CLEAN HARBORS INC 10-K

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the stockholders and the Board of Directors of Clean Harbors, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Clean Harbors, Inc. and subsidiaries (the "Company") as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income, cash flows and stockholders’ equity, for each of the three years in the period ended December 31, 2020, and the related notes and the schedule listed in the Index at Item 15 (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 24, 2021, expressed an unqualified opinion on the Company's internal control over financial reporting. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matter The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Remedial Liabilities - Refer to Note 2, Significant Accounting Policies, and Note 10, Remedial Liabilities, to the financial statements Critical Audit Matter Description Remedial liabilities include the costs of removal or containment of contaminated material, the treatment of potentially contaminated groundwater and maintenance and monitoring costs necessary to comply with regulatory requirements. The estimate of remedial liabilities involves an analysis of numerous factors including: (i) the nature and extent of environmental contamination, (ii) the terms of applicable permits and level of regulatory oversight, (iii) the cost of performing the cleanup activities, and (iv) the adjudication of certain complex matters, particularly Superfund sites, involving multiple parties. Remedial liabilities are inherently difficult to estimate and involve a significant amount of judgment. The Company routinely reviews and evaluates the sites for which remedial liabilities have been recognized to determine if there should be changes in the cost estimates. As a result, the valuation of liabilities is subject to material changes as additional information becomes available, particularly as it relates to changes in technologies and changes in laws and regulations that govern the remediation efforts. Total remedial liabilities recorded as of December 31, 2020 were $114.8 million. 45 Table Of Contents Given the subjectivity and judgment involved in measuring remedial liabilities, auditing remedial liabilities involved especially subjective judgment and an increased extent of effort, including the need to involve our specialists who have expertise in environmental remediation. How the Critical Audit Matter Was Addressed in the Audit Our audit procedures related to the remedial liabilities included the following, among others: • We tested the effectiveness of controls related to the recognition and measurement of remedial liabilities, including those controls over changes in estimates. • We evaluated management’s ability to accurately forecast future cash flows by comparing actual results to management’s historical forecasts through retrospective reviews. • We evaluated the methods and assumptions used by management to estimate the remedial liabilities by confirming specific facts and circumstances related to a selection of sites with project managers and other Company personnel responsible for monitoring these sites, including legal counsel. • With the assistance of auditor specialists who have expertise in environmental matters and specialized skills and training, we evaluated the reasonableness of the Company’s estimates by: ◦ Searching for information in the public domain for completeness of sites identified for remediation. ◦ Assessing the completeness of the Company’s costs estimate for a selection of sites, specifically, comparing the costs estimates to relevant regulatory guidelines and specifications. ◦ Testing the accuracy of the amounts recorded for a selection of sites, specifically, verifying the mathematical accuracy of the calculation, agreeing cost components to supporting documents, and/or developing an independent range of cost estimates. /s/ Deloitte & Touche LLP Boston, Massachusetts February 24, 2021 We have served as the Company's auditor since 2005. 