter versus 16 weeks in 1996. Net
income was $22.9 million or 12% higher than in the fourth quarter of 1996.
For the period, diluted earnings per share were $0.38.

Revenue for the year was $1.008 billion, up 9% or $85 million over 1996
revenue of $923 million. Net earnings for 1997 were $63.2 million or $1.07
diluted earnings per share, an increase of $2.1 million. This compares with
diluted earnings per share of $1.05 in 1996. The average number of shares
and equivalent shares outstanding for the year was 58.9 million. The
effective tax rate for 1997 was 37%, down from 40% in 1996 due to the
timing of certain tax benefits realized.

Safety-Kleen President and Chief Operating Officer Joseph Chalhoub was
extremely pleased with the results, stating that numerous markets achieved
strong revenue gains for the year. "In particular, our North American
Automotive Retail/Repair Service revenue increased $23 million due
primarily to significant gains in our Vacuum Service. Imaging Services and
Envirosystems in North America also achieved revenue gains of 33% and 16%
respectively. In addition, we are very pleased with the improvement in our
Fluid Recovery Service ("FRS") which has seen growth of $22.1 million
year over year, or 15%. The majority of the increase came from the
Technical Field Service or "Lab Pack" business we initiated early in 1997
which contributed approximately $12.5 million to the FRS revenue total. New
service offerings including Imaging, Vacuum, and Lab Pack contributed
revenue in excess of $60 million in 1997, exceeding our goal by $10
million," said Chalhoub.

The Company further noted that European revenues were strong and under
constant exchange rates, revenue would have been approximately $7 million
higher or approximately 10% over last year.

Chalhoub stated that while the Company's Oil Recovery Service ("ORS")
continues to be impacted by lower base and blended lube oil selling prices,
ORS still achieved an overall revenue gain for the year due to higher
volume of blended lube oil as well as higher used oil collection prices
realized as a prior acquisition is further integrated into the Safety-Kleen
structure. The average combined 
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                                                                     Page 2 of 3

collection fee for oil, oily water and glycol for 1997 was $0.283 per gallon
compared with $0.264 during 1996. Base lube oil selling prices for the year
averaged $0.83 per gallon compared with $0.97 per gallon in 1996 and $0.99 per
gallon in 1995.

The Company further added that SG&A expense trends are positive. SG&A
expenses were 13.7% of 1997 revenue, as compared to 14.3% of revenue in
1996. The final quarter of 1997 saw this rate decrease to 12.8%. "We have
made extensive efforts to bring our spending levels down and have seen
definite improvement as a result," noted Chalhoub.

Safety-Kleen remains committed to its $27 per share all-cash merger
agreement with SK Parent Corp. that was entered into November 20, 1997
after several months of evaluating strategic alternatives. "The Board has
made very difficult decisions with respect to the future of Safety-Kleen
and the enhancement of shareholder value. We believe that the all-cash
merger is in the best interests of shareholders and we remain focused on
seeking shareholder approval of the merger at a special meeting of
shareholders on February 25, 1998," Chalhoub concluded.

Safety-Kleen is an industrial and environmental service company dedicated
to helping nearly 400,000 industrial and automotive customers recycle and
process their waste streams.

                          CONSOLIDATED STATEMENT OF EARNINGS
                      ($ in thousands, except per share amounts)

<TABLE> 
<CAPTION> 
                           SEVENTEEN       SIXTEEN   FIFTY-THREE     FIFTY-TWO
                         WEEKS ENDED    WEEKS ENDED  WEEKS ENDED   WEEKS ENDED
                         Jan. 3, 1998 Dec. 28, 1996 Jan. 3. 1998 Dec. 28, 1996
    <S>                  <C>          <C>           <C>          <C> 
    Revenue
     North America
      Industrial Services
        Parts Cleaner         $46,175       $41,527     $140,922     $128,801
        Fluid Recovery         54,084        46,451      165,147      143,038
        Total Industrial      100,259        87,978      306,069      271,839

      Automotive/Retail
       Repair Services         86,163        79,662      267,997      244,969
       Oil Recovery Services   50,123        48,350      156,259      150,838
       Other                   55,943        46,561      167,700      149,156
       Total North America    292,488       262,551      898,025      816,802

     Europe                    35,243        34,399      109,878      106,324

    Consolidated Revenue      327,731       296,950    1,007,903      923,126

    Operating costs and
      expenses                241,843       216,086      748,986      671,971
    Gross profit               85,888        80,864      258,917      251,155
    Selling and administrative
      expenses                 41,913        41,382      138,492      131,665

    Operating income           43,975        39,482      120,425      119,490

    Merger related costs        3,231             0        3,231            0
    Interest expense, net       5,161         5,384       16,694       17,842

    Earnings before income
      taxes                    35,583        34,098      100,500      101,648

    Income taxes               12,710        13,674       37,330       40,539

    Net earnings              $22,873       $20,424      $63,170      $61,109
</TABLE> 
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                                                                     Page 3 of 3

<TABLE> 
   <S>                         <C>           <C>          <C>         <C> 
    Earnings per share:
      Basic                     $0.39         $0.35        $1.08        $1.05
      Diluted                   $0.38         $0.35        $1.07        $1.05

    Average number of shares
      outstanding              58,662        58,246       58,415       58,089
    Average number of common
      and common equivalent
      shares outstanding       59,921        58,364       58,926       58,152

    Cash dividends per common       
      share                     $0.09         $0.09        $0.36        $0.36
</TABLE> 

A. The Company's interim reporting periods are twelve weeks each for the
first three reporting periods of the year and seventeen and sixteen weeks
for the fourth reporting period of 1997 and 1996, respectively.
                                             


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