Clean Harbors, Inc. (CLH)
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Guidance

Jan 20, 2015

Operator

Greetings, and welcome to the Clean Harbors Conference Call. At this time, all participants are in listen-only mode. A question-and-answer session will follow the formal presentation. If anyone should require operator assistance during the conference, please press star zero on your telephone keypad. As a reminder, this conference is being recorded. It's now my pleasure to introduce your host today, Michael McDonald, General Counsel for Clean Harbors. Thank you, sir. You may begin.

Michael McDonald
General Counsel, Clean Harbors

Thank you, Kevin, and good morning, everyone. Thank you for joining us today. On the call with me are Chairman and CEO, Alan McKim; Vice Chairman, President, and CFO, Jim Rutledge; our Chief Operating Officer, Eric Gerstenberg; President of our Safety-Kleen Oil business, Jerry Correll; and our SVP of Investor Relations, Jim Buckley. Matters we are discussing today that are not historical facts are considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Participants are cautioned not to place undue reliance on these statements, which reflect management's opinions only as of this date, January 20, 2015. Information on the potential factors and risks that could affect the company's actual results of operation is included in our filings with the SEC.

The company undertakes no obligation to revise or publicly release the results of any revision to the forward-looking statements made in today's press release or this morning's call, other than through SEC filings. In addition, I would like to remind you that today's discussion will include references to non-GAAP measures. Clean Harbors believes that such information provides an additional measurement and consistent historical comparison of its performance. A reconciliation of the non-GAAP measures to the most directly comparable GAAP measures can be found on our website, cleanharbors.com. And now, I'd like to turn the call over to our CEO, Alan McKim. Alan?

Alan McKim
Chairman and CEO, Clean Harbors

Thanks, Michael, and good morning, everyone. Thank you for joining us today on such short notice. This morning, we announced the results of our strategic review, which kicked off early last year, and we discussed with you all back in February 2014 during our year-end earnings release. This review, conducted throughout much of 2014, was an appropriate effort, given the company's now 35-year history of growth, diversification, and having completed over 45 acquisitions. We engaged two nationally known consulting firms to work alongside our teams and invested considerable time and energy in the review. The board of directors was involved throughout this process and has approved these actions. As a result of this review, we have decided to carve out our entire Oil and Gas Field Services segment as a standalone public entity.

In addition, due to the synergies related to drilling activities, we intend to incorporate into that organization our drill camp business, which is currently part of our Lodging segment. Our strategic review was a thorough, thoughtful, and comprehensive process designed to help us determine the optimal mix of businesses to drive organic growth, enhance our margins, and improve our return on invested capital. As many of you know, ROIC continues to be a key metric for us, particularly as we've encountered external headwinds in several of our markets in the past two years. We used ROIC as an important filter in this review to establish whether we still represent the best natural owners of certain businesses.

Based on the review, we concluded that our best course of action to better serve our customers and maximize shareholder value consisted of several initiatives: carving out our Oil and Gas Field Services segment, retaining most of our Lodging segment, organizing the Safety-Kleen environmental business under our environmental business, and separating out from Safety-Kleen and establishing a standalone business for our Oil Recycling and Re-refining business. In addition, today, we announced changes to our executive management structure to best execute on these strategies going forward. In the five-plus years since we entered the Oil and Gas sector through the Eveready acquisition, we have significantly grown that business organically and through acquisitions by creating an attractive value proposition for energy producers.

Our service offerings encompass the full life cycle of a drilled well, beginning with exploration and seismic support, to working alongside the drillers, handling solids control, handling disposal of drill cuttings, and ultimately servicing the producing well when the drilling is complete. The combination of our services has resonated with many of our energy customers, as we took a business that was predominantly Western Canadian and gas drilling focused, and transition it into one that also services shale plays throughout the U.S. and is equally adept at oil and liquid-rich drilling as is in gas. Our Oil and Gas segment grew to more than $400 million in revenue in 2013 before encountering a cyclical downturn and the Canadian currency pressures in 2014.

Including the drill camp assets, the standalone business we plan to carve out generated approximately $250 million through the first nine months of 2014. While the current downturn in the energy markets is limiting the near-term opportunities for this business, we strongly believe the standalone entity we are creating constitutes an attractive long-term cyclical business that is well positioned as a leader within many of its markets. By taking this action, we will greatly enhance the flexibility for this business. As a separate public company, the Oil and Gas and drill camp businesses we'll be able to better pursue growth opportunities and make capital decisions outside the constraints of the Clean Harbors organization. However, until the carve-out is completed, our customers, partners, and employees can have every confidence that we will continue to fully support them throughout this process.

As we noted in our press release, we've brought in Goldman Sachs as our financial advisor for the proposed transaction. We currently expect that the process could take more than 12 months. The transaction is subject to determination of the most advantageous structure from a financial and tax standpoint, receipt of regulatory approvals, the effectiveness of securities laws filings, and final approval by the company's board of directors. At the current time, we anticipate listing the new entity on the Toronto Stock Exchange, given its geographic concentration in Canada, size, and the tendency for small-cap energy companies to list on that market. We will keep everyone updated on important milestones as we move through this process.

In reviewing our Lodging segment, we determined that based on the support and competitive advantage that it provides our industrial businesses in the Oil Sands region, we wanted to retain our fixed lodges, as well as our manufacturing [billing] business, and non-drilling related mobile camps. Our broader lodging services is tightly integrated with our industrial operation in the Oil Sands. In addition to housing our own workers, we operate training facilities, service centers, and maintenance hubs for many of our Oil Sands lodges. We dispatch our vehicles from these locations and lay down and maintain our equipment in these yards. The flexibility our network provides us to seamlessly move needed industrial personnel throughout the region has been a contributing factor to our success there. In recent years, we've built a reputation as the go-to provider for many of the industrial environmental services we offer our Oil Sands customers.

Our lodging network has been critical factor behind Clean Harbors achieving and maintaining that leadership position in the region. However, because of the synergies involved, we concluded that it makes sense only to include the lodging assets directly related to the oil and gas drilling in the new entity. In addition to the results of our strategic review, we also announced today that we've named Eric Gerstenberg as our Chief Operating Officer. Many of you are familiar with Eric. He is a 20-plus year Clean Harbors employee, has held several critical executive roles here, most recently as President of Environmental, Industrial, and Field Services. Under our new organizational structure, Eric will now oversee Safety-Kleen's environmental business as well. Eric is ideally suited to become our next CEO.

He has a long track record of success here at Clean Harbors and has demonstrated an ability to consistently deliver growth and drive change across the organization. We are confident that under his leadership, the Safety-Kleen Environmental business will continue to see improved margins and revenue growth, and the cross-selling across our environmental lines of business will be accelerated. In conjunction with Eric's appointment, we have named Kevin Hayden as Executive Vice President of Safety-Kleen Environmental. Kevin has been with Safety-Kleen for more than 26 years and has been instrumental in helping it achieve the level of success that it has, particularly with the expansion of its branch business during that time. Kevin will now report to Eric under our new structure, and Kevin's business will continue to operate under the Safety-Kleen brand.

One of the businesses that we've invested a significant amount of time and energy as part of this strategic review is our recycling and our Oil Re-refining segment. One of the consulting firms that participated in the review process specifically focused on this business, and what we've concluded is that we have a comprehensive set of permits and assets in this business. To maximize shareholder value and generate a higher level of return on capital, however, we need to run it differently and separate it from the Safety-Kleen Environmental, with an increased emphasis on diversifying our recycled products sold. As a result, we've created a separate business and appointed Jerry Correll as our president.

Jerry's mission will be to oversee the transition of that business from one that produces a majority of base oil, to one that manufactures many products from our recycling refining process, including recycled fuel oils, vacuum gas oil, and blended oil. Increasing blended is a path that we've been on, but Jerry and his team will be charged with accelerating that shift. We wanna move beyond the position we're in today of selling more than 50% base oil and being forced to compete with the majors like Chevron and Motiva and many other large industry players. Our goal is to minimize our exposure to the volatility of the base oil market and capture greater returns by moving up the value chain, by producing more and more recycled products and blended oil, with a particular focus and emphasis on our proprietary blended oil brands, such as Performance Plus and EcoPower.

We'll be aggressively moving forward with multiple initiatives to increase our blended percentage. One channel where we see considerable opportunity is on a direct sale basis to the thousands of Safety-Kleen environmental customers from whom we collect used motor oil from today. This year, we're piloting a program where we're using vehicles specifically designed to enable us to deliver blended products directly to customers while picking up their waste oil at the same time. We see direct sales, along with distributor sales, as the most viable option for rapidly increasing our blended percentage. Jerry and his team will be working hard at implementing strategies to expand our refining margins. A prime example of these efforts is our recent zero pay initiative, where we revised our rate structure for the purchase of used motor oil to better reflect base oil market conditions and energy market dynamics.

We've essentially eliminated our pay-for-oil structure and replaced it with a zero pay or charge-for-oil structure. Given recent market developments, we determined that we needed to take this approach and realign our pricing structure. The crash in the crude oil markets, along with the depressed base oil market, has fundamentally altered the economics of this business and really given our used motor oil customers a better understanding for these needed price moves. We expect moving forward to better manage this spread, and we also have a number of other initiatives underway to help us make better decisions about used oil supply, which will enable us to be far more efficient in our network and lower our transportation costs in this business. Before opening up the call to your questions, I did want to quickly mention the financial guidance we issued this morning.

Based on the strength of our fourth quarter performance, we confirmed our previously announced 2014 revenue and Adjusted EBITDA guidance. We'll provide much more detail on our fourth quarter performance when we announce our full results in late February, but I want to really, and I'd like to commend our entire team for doing such a great job in 2014 and really ending on a positive note. For 2015, we anticipate generating an increased level of Adjusted EBITDA from 2014, with an expected range of $530 million-$570 million. And this guidance reflects the profitable growth initiatives we have underway and the successful completion of our $75 million cost reduction program that we initiated in 2014. So with that, let's open up the call for questions. Kevin?

Operator

Thank you. At this time, we'll be conducting a question-and-answer session. If you'd like to ask a question, please press star one on your telephone keypad. A confirmation tone will indicate your line is in the question queue. You may press star two if you'd like to remove your question from the queue. For participants using speaker equipment, it may be necessary to pick up your handset before pressing the star keys. Once again, if you have a question today, please press star one at this time. Our first question today is coming from Larry Solow from CJS Securities. Please proceed with your question.

Larry Solow
Equity Analyst, CJS Securities

Hi, good morning, Alan. Thank you. Just curious, everything I assume was on the table in terms of, you know, the strategic review. Is it, for the most part, complete? I mean, you know, and secondly, did you ever consider spinning off any part of Safety-Kleen? Or was that never in the cards?

Alan McKim
Chairman and CEO, Clean Harbors

We, well, we are complete, and we have, we, we really looked at the entire portfolio and, and went back a number of times across the entire business, really, to look at, you know, the business in a real deep dive. And, and like I mentioned, particularly to do with the oil side of the Safety-Kleen business, even, even brought in a second firm to help us in that effort. So, I, I think we did a very good job of, of, of, taking a step back, looking at our position, understanding where the market is, and even in light of the short-term issues that we're dealing with today, the, you know, from a long-term perspective, we've got some, some very valuable and, we, we think very, you know, very good business there.

Larry Solow
Equity Analyst, CJS Securities

Okay. Just in terms of the guidance, just does that assume essentially similar, you know, pricing of oil where we are today, base oil similar? And, you know, what are you assuming in terms of zero pay for oil? What have you seen in the first few weeks, and what sort of are in your assumptions for 2015? Thanks.

Alan McKim
Chairman and CEO, Clean Harbors

Jim?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yeah, generally, we've looked at the market, Larry, as it is, and did not make any bets on crude going up or down. To the point about base oil, clearly, it's a spread business, as you well know, and the initiatives that we have on the pay-for-oil side are part of that spread. So that's the other part. So we're managing that spread well, but we did not make any bets on crude going up or down. And as you know, the effect of crude oil has some negative implications in parts of our business, but offsetting positive effects in other parts of our business. So we try to just recognize those as well as we look at the guidance going forward.

Larry Solow
Equity Analyst, CJS Securities

Okay, great. Appreciate it. Thanks.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Thank you, Larry.

Operator

Thank you. Our next question today is coming from David Manthey from Robert W. Baird. Please proceed with your question.

David Manthey
Analyst, Robert W. Baird

Yeah. Hey, guys. Good morning. Jim, you just said you didn't make a bet on oil prices moving up or down, but are you making an assumption on zero dollar pay for oil? And I'm just trying to understand, you know, what is that number today since you announced the zero pay for oil program? Is it higher than zero?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Well, there are some contracts that we're honoring that go out several months. So we're—as of this point, it is higher than zero. But for the bulk of, or I would say, half of the business that is not subject to contracts, that is what our quotes represent and what we're operating in on a zero pay. And in fact, we're charging some customers as well, depending upon the level of contamination in the waste oil.

So, as far as our projections going out for the year, we try to make provsion for if we need to, in this environment, ratchet down our re-refineries to any degree. We did some modeling around that. We went through a pretty sophisticated budgeting process, as we typically do, which is bottom up, and we feel very good about the guidance going forward.

David Manthey
Analyst, Robert W. Baird

Okay. And that's based on the fact that you're over-collecting used oil today relative to your needs, and then if there's any slippage relative to that, the zero price?

Jim Rutledge
VP, President, and CFO, Clean Harbors

That's exactly right.

David Manthey
Analyst, Robert W. Baird

Yeah.

Jim Rutledge
VP, President, and CFO, Clean Harbors

So those are the kinds of provisions, like there'll be less RFO sales that we would include typically, that makes it into our results today. So we've made those kinds of adjustments in our modeling on that part of the business.

David Manthey
Analyst, Robert W. Baird

Okay. And then as we're looking at the 2015 guidance, is there anything in there in terms of discontinued operations, or does that fully include the business as it stands today with Oil and Gas Field Services?

Jim Rutledge
VP, President, and CFO, Clean Harbors

That fully includes the businesses today, being that it's a carve-out that we'll be working on for the year. It is still owned, all owned by Clean Harbors, so it is part of our guidance.

David Manthey
Analyst, Robert W. Baird

Okay, and then the final question: as we're looking at the midpoints and sort of bridging from 2014 - 2015, you go from $515 million EBITDA to $550 million. The $35 million, I guess, is carryover from the cost reduction program of $75 million in 2014. In the rest of the business, I guess we're to assume that you know, tech services is growing EBITDA. There's other segments that are flat or down. Could you just give us directionally some color on the segments, how you're thinking about 2015 relative to 2014?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Well, we'll, we will be giving a lot more information when we have our earnings call, by segment, because we're clearly going through all of the process now to, to do the allocations and finalize our segment results. So this is still a guided number, although we've -- we're far enough along, and we've completed our close, and certainly, we have the audit going on and all that, that we'll, we'll release our year-end numbers and all of the segment results when we do that our, on our earnings call, which is approximately in the mid to third week of, February. I, I don't have the date in front of me right now, but it's, I think it's the third week of February. So we'll be going through all that color then.

But suffice it to say that the things that we've talked about during our last earnings call, essentially, no real surprises. I did mention before that clearly, crude oil has come down so much in price since then. But as I pointed out just a few minutes ago, that had some positive impacts to our business, in particular in transportation, and it had some negative impacts as well. So we've taken all that into account in our forward-looking guidance. But as far as the actual figures, we're gonna get into that in depth when we do our earnings call.

David Manthey
Analyst, Robert W. Baird

Okay, we'll watch for that. Thanks a lot, Jim.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Thank you.

Operator

Thank you. Our next question today is coming from Joe Box from KeyBanc Capital Markets. Please proceed with your question.

Joe Box
Senior Equity Research Analyst, KeyBanc Capital Markets

Hey, good morning, guys.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Morning.

Joe Box
Senior Equity Research Analyst, KeyBanc Capital Markets

So it looks like you only have about $96 million left on your share buyback. I guess, should we assume that since you didn't announce a new buyback authorization with the strategic review, that, you know, you won't plow all the proceeds into a share repo?

Alan McKim
Chairman and CEO, Clean Harbors

Jim, you wanna take that?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Sure, sure, I can take that. Hi, Joe. Clearly, when we do any funds that are generated from that, we'll likely split between high ROIC-type acquisitions, particularly in the environmental area of our business, as well as share buybacks. So our overall capital allocation planning is built on relative returns when we look across acquisitions, capital expenditures, and share buybacks. So I think it's likely that we would do some combination of acquisitions and share buybacks.

Joe Box
Senior Equity Research Analyst, KeyBanc Capital Markets

Okay, I appreciate that. Thanks, Jim. I missed the second part of the prior question, so I apologize if you addressed this already. But how are you thinking about EBITDA for the carved-out assets in 2015?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Again, we'll be getting into all of that when we do our earnings call in February.

Joe Box
Senior Equity Research Analyst, KeyBanc Capital Markets

Okay. Let me ask just a simple question then. So if it's about 10% of your total sales that you're carving out. Would you say 10% of corporate expense could be allocated to what you're carving out as well, or is that completely off base?

Jim Rutledge
VP, President, and CFO, Clean Harbors

It's -- I think it's in the ballpark, but that's something that we're going through right now. We're putting some final figures around that, so I'd rather not give a precise figure at this time. But I think you're in the ballpark. It might be less than that.

Joe Box
Senior Equity Research Analyst, KeyBanc Capital Markets

Okay. Understood. And then on the drilling camp side, is that higher margin relative to the total Lodging segment or lower margin?

Jim Rutledge
VP, President, and CFO, Clean Harbors

I think we've said before in the earnings. I'm sorry, in the Investor Day and also on some webcasts, that generally it has a lower margin during periods of time when you have lower utilization. But still, it's positive and it's a good margin for Oil and Gas, for sure.

Joe Box
Senior Equity Research Analyst, KeyBanc Capital Markets

Understood. Thanks, guys.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Thank you, Joe.

Operator

Thank you. Our next question today is coming from Sean Hannan from Needham & Company. Please proceed with your question.

Sean Hannan
Managing Director, Needham & Company

Yes, thanks. Good morning. Can you hear me?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yes. Good morning, Sean.

Alan McKim
Chairman and CEO, Clean Harbors

Hi, Sean.

Sean Hannan
Managing Director, Needham & Company

Morning. Hi. All right. So just in terms of reaching the decision to carve out Oil and Gas, is there anything you can provide for us in terms of whether there was you know, explicit pursuit of maybe potential buyers for that business, if that somehow still could be a possibility as you navigate over the course of the next 12 months? And if you can also then, as part of that, elaborate on you know, how you decided to go to a carve out versus an explicit sale. Thanks.

Jim Rutledge
VP, President, and CFO, Clean Harbors

I can-

Alan McKim
Chairman and CEO, Clean Harbors

Sure.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yeah, sure. I mean, in looking at all of our businesses as we went through our strategic review, we looked at many alternatives, and the decision that we made on with the carve out is certainly to build an entity, a very strong entity that's a good value chain, if you will, in terms of how that new business or this standalone business will service the oil and gas industry. As Alan pointed out in his comments, all the way from exploration through drilling and then post-drilling, we have a very nice business here, and we wanna grow that business. It is our intent to own a piece of that and see what the future brings.

But clearly, when we get to that point, we do hope to be able to participate in some of the upside on this business that we definitely see for it.

Alan McKim
Chairman and CEO, Clean Harbors

Yeah, and we'll continue to have a relationship. We share a lot of locations, common customers. We expect to have continuing cross-selling opportunities that we've enjoyed. And quite frankly, we've got a terrific team that runs that business for us. And you know, our feeling is that we've been constraining the growth of that business to some extent with capital needs that they have and creating you know, better technologies, investing in new assets to support their customer base. So I think this is gonna be a win for both our existing workforce as well as the Clean Harbors shareholders. So we really looked at it that way, Sean.

Sean Hannan
Managing Director, Needham & Company

So it sounds like, you know, 6-9 months down the road, if there is somebody out in the market who would potentially investigate buying this, sounds like that wouldn't be a preferred route unless perhaps the asset price is really quite tremendous.

Alan McKim
Chairman and CEO, Clean Harbors

Yeah, I mean, obviously, we can't say no to your point, but you—I think you kind of understand a little bit about the fact that this business is tightly integrated, and it's gonna take quite some time to create its own platform and, you know, and break out this business as a standalone business. And you know, that those activities have to take place, and you know, we need some time to do that, as you can imagine. So, you know, we're always gonna be listening, but I think that as you would expect, you know, this is the path we're going down because we think this is the best for our customers and our shareholders and our employees.

Sean Hannan
Managing Director, Needham & Company

Okay, that's helpful. And then in terms of the guidance for 2015, I'm not gonna try and get into a breakdown of segments, but if I were to look instead at a general thought around SG&A, can we get a little bit of color around that in terms of are there some expectations you have for, you know, what's to be achieved on a percentage basis? And, you know, maybe if we could think a little bit more about even some longer term goals that you might be working toward. I think we have recently been hearing, you know, some expectations that could be getting closer to being formalized at some point of looking at a 10% aspiration. And just wanna see if we can get some more color around that. Thanks.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Sure, I can start that, Sean. Clearly, our longer term objective over the next 3-5 years is to bring SG&A down to that 10% level of revenues. The company has, has been successful in holding the line on these costs, given that we are a centrally run company, and we have a central, robust platform of systems, two primary systems, our ERP system and, and PeopleSoft that we use for financials, that we're able to do that. The amount of the reduction in percentage for 2015, I'm, I'm not prepared to, to comment on that right now, but we are looking at a reduction as we continue with that plan of reducing SG&A.

Sean Hannan
Managing Director, Needham & Company

Okay, very good.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Percentage of revenues, clearly. Yeah.

Sean Hannan
Managing Director, Needham & Company

Thanks so much.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Thank you.

Operator

Thank you. Our next question today is coming from Scott Levine from Imperial Capital. Please proceed with your question.

Scott Levine
Senior Analyst, Imperial Capital

Hey, good morning, guys.

Alan McKim
Chairman and CEO, Clean Harbors

Morning.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Morning.

Scott Levine
Senior Analyst, Imperial Capital

So something I'd be able to elaborate on the business being, or being contemplated as being carved out, the percentage of that, is that all Canada? I'm guessing it's primarily Canada. But if you can give us a little bit more color regarding the the regional and service breakdown, and also an update, if you will, just in general, on what you're seeing in your Oil Sands related businesses, including those you're planning to invest and those you're not. You know, in general, are you seeing activity levels hold there? How are you seeing them respond to the recent volatility in oil prices?

Alan McKim
Chairman and CEO, Clean Harbors

... Sure. It's probably about half Canada, I would think, isn't it, Jim? Maybe a little bit more?

Jim Rutledge
VP, President, and CFO, Clean Harbors

More, more Canada.

Alan McKim
Chairman and CEO, Clean Harbors

Bit more than that.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yep. Yep.

Alan McKim
Chairman and CEO, Clean Harbors

Probably because of the drilling, activities or, the drill camps, particularly.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yeah, and then the production services is predominantly in Canada, so it's probably 60%-70% Canada.

Alan McKim
Chairman and CEO, Clean Harbors

Yep. And you know, our business is pretty steady in the Oil Sands. Our lodging business is pretty steady. Our industrial business is steady. We're anticipating a significant amount of turnaround work this year, as scheduled turnarounds across the refining and chemical industry should be very strong for us, and so therefore, our specialty industrial group should be busy, and it should be strong. So we're certainly seeing some cancellations in some projects, capital spending, as you read about, but at least at this point, we're pretty steady in that market.

Scott Levine
Senior Analyst, Imperial Capital

Would you say or expect those markets, how would you expect them to perform relative to, say, the more U.S. sensitive portions of that business?

Alan McKim
Chairman and CEO, Clean Harbors

You're talking now the Oil and Gas side?

Scott Levine
Senior Analyst, Imperial Capital

I'm talking the Oil Sands versus call it the U.S. shale basins or the non-Canadian portion.

Alan McKim
Chairman and CEO, Clean Harbors

Yeah.

Scott Levine
Senior Analyst, Imperial Capital

Yeah.

Alan McKim
Chairman and CEO, Clean Harbors

Well, I you know, I think you know the number of drill rigs have certainly been coming down, both in the U.S. and Canada. And for the most part, our levels of activity have been pretty steady, although we continue to look out you know and be concerned in the next you know six months or a year, as until there is a recovery in the in crude you know there'll be some certain uncertainty in the market. But it's been pretty steady for us at this point, Jim, huh?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yeah, that's right. And I would also add to what you said there, Alan, to say that in the Oil Sands itself, being that you're typically dealing with a mine upgrader and a refinery that our customers have up there, it, unlike the drilling side, where there is some cyclical, more cyclical sensitivity with rigs going up and down, there is more stability in the Oil Sands. And clearly, their break-even point is below where existing crude prices are in the Oil Sands. So what the cutbacks that you see in the Oil Sands, or that we have seen in the Oil Sands, is mostly around the growth projects and the expansion projects. But the base business continues, as Alan pointed out, to be steady.

Alan McKim
Chairman and CEO, Clean Harbors

Yeah, I mean, there's, you know, tens of billions of dollars invested-

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yep

Alan McKim
Chairman and CEO, Clean Harbors

that need to be maintained. Those plants need to be serviced. They're gonna stay running, and they're not, you know, they're not gonna shut these plants down, so.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Right.

Alan McKim
Chairman and CEO, Clean Harbors

They're just, you know, that infrastructure has to be maintained. That's really what our focus is.

Scott Levine
Senior Analyst, Imperial Capital

Got it. One last one, then. Just turning back to the oil recycling or refining business. Do you have anything to update or add with regard to, you know, to providing guideposts maybe to the percentage of, call it, non-base oil in terms of your output? Or do you envision any changes or updates to any targets you have in terms of your mix, given some of the changes, or you know, increased priority or change in priority under Jerry with the changes you're announcing here today?

Alan McKim
Chairman and CEO, Clean Harbors

Yeah, I mean, we've really challenged Jerry and his team, you know, over the next 3-4 years to be over 80% on the blended side. So that's sort of a long-term objective that we have.

Scott Levine
Senior Analyst, Imperial Capital

Got it. Great. Thank you.

Alan McKim
Chairman and CEO, Clean Harbors

Yes.

Operator

Thank you. Our next question today is coming from Al Kaschalk from Wedbush Securities. Please proceed with your question.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

Good morning, guys.

Alan McKim
Chairman and CEO, Clean Harbors

Morning.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Morning.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

I just want to drill to make sure I understand here. So the 2015 guidance is as if there's no change in the operations, and therefore it's an apples to apples comparison to the 510-520 number?

Alan McKim
Chairman and CEO, Clean Harbors

Yes.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

For our assessing of this, is it fair to say that the carve-out business is doing, you know, kind of a mid $50 million type number on a TTM basis, and that's what's looking to be spun out, as opposed to, you know, something... I'm just trying to get the comparability between 2014 and 2015's guidance, and if the spin-out business is doing on a TTM basis around $50 million.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yeah, Al, I think you're in the ballpark of it, and there's no substantial change going into 2015 in that business.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

Okay.

Jim Rutledge
VP, President, and CFO, Clean Harbors

But again, we can't get into the specific numbers, but I think you're, you're thinking the right ballpark there.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

Okay. And then, so then the guidance for the re-refining in terms of outlook 2015, you've incorporated then the haircut on the base oil price that took place at the end of 2014. Is that fair?

Jim Rutledge
VP, President, and CFO, Clean Harbors

That is fair. And being that that is a spread business, we have also, of course, accounted for PFO reductions as well as we manage that spread.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

Okay. Okay, and then appreciate that, Jim. Then just a preface, but to make sure I've got this right, it's the entire Oil and Gas segment that you're looking to spin, and then a percentage, what percentage of the lodging business as we see it today reported, that you're looking to spin in that same entity?

Jim Rutledge
VP, President, and CFO, Clean Harbors

You know, just to clarify, it's not a spin. It's really we're carving it out.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

That's correct. I'm sorry. Thank you, Alan.

Jim Rutledge
VP, President, and CFO, Clean Harbors

...And I think if you look back at the Investor Day presentation that we did, where we talked about lodging, and if you look back to some of our webcasts, you see at one point that piece, that drill camp part of our business was nearly a quarter of the lodging business of that segment. It has come down a bit since then. Not a huge amount, but it has come down some only because of what we have been talking about, how the oil and gas industry was affected more recently. But that hopefully gives you enough color. And I think we have talked about that before in our Investor Day, for sure.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

Okay. That's all I have. I appreciate the time, the announcement. And, well, one thing, though, why today versus later? Or what, what was the, what was the rationale for today?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Well, Al, we had a series of board meetings that were going through the strategic review, and a decision was made at the most recent one. Being that this is material information, we wanted to get it out as soon as possible into the public market.

Al Kaschalk
Senior Equity Research Analyst, Wedbush Securities

Excellent. Thank you.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Thank you.

Alan McKim
Chairman and CEO, Clean Harbors

Thank you.

Operator

Thank you. Our next question today is coming from Charles Redding from BB&T Capital Markets. Please proceed with your question.

Charles Redding
VP, BB&T Capital Markets

Hi, good morning, gentlemen. Thanks for taking my question. Can we just get a brief update on the non-drill camp lodging piece as we kind of look out to next year? I know you touched base on it. It sounds like current activity remains steady. What's driving that business next year, and kind of how else should we think about, fundamentally, where that business is right now?

Alan McKim
Chairman and CEO, Clean Harbors

You're talking about our lodging business?

Charles Redding
VP, BB&T Capital Markets

That's correct.

Alan McKim
Chairman and CEO, Clean Harbors

Yeah, I mean, as you know, we have a number of fixed lodging facilities, and we've invested quite a bit in our Ruth Lake Lodge, which you all know about. And that's, you know, that occupancy has continued to improve. The team's done a really nice job of bringing in some of our key accounts, and, you know, obviously, they love that facility. So it's just continuous and to improve. You know, we're a very niche player. You know, most of our lodges are executive-style lodges, and, you know, we're certainly in a different market than some of the other players out there that tend to be in the larger, you know, 1,000, 2,000-room camps.

So our lodging business, both their location as well as the niche market that they're in, you know, we're doing pretty good there and feel pretty confident about 2015.

Charles Redding
VP, BB&T Capital Markets

Great. And then on the, on the industrial side, it certainly sounds like turnarounds are gonna be positive for you guys. Can you give us just a little more detail on the other moving pieces within this segment? Kind of how you think about visibility next year, in terms of, you know, where you've placed guidance?

Alan McKim
Chairman and CEO, Clean Harbors

I think, Eric, maybe you can chime in here, but I think we're at, like, a five-year low in 2014 regarding turnaround.

Jim Rutledge
VP, President, and CFO, Clean Harbors

That's correct.

Alan McKim
Chairman and CEO, Clean Harbors

I think, moving forward, in 2015, it's supposed to be at the high end of the kind of the historical level. Isn't that fair?

Jim Rutledge
VP, President, and CFO, Clean Harbors

That is very fair.

Alan McKim
Chairman and CEO, Clean Harbors

Yep.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yes. So those turnarounds will drive some good, strong growth in the areas of supporting industrial around pigging and chemical cleaning and catalyst to be able to drive growth in those areas.

Charles Redding
VP, BB&T Capital Markets

That's about 20% of industrial?

Jim Rutledge
VP, President, and CFO, Clean Harbors

The overall turnarounds for-

Charles Redding
VP, BB&T Capital Markets

Yes.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yes, right around there. 20%, 30%.

Charles Redding
VP, BB&T Capital Markets

Okay, great.

Alan McKim
Chairman and CEO, Clean Harbors

Mm-hmm.

Charles Redding
VP, BB&T Capital Markets

Okay. Thank you, gentlemen.

Alan McKim
Chairman and CEO, Clean Harbors

Okay.

Operator

Thank you. Our next question today is coming from Brian Butler from Stifel. Please proceed with your question.

Brian Butler
Equity Research Analyst, Stifel

Good morning. Thanks for taking my questions.

Alan McKim
Chairman and CEO, Clean Harbors

Sure.

Brian Butler
Equity Research Analyst, Stifel

First one, just on the carve-out. You said that you were gonna continue to maintain some interest in there. Could you provide clarity on what size? Is that 10%? Is it 50%?

Jim Rutledge
VP, President, and CFO, Clean Harbors

We're working with advisors, Brian, to do the correct percentage that is best for our shareholders and best for the market, for the remaining that will be publicly owned. So we're not prepared to give an exact percentage at this point, but we're under advisement on the right way to approach that IPO when we eventually get to that point.

Brian Butler
Equity Research Analyst, Stifel

Any general range you could just give? I mean, less than or greater than?

Jim Rutledge
VP, President, and CFO, Clean Harbors

I think we have to go by the market conditions at the time, but we're thinking, you know, probably a majority we would still own in at the beginning. But that's about as far as I can go, honestly, Brian.

Brian Butler
Equity Research Analyst, Stifel

Okay. At a high level, when you think about this carve out, how much invested capital is associated with it?

Jim Rutledge
VP, President, and CFO, Clean Harbors

We have, I think we disclosed—we've actually, actually definitely, disclosed this. If you look at our segment reporting that we show in our K, we show the total assets that are in the Oil and Gas business, and it's between $300 million and $400 million that we have in assets that are part of the Oil and Gas segment. So I, I would take that as, as guidance at this point. And I don't have the figures in front of me for the piece of lodging that will be incorporated with that.

Brian Butler
Equity Research Analyst, Stifel

So is it safe just to take whatever's in the lodging and assume that, that portion of it or just you know, take a, a percentage? Is that fair?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yeah, I think that, I think that's fair. I just don't have exact figures on that yet.

Brian Butler
Equity Research Analyst, Stifel

Have you guys made any decision on how much debt is gonna be going with the carve-out?

Alan McKim
Chairman and CEO, Clean Harbors

... We're still in the planning phases on that, and that'll be part of the work that we'll be doing with the carve-out itself.

Brian Butler
Equity Research Analyst, Stifel

Okay. On the switch over to the Re-refining segment, on the PFO announcement going to ZeroP ay. So at this point in time, after having it been announced for, I guess, roughly about a month or so, what has been the impact on volume, or at least on customers' reaction to potentially reducing their volume?

Alan McKim
Chairman and CEO, Clean Harbors

Yeah, we'll ask Jerry Correll to hop on with that response. Jerry, you there?

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Yes, I am. Yeah, thanks, Alan. Yes, in response, we're having success in implementing our rate revisions within both our branch-controlled and national account customer bases. We've seen some minimum volume loss, but overall, our collection volumes have held steady to date. It's the low season for us as far as collections are concerned, so we're just not seeing a significant drop-off in that volume. So, doing pretty well there. We've obviously we serve a large number of used oil generators, and we've got a lot of long-standing business relationships with those customers, and we believe they recognize the value associated with the service quality that we provide and the consistency of service.

And they, overall, understand the headwinds that are associated with our energy market volatility that we're seeing. So, again, we announced, I think, about mid-December, and, you know, we are working with our customers and staying in close communication with them on our revisions.

Brian Butler
Equity Research Analyst, Stifel

No significant loss, or at least the color from the customers. It sounds like it's been somewhat well received.

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Yeah.

Brian Butler
Equity Research Analyst, Stifel

As well received as it can be.

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Yeah, you know, you can just, you know, you can understand how customers get concerned with, you know, receiving money for their used oil and, and that going away. But, again, I think we're seeing it in, you know, in gas prices and in crude oil volatility, across the board. So there's an understanding. We've had some pushback, and we've, you know, we're trying to work with our customers on that. We do have some contractual relationships that we're having to honor as well, but, we've, we feel good about, where we are right now.

Brian Butler
Equity Research Analyst, Stifel

All right. Thanks. Go ahead.

Alan McKim
Chairman and CEO, Clean Harbors

Just comment, if you look over the history, let's say, over the last 20 years, probably more often than not, many customers have been charged to handle their hazardous waste oils. Jerry, I think, would you say that's a fair statement?

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Absolutely, Alan. We saw a period of, you know, starting about a decade ago, we saw a gradual move from customers paying to have their oil removed to receiving money for that oil. So, we think, you know, it's obviously cyclical, this business is. We believe that we are required to manage our business so that we reduce costs in the procurement of that oil. And, in addition to that, we are really focused on understanding our transportation costs, our logistical costs associated with moving, you know, millions of gallons of oil to our refineries or to other markets, and also in just processing that used oil.

So we're looking at our cost structure across the board, and we feel good that we're moving in the right direction and getting some traction in managing those costs.

Alan McKim
Chairman and CEO, Clean Harbors

I just comment one more thing there is that, you know, there was a significant dislocation between base oil and crude for the first 16-18 months after we acquired Safety-Kleen. And now with crude and its significant drop, you know, finally, the customers that we do business with realize what we're up against here. It's been a, you know, a communications and strategy of ours to educate our customers and the need for us to manage our used motor oil business this way. So I think that in itself is helping us greatly get the message out there to our customer base and our employees.

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Yes.

Brian Butler
Equity Research Analyst, Stifel

Okay, thank you for that. One last question. You talked about the turnaround business being at a five-year low in 2014, kind of going towards the high end in 2015. What, what's the swing? What kind of percentage swing is the right way to think about from that high to. Or from that low to high?

Alan McKim
Chairman and CEO, Clean Harbors

I don't remember if there was 250 going to 500-

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Yeah.

Alan McKim
Chairman and CEO, Clean Harbors

or like that?

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

That's right, Alan. I think it was 250-280 turnarounds in 2014, and it grew to 500+ anticipated for the 2015 market.

Alan McKim
Chairman and CEO, Clean Harbors

Yep.

Brian Butler
Equity Research Analyst, Stifel

Great. Thank you.

Alan McKim
Chairman and CEO, Clean Harbors

From a planning standpoint, you know, we've been booked, and we've got a lot of demand in that area because a lot of scheduled turnaround work.

Brian Butler
Equity Research Analyst, Stifel

Okay, great. That's, that's very helpful. Those were all my questions.

Alan McKim
Chairman and CEO, Clean Harbors

Thanks.

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Thank you.

Operator

Thank you. Our next question today is coming from Tyler Brown from Raymond James. Please proceed with your question.

Tyler Brown
Equity Research Analyst, Raymond James

Hey, good morning, guys.

Alan McKim
Chairman and CEO, Clean Harbors

Morning.

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Morning.

Tyler Brown
Equity Research Analyst, Raymond James

Hey, Jerry, some great color on the re-refining business, but how many gallons do you need to bring into the refineries to keep them full? And I'm kind of curious, what happens if the volumes do slip below that? Would you guys look to shutter or take down a train at some of the refineries?

Jerry Correll
President, Safety-Kleen Oil, Clean Harbors

Yes, we keep all of our options open. We do have some degree of flexibility in our processing.

And I'll, I'll ask Eric to help me, but I think we're north of 150-160 million gallons as far as feedstock into our refineries. We're definitely taking a look at some market diversification and trying to identify alternative needs for oil in its various stages. And so we're looking at RFO, we look at product swaps with other collectors, and then the feedstock. It's very important for us to maintain the needed volumes to go in those refineries, and so it all has to be taken into context with that.

Tyler Brown
Equity Research Analyst, Raymond James

Okay, perfect. This is kind of a bigger question, but maybe, Jim, you know, clearly, the slide in oil's got a lot of iterative impacts on your business. Do you guys have any kind of parameters of how much internal fuel you use, and then how much you spend on third-party transportation?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yeah, an estimate there, Tyler, would be about 23 million gallons of diesel that we use, and I believe it's another 1 million gallons of gasoline that we use in our business. We also pay for outside transportation in the $175 million range. That being said, we do have a fuel surcharge on our customers' invoices, where we do pass along a large portion of our the changes in fuel costs to our customers. So there will be some offsetting impact there, but clearly, we can't get it all out. We don't bill it all out, so there will be net savings to us because of crude being down.

Tyler Brown
Equity Research Analyst, Raymond James

Right. So you're not fully covered on the surcharge?

Jim Rutledge
VP, President, and CFO, Clean Harbors

Not fully-

Tyler Brown
Equity Research Analyst, Raymond James

The surcharge doesn't fully cover you, I should say.

Jim Rutledge
VP, President, and CFO, Clean Harbors

That's right, because we use a lot of equipment in our business. Generally, the fleet, we're able to get through, which is appropriate, but a lot of the equipment that we use when we're servicing clients, we're generally not able to get it all completely through.

Tyler Brown
Equity Research Analyst, Raymond James

Okay, and then, do you have any initial CapEx guidance for 2015, and how much you're gonna spend for El Dorado?

Jim Rutledge
VP, President, and CFO, Clean Harbors

I think we have talked about this before. Our... We're gonna be going through this on the earnings call, but we did say that we wanted to, that the-- I believe in the last call, we said that 2015 could have 25, I'm sorry, $50 million of spending, at least in El Dorado. This is a big year for the, for that expansion. And our goal beyond that is to get our CapEx to $200 million or less. So those are the parameters that we're working under, and we've talked about that before, but we'll come out with more specific numbers when we do our earnings call in February.

Tyler Brown
Equity Research Analyst, Raymond James

Okay. No, that's, that's very helpful. And then, just really, my last question here, and again, very broad stroke, but are you expecting that Re-refining EBITDA is up next year?

Jim Rutledge
VP, President, and CFO, Clean Harbors

We're not gonna... We're not able to go through the specifics on that. We're working through that right now.

Tyler Brown
Equity Research Analyst, Raymond James

Okay, fair enough. Thanks.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yep.

Alan McKim
Chairman and CEO, Clean Harbors

Thank you.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Thank you.

Operator

Our next question today is coming from Yilma Abebe from JP Morgan. Please proceed with your question.

Yilma Abebe
Executive Director, JPMorgan

Thank you. Good morning. A couple questions from me. The first one is, perhaps if you could touch on why you're going the route of a carve-out here instead of straight spin-off to the shareholders.

Alan McKim
Chairman and CEO, Clean Harbors

You know, again, based on advisors and you know, the work that we did internally and with our board, this was—we felt that was the best for our shareholders and the best for this entity and our customers.

Yilma Abebe
Executive Director, JPMorgan

Okay. And then I guess, the second question is, does this carve affect in any way your existing, two publicly traded bonds here? Or should we expect the existing capital structure to stay the same?

Alan McKim
Chairman and CEO, Clean Harbors

No, no, the structure would stay the same. There's no impact.

Yilma Abebe
Executive Director, JPMorgan

Thank you very much. That's all I had.

Alan McKim
Chairman and CEO, Clean Harbors

Okay, thank you.

Operator

Thank you. Our next question today is coming from Bob Franklin from Prudential Financial. Please proceed with your question.

Bob Franklin
Managing Director, Prudential Financial

Hi, this is a follow-up to Yilma's. You don't have a restricted payment covenant or anything that's gonna affect this?

Alan McKim
Chairman and CEO, Clean Harbors

We've already... The calculations that go back to those bonds were covered by those. There are limitations that we pass on that.

Bob Franklin
Managing Director, Prudential Financial

Okay. Can you tell us what your restrictive payments capacity is right now?

Alan McKim
Chairman and CEO, Clean Harbors

Oh, I don't—I apologize. I don't have that right in front of me. We did the limitation, and we met it, but I don't—I don't recall the exact figure. Sorry, Bob.

Bob Franklin
Managing Director, Prudential Financial

Okay. If I call IR, can I go through that with you?

Alan McKim
Chairman and CEO, Clean Harbors

Sure. Sure, we can, we can look at that. Sure.

Bob Franklin
Managing Director, Prudential Financial

Okay, terrific. Thank you.

Alan McKim
Chairman and CEO, Clean Harbors

Yep.

Operator

Thank you. Our final question today is coming from Steve Cirlin from Channing Capital Management. Please proceed with your question.

Steve Cirlin
Portfolio Manager, Channing Capital Management

Good morning.

Alan McKim
Chairman and CEO, Clean Harbors

Morning.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Morning.

Steve Cirlin
Portfolio Manager, Channing Capital Management

Just, with respect to the stake that you're gonna retain in this, the business, can you talk about your intentions long term? Is— Should we view it as a non-core stake that eventually will be monetized, or can you give a little more color on that?

Alan McKim
Chairman and CEO, Clean Harbors

Probably premature right now. I think we can give you some more color probably next month as we continue down this process, now that we're out and talking to our employees and talking with you, and certainly we'll be. We have a team now that will be working on this exclusively. And so, as we develop that, we'll we can share more of that as we go along here, if that's okay.

Steve Cirlin
Portfolio Manager, Channing Capital Management

Okay. Just to confirm, the mechanics of the separation, it is gonna be an IPO, not a spin-off or a split-off?

Alan McKim
Chairman and CEO, Clean Harbors

That's right.

Steve Cirlin
Portfolio Manager, Channing Capital Management

Okay. All right.

Alan McKim
Chairman and CEO, Clean Harbors

That was the best recommendation that we had gotten and approved.

Steve Cirlin
Portfolio Manager, Channing Capital Management

You said that you think initially you're gonna retain a majority stake in the company?

Alan McKim
Chairman and CEO, Clean Harbors

Essentially, yes.

Steve Cirlin
Portfolio Manager, Channing Capital Management

Okay. All right, thank you.

Alan McKim
Chairman and CEO, Clean Harbors

Thank you.

Operator

Thank you. We've reached the end of our question and answer session. I'd like to turn the floor back over to management for any further closing comments.

Alan McKim
Chairman and CEO, Clean Harbors

Okay. Thanks again, everyone, for joining us today. We do appreciate all your questions and comments, and we look forward to speaking with you again on our year-end earnings call, which will be roughly a month away in February. I think it's the 25th at this point.

Jim Rutledge
VP, President, and CFO, Clean Harbors

Yep.

Alan McKim
Chairman and CEO, Clean Harbors

So look forward to talking with you then. Thanks, everybody.

Operator

Thank you. That does conclude today's teleconference. You may disconnect your lines at this time and have a wonderful day. We thank you for your participation today.

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