46 Table Of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (dollars in thousands) As of December 31, 2020 2019 ASSETS Current assets: Cash and cash equivalents $ 519,101 $ 371,991 Short-term marketable securities 51,857 42,421 Accounts receivable, net of allowances aggregating $ 44,749 and $ 38,711 , respectively 611,534 644,738 Unbilled accounts receivable 55,681 56,326 Inventories and supplies 220,498 214,744 Prepaid expenses and other current assets 67,051 70,688 Total current assets 1,525,722 1,400,908 Property, plant and equipment, net 1,525,298 1,588,151 Other assets: Operating lease right-of-use assets 150,341 162,206 Goodwill 527,023 525,013 Permits and other intangibles, net 386,620 419,066 Other 16,516 13,560 Total other assets 1,080,500 1,119,845 Total assets $ 4,131,520 $ 4,108,904 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Current portion of long-term debt $ 7,535 $ 7,535 Accounts payable 195,878 298,375 Deferred revenue 74,066 73,370 Accrued expenses 295,823 276,540 Current portion of closure, post-closure and remedial liabilities 26,093 23,301 Current portion of operating lease liabilities 36,750 40,979 Total current liabilities 636,145 720,100 Other liabilities: Closure and post-closure liabilities, less current portion of $ 13,903 and $ 7,283 , respectively 74,023 68,368 Remedial liabilities, less current portion of $ 12,190 and $ 16,018 , respectively 102,623 98,155 Long-term debt, less current portion 1,549,641 1,554,116 Operating lease liabilities, less current portion 114,258 121,020 Deferred tax liabilities 230,097 231,337 Other long-term liabilities 83,182 45,995 Total other liabilities 2,153,824 2,118,991 Commitments and contingent liabilities (See Note 17) Stockholders' equity: Common stock, $ 0.01 par value: Authorized 80,000,000 shares; issued and outstanding 54,772,696 and 55,797,734 shares, respectively 548 558 Additional paid-in capital 582,749 644,412 Accumulated other comprehensive loss ( 211,477 ) ( 210,051 ) Accumulated earnings 969,731 834,894 Total stockholders' equity 1,341,551 1,269,813 Total liabilities and stockholders' equity $ 4,131,520 $ 4,108,904 The accompanying notes are an integral part of these consolidated financial statements. 47 Table Of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands except per share amounts) For the years ended December 31, 2020 2019 2018 Revenues: Service revenues $ 2,724,584 $ 2,842,881 $ 2,709,239 Product revenues 419,513 569,309 591,064 Total revenues 3,144,097 3,412,190 3,300,303 Cost of revenues: (exclusive of items shown separately below) Service revenues 1,786,718 1,945,021 1,861,975 Product revenues 351,033 442,798 443,576 Total cost of revenues 2,137,751 2,387,819 2,305,551 Selling, general and administrative expenses 451,044 484,054 503,747 Accretion of environmental liabilities 11,051 10,136 9,806 Depreciation and amortization 292,915 300,725 298,625 Income from operations 251,336 229,456 182,574 Other (expense) income, net ( 290 ) 2,897 ( 4,510 ) Loss on early extinguishment of debt — ( 6,131 ) ( 2,488 ) (Loss) gain on sale of businesses ( 3,376 ) 687 — Interest expense, net of interest income of $ 3,462 , $ 4,227 and $ 2,958 , respectively ( 73,120 ) ( 78,670 ) ( 81,094 ) Income before provision for income taxes 174,550 148,239 94,482 Provision for income taxes 39,713 50,499 28,846 Net income $ 134,837 $ 97,740 $ 65,636 Earnings per share: Basic $ 2.43 $ 1.75 $ 1.17 Diluted $ 2.42 $ 1.74 $ 1.16 Shares used to compute earnings per share — Basic 55,479 55,845 56,148 Shares used to compute earnings per share — Diluted 55,690 56,129 56,340 The accompanying notes are an integral part of these consolidated financial statements. 48 Table Of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (in thousands) For the years ended December 31, 2020 2019 2018 Net income $ 134,837 $ 97,740 $ 65,636 Other comprehensive (loss) income, net of tax: Unrealized (losses) gains on available-for-sale securities ( 8 ) ( 120 ) 77 Reclassification adjustment for losses on available-for-sale securities included in net income — 332 — Unrealized loss on interest rate hedge ( 20,970 ) ( 14,401 ) ( 9,579 ) Reclassification adjustment for losses on interest rate hedge included in net income 8,180 2,335 806 Foreign currency translation adjustments 11,561 25,130 ( 42,350 ) Unrealized (loss) gain on net pension liability ( 189 ) 44 82 Other comprehensive (loss) income, net of tax ( 1,426 ) 13,320 ( 50,964 ) Comprehensive income $ 133,411 $ 111,060 $ 14,672 The accompanying notes are an integral part of these consolidated financial statements. 49 Table Of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) For the years ended December 31, 2020 2019 2018 Cash flows from operating activities: Net income $ 134,837 $ 97,740 $ 65,636 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 292,915 300,725 298,625 Allowance for doubtful accounts 10,133 2,408 15,817 Amortization of deferred financing costs and debt discount 3,666 3,809 3,846 Accretion of environmental liabilities 11,051 10,136 9,806 Changes in environmental liability estimates 10,698 ( 332 ) 2,147 Deferred income taxes ( 9,748 ) 8,005 19,089 Other expense (income), net 290 ( 2,897 ) 4,510 Stock-based compensation 18,502 17,816 16,792 Loss (gain) on sale of businesses 3,376 ( 687 ) — Loss on early extinguishment of debt — 6,131 2,488 Environmental expenditures ( 12,401 ) ( 18,701 ) ( 10,115 ) Changes in assets and liabilities, net of acquisitions: Accounts receivable and unbilled accounts receivable 22,422 ( 33,271 ) ( 79,563 ) Inventories and supplies ( 7,933 ) ( 15,869 ) ( 26,958 ) Other current and non-current assets ( 12,602 ) ( 14,421 ) ( 7,946 ) Accounts payable ( 80,328 ) 7,153 46,915 Other current and long-term liabilities 45,719 45,447 12,121 Net cash from operating activities 430,597 413,192 373,210 Cash flows used in investing activities: Additions to property, plant and equipment ( 196,256 ) ( 216,324 ) ( 193,344 ) Proceeds from sale and disposal of fixed assets 9,623 11,655 15,445 Acquisitions, net of cash acquired ( 8,839 ) ( 29,363 ) ( 151,023 ) Additions to intangible assets including costs to obtain or renew permits ( 2,029 ) ( 3,904 ) ( 4,688 ) Purchases of available-for-sale securities ( 70,891 ) ( 35,836 ) ( 44,772 ) Proceeds from sale of available-for-sale securities 61,220 51,202 28,723 Proceeds from sale of businesses, net of transactional costs 7,712 4,714 — Net cash used in investing activities ( 199,460 ) ( 217,856 ) ( 349,659 ) Cash flows used in financing activities: Change in uncashed checks 5,404 ( 3,705 ) 132 Tax payments related to withholdings on vested restricted stock ( 5,331 ) ( 7,429 ) ( 3,266 ) Repurchases of common stock ( 74,844 ) ( 21,390 ) ( 45,080 ) Deferred financing costs paid ( 2,171 ) ( 10,079 ) ( 4,027 ) Payments on finance leases ( 4,469 ) ( 586 ) — Premiums paid on early extinguishment of debt — ( 2,701 ) ( 1,238 ) Principal payments on debt ( 7,535 ) ( 852,535 ) ( 405,768 ) Proceeds from issuance of debt, net of discount — 845,000 348,250 Borrowings from revolving credit facility 150,000 — 50,000 Payments on revolving credit facility ( 150,000 ) — ( 50,000 ) Net cash used in financing activities ( 88,946 ) ( 53,425 ) ( 110,997 ) Effect of exchange rate change on cash 4,919 3,573 ( 5,446 ) Increase (decrease) in cash and cash equivalents 147,110 145,484 ( 92,892 ) Cash and cash equivalents, beginning of year 371,991 226,507 319,399 Cash and cash equivalents, end of year $ 519,101 $ 371,991 $ 226,507 Supplemental information: Cash payments for interest and income taxes: Interest paid $ 72,535 $ 60,852 $ 89,171 Income taxes paid, net of refunds 53,123 27,035 20,036 Non-cash investing activities: Property, plant and equipment accrued 3,536 30,964 15,657 Payable for estimated purchase price adjustment — — 4,032 The accompanying notes are an integral part of these consolidated financial statements. 50 Table Of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (in thousands) Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Loss Total Stockholders' Equity Number of Shares $ 0.01 Par Value Accumulated Earnings Balance at January 1, 2018 56,501 $ 565 $ 686,962 $ ( 172,407 ) $ 673,082 $ 1,188,202 Net income — — — — 65,636 65,636 Cumulative effect of change in accounting for stock based compensation — — — — ( 1,564 ) ( 1,564 ) Other comprehensive loss — — — ( 50,964 ) — ( 50,964 ) Stock-based compensation — — 16,792 — — 16,792 Issuance of common stock for restricted share vesting, net of employee tax withholdings 160 1 ( 3,267 ) — — ( 3,266 ) Repurchases of common stock ( 814 ) ( 8 ) ( 45,072 ) — — ( 45,080 ) Balance at December 31, 2018 55,847 558 655,415 ( 223,371 ) 737,154 1,169,756 Net income — — — — 97,740 97,740 Other comprehensive income — — — 13,320 — 13,320 Stock-based compensation — — 17,816 — — 17,816 Issuance of common stock for restricted share vesting, net of employee tax withholdings 249 3 ( 7,432 ) — — ( 7,429 ) Repurchases of common stock ( 298 ) ( 3 ) ( 21,387 ) — — ( 21,390 ) Balance at December 31, 2019 55,798 558 644,412 ( 210,051 ) 834,894 1,269,813 Net income — — — — 134,837 134,837 Other comprehensive loss — — — ( 1,426 ) — ( 1,426 ) Stock-based compensation — — 18,502 — — 18,502 Issuance of common stock for restricted share vesting, net of employee tax withholdings 179 2 ( 5,333 ) — — ( 5,331 ) Repurchases of common stock ( 1,204 ) ( 12 ) ( 74,832 ) — — ( 74,844 ) Balance at December 31, 2020 54,773 $ 548 $ 582,749 $ ( 211,477 ) $ 969,731 $ 1,341,551 The accompanying notes are an integral part of these consolidated financial statements. 51 Table Of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (1) OPERATIONS Clean Harbors, Inc., through its subsidiaries (collectively, the "Company"), is a leading provider of environmental and industrial services throughout North America. The Company is also the largest re-refiner and recycler of used oil and the largest provider of parts cleaning and related environmental services to commercial, industrial and automotive customers in North America. A novel strain of coronavirus ("COVID-19") was first identified in December 2019, and subsequently declared a global pandemic by the World Health Organization on March 11, 2020. As a result of the outbreak, many companies experienced significant disruptions in their operations, workforce and markets served, also resulting in a significant reduction in the demand for petroleum-based products. Areas of the Company's businesses and operations were adversely impacted by the effects of COVID-19 when circumstances surrounding and responses to the pandemic, including stay-at-home orders, began to materialize in North America. These disruptions had a significant impact on the Company's operating results for the year ended December 31, 2020. The Company expects that operations will continue to be impacted. The full extent of the ongoing COVID-19 pandemic and the resulting changes in demand for oil and the impact on the Company's operations is uncertain. A prolonged disruption could have a material adverse impact on financial results and business operations of the Company. (2) SIGNIFICANT ACCOUNTING POLICIES The accompanying consolidated financial statements of the Company reflect the application of certain significant accounting policies as described below: Principles of Consolidation The accompanying consolidated financial statements include the accounts of Clean Harbors, Inc. and its majority-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions, which are evaluated on an ongoing basis, that affect the amounts reported in the Company's consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable at the time under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and disclosure, if any, of contingent assets and liabilities and reported amounts of revenues and expenses. Actual results could differ from those estimates and judgments. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. These reclassifications have no impact on previously reported subtotals. Cash, Cash Equivalents and Uncashed Checks Cash consists primarily of cash on deposit and money market accounts. Marketable securities with maturities of three months or less from the date of purchase are classified as cash equivalents. The Company's cash management program with its revolving credit lender allows for the maintenance of a zero balance in the U.S. bank disbursement accounts that are used to issue vendor and payroll checks. When checks are presented to the bank for payment, cash deposits in amounts sufficient to fund the checks are made, at the Company's discretion, either from funds provided by other accounts or under the terms of the Company's revolving credit facility. Checks that have been written to vendors or employees but have not yet been presented for payment at the Company's bank are classified as uncashed checks as part of accounts payable and changes in the balance are reported as a financing activity in the consolidated statements of cash flows. Marketable Securities The Company, through its wholly-owned captive insurance subsidiary, