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 September 30, 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 September 30, 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 September 30, 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 September 30, 2015 (in thousands):



	Clean Harbors, Inc.		U.S. Guarantor Subsidiaries		Foreign Non-Guarantor Subsidiaries		Consolidating Adjustments			Total
Assets:
Cash and cash equivalents	$	11,008	$	66,074	$	102,109	$	—		$	179,191
Intercompany receivables	156,833		210,159		30,572		(397,564		)	—
Accounts receivable, net	—		493,459		106,824		—			600,283
Other current assets	—		220,901		72,180		—			293,081
Property, plant and equipment, net	—		1,056,190		475,358		—			1,531,548
Investments in subsidiaries	2,566,095		547,520		—		(3,113,615		)	—
Intercompany debt receivable	—		285,385		3,701		(289,086		)	—
Goodwill	—		359,068		88,850		—			447,918
Permits and other intangibles, net	—		441,639		77,356		—			518,995
Other long-term assets	14,342		9,039		5,464		—			28,845
Total assets	$	2,748,278	$	3,689,434	$	962,414	$	(3,800,265	)	$	3,599,861
Liabilities and Stockholders’ Equity:
Current liabilities	$	18,558	$	523,971	$	82,487	$	—		$	625,016
Intercompany payables	208,298		187,406		1,860		(397,564		)	—
Closure, post-closure and remedial liabilities, net	—		155,386		19,291		—			174,677
Long-term obligations	1,395,000		—		—		—			1,395,000
Intercompany debt payable	3,701		—		285,385		(289,086		)	—
Other long-term liabilities	—		256,576		25,871		—			282,447
Total liabilities	1,625,557		1,123,339		414,894		(686,650		)	2,477,140
Stockholders’ equity	1,122,721		2,566,095		547,520		(3,113,615		)	1,122,721
Total liabilities and stockholders’ equity	$	2,748,278	$	3,689,434	$	962,414	$	(3,800,265	)	$	3,599,861

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 income (loss) for the three months ended September 30, 2015 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues
Service revenues	$	—		$	612,814		$	162,680		$	(14,827	)	$	760,667
Product revenues	—			117,653			17,591			(2,545		)	132,699
Total revenues	—			730,467			180,271			(17,372		)	893,366
Cost of revenues (exclusive of items shown separately below)
Service cost of revenues	—			413,878			124,625			(14,827		)	523,676
Product cost of revenues	—			101,778			11,737			(2,545		)	110,970
Total cost of revenues	—			515,656			136,362			(17,372		)	634,646
Selling, general and administrative expenses	25			72,811			20,277			—			93,113
Accretion of environmental liabilities	—			2,277			300			—			2,577
Depreciation and amortization	—			46,951			22,109			—			69,060
Goodwill impairment charge	—			—			—			—			—
(Loss) income from operations	(25		)	92,772			1,223			—			93,970
Other income (expense)	—			204			(343		)	—			(139		)
Interest (expense) income	(19,671		)	613			41			—			(19,017		)
Equity in earnings of subsidiaries, net of taxes	52,046			(2,341		)	—			(49,705		)	—
Intercompany interest income (expense)	—			5,666			(5,666		)	—			—
Income (loss) before provision for income taxes	32,350			96,914			(4,745		)	(49,705		)	74,814
(Benefit) provision for income taxes	(7,878		)	44,868			(2,404		)	—			34,586
Net income (loss)	40,228			52,046			(2,341		)	(49,705		)	40,228
Other comprehensive loss	(53,541		)	(53,541		)	(34,150		)	87,691			(53,541		)
Comprehensive loss	$	(13,313	)	$	(1,495	)	$	(36,491	)	$	37,986		$	(13,313	)

Following is the consolidating statement of income (loss) for the three months ended September 30, 2014 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments		Total
Revenues
Service revenues	$	—		$	420,906		$	235,569		$	746	$	657,221
Product revenues	—			167,492			26,713			39		194,244
Total revenues	—			588,398			262,282			785		851,465
Cost of revenues (exclusive of items shown separately below)
Service cost of revenues	—			265,940			173,575			746		440,261
Product cost of revenues	—			149,270			8,837			39		158,146
Total cost of revenues	—			415,210			182,412			785		598,407
Selling, general and administrative expenses	25			71,139			28,537			—		99,701
Accretion of environmental liabilities	—			2,295			347			—		2,642
Depreciation and amortization	—			44,305			25,744			—		70,049
Goodwill impairment charge	—			105,466			17,948			—		123,414
(Loss) income from operations	(25		)	(50,017		)	7,294			—		(42,748		)
Other income (expense)	—			2,592			(1,979		)	—		613
Interest (expense) income	(19,622		)	85			43			—		(19,494		)
Equity in earnings of subsidiaries, net of taxes	(81,549		)	(7,361		)	—			88,910		—
Intercompany interest income (expense)	—			6,148			(6,148		)	—		—
Loss before (benefit) provision for income taxes	(101,196		)	(48,553		)	(790		)	88,910		(61,629		)
(Benefit) provision for income taxes	(7,859		)	32,996			6,571			—		31,708
Net loss	(93,337		)	(81,549		)	(7,361		)	88,910		(93,337		)
Other comprehensive (loss) income	(49,092		)	(49,092		)	32,335			16,757		(49,092		)
Comprehensive (loss) income	$	(142,429	)	$	(130,641	)	$	24,974		$	105,667	$	(142,429	)

Following is the consolidating statement of income (loss) for the nine months ended September 30, 2015 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues
Service revenues	$	—		$	1,659,739		$	546,790		$	(48,185	)	$	2,158,344
Product revenues	—			349,524			63,239			(9,014		)	403,749
Total revenues	—			2,009,263			610,029			(57,199		)	2,562,093
Cost of revenues (exclusive of items shown separately below)
Service cost of revenues	—			1,106,591			426,530			(48,185		)	1,484,936
Product cost of revenues	—			315,322			42,597			(9,014		)	348,905
Total cost of revenues	—			1,421,913			469,127			(57,199		)	1,833,841
Selling, general and administrative expenses	75			247,472			73,699			—			321,246
Accretion of environmental liabilities	—			6,870			925			—			7,795
Depreciation and amortization	—			137,354			67,835			—			205,189
Goodwill impairment charge	—			4,164			27,828			—			31,992
(Loss) income from operations	(75		)	191,490			(29,385		)	—			162,030
Other income (expense)	—			483			(873		)	—			(390		)
Interest (expense) income	(58,962		)	1,115			143			—			(57,704		)
Equity in earnings of subsidiaries, net of taxes	78,956			(38,920		)	—			(40,036		)	—
Intercompany interest income (expense)	—			17,679			(17,679		)	—			—
Income (loss) before (benefit) provision for income taxes	19,919			171,847			(47,794		)	(40,036		)	103,936
(Benefit) provision for income taxes	(23,615		)	92,891			(8,874		)	—			60,402
Net income (loss)	43,534			78,956			(38,920		)	(40,036		)	43,534
Other comprehensive loss	(118,713		)	(118,713		)	(76,752		)	195,465			(118,713		)
Comprehensive loss	$	(75,179	)	$	(39,757	)	$	(115,672	)	$	155,429		$	(75,179	)

Following is the consolidating statement of income (loss) for the nine months ended September 30, 2014 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Revenues
Service revenues	$	—		$	1,325,266		$	647,469		$	(10,664	)	$	1,962,071
Product revenues	—			475,429			122,343			(3,231		)	594,541
Total revenues	—			1,800,695			769,812			(13,895		)	2,556,612
Cost of revenues (exclusive of items shown separately below)
Service cost of revenues	—			872,999			471,108			(10,664		)	1,333,443
Product cost of revenues	—			403,007			97,857			(3,231		)	497,633
Total cost of revenues	—			1,276,006			568,965			(13,895		)	1,831,076
Selling, general and administrative expenses	82			241,317			92,995			—			334,394
Accretion of environmental liabilities	—			6,931			1,044			—			7,975
Depreciation and amortization	—			128,496			76,984			—			205,480
Goodwill impairment charge	—			105,466			17,948			—			123,414
(Loss) income from operations	(82		)	42,479			11,876			—			54,273
Other income	—			2,716			1,420			—			4,136
Interest (expense) income	(58,968		)	537			1			—			(58,430		)
Equity in earnings of subsidiaries, net of taxes	(20,275		)	(13,525		)	—			33,800			—
Intercompany dividend income	—			—			6,238			(6,238		)	—
Intercompany interest income (expense)	—			24,368			(24,368		)	—			—
(Loss) income before (benefit) provision for income taxes	(79,325		)	56,575			(4,833		)	27,562			(21		)
(Benefit) provision for income taxes	(23,620		)	76,850			2,454			—			55,684
Net loss	(55,705		)	(20,275		)	(7,287		)	27,562			(55,705		)
Other comprehensive (loss) income	(54,561		)	(54,561		)	9,090			45,471			(54,561		)
Comprehensive (loss) income	$	(110,266	)	$	(74,836	)	$	1,803		$	73,033		$	(110,266	)

Following is the condensed consolidating statement of cash flows for the nine months ended September 30, 2015 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net cash from operating activities	$	9,503		$	240,713		$	59,377		$	—		$	309,593
Cash flows used in investing activities:
Additions to property, plant and equipment	—			(162,329		)	(27,670		)	—			(189,999		)
Proceeds from sales of fixed assets	—			1,177			2,563			—			3,740
Acquisitions, net of cash acquired	—			(79,610		)	—			—			(79,610		)
Costs to obtain or renew permits	—			(4		)	(4,629		)	—			(4,633		)
Intercompany	—			(71,182		)				71,182			—
Net cash used in investing activities	—			(311,948		)	(29,736		)	71,182			(270,502		)

Cash flows used in financing activities:
Change in uncashed checks	—			(16,635		)	(5,247		)	—			(21,882		)
Exercise of stock options	397			—			—			—			397
Issuance of restricted shares, net of shares remitted	(2,027		)	—			—			—			(2,027		)
Repurchases of common stock	(69,155		)	—			—			—			(69,155		)
Excess tax benefit of stock-based compensation	102			—			—			—			102
Payments on capital leases	—			(203		)	(297		)	—			(500		)
Intercompany	71,182			—			—			(71,182		)	—
Net cash used in financing activities	499			(16,838		)	(5,544		)	(71,182		)	(93,065		)
Effect of exchange rate change on cash	—			—			(13,714		)	—			(13,714		)
Increase (decrease) in cash and cash equivalents	10,002			(88,073		)	10,383			—			(67,688		)
Cash and cash equivalents, beginning of period	1,006			154,147			91,726			—			246,879
Cash and cash equivalents, end of period	$	11,008		$	66,074		$	102,109		$	—		$	179,191

Following is the condensed consolidating statement of cash flows for the nine months ended September 30, 2014 (in thousands):



	Clean Harbors, Inc.			U.S. Guarantor Subsidiaries			Foreign Non-Guarantor Subsidiaries			Consolidating Adjustments			Total
Net cash (used in) from operating activities	$	(5,193	)	$	139,640		$	80,178		$	(18,586	)	$	196,039
Cash flows used in investing activities:
Additions to property, plant and equipment	—			(133,320		)	(65,557		)	—			(198,877		)
Proceeds from sale of fixed assets	—			3,634			2,279			—			5,913
Acquisitions, net of cash acquired	—			(6,150		)	—			—			(6,150		)
Costs to obtain or renew permits	—			(589		)	(4,854		)	—			(5,443		)
Proceeds from sale of long term investments	—			—			12,947			—			12,947
Intercompany	—			(55,997		)	—			55,997			—
Other	—			—			914						914
Net cash used in investing activities	—			(192,422		)	(54,271		)	55,997			(190,696		)

Cash flows from (used in) financing activities:
Change in uncashed checks	—			579			(1,170		)	—			(591		)
Proceeds from employee stock purchase plan	4,364			—			—			—			4,364
Issuance of restricted shares, net of shares remitted	(2,668		)	—			—			—			(2,668		)
Repurchases of common stock	(48,329		)	—			—			—			(48,329		)
Excess tax benefit of stock-based compensation	829			—			—			—			829
Repayment of long-term obligations	(5,000		)	—			—			—			(5,000		)
Payments of capital leases	—			(129		)	(1,553		)	—			(1,682		)
Dividends paid	—			(18,586		)	—			18,586			—
Intercompany	55,997			—			—			(55,997		)	—
Net cash from (used in) financing activities	5,193			(18,136		)	(2,723		)	(37,411		)	(53,077		)
Effect of exchange rate change on cash	—			—			(4,318		)	—			(4,318		)
Decrease in cash and cash equivalents	—			(70,918		)	18,866			—			(52,052		)
Cash and cash equivalents, beginning of period	1,006			235,445			73,622			—			310,073
Cash and cash equivalents, end of period	$	1,006		$	164,527		$	92,488		$	—		$	258,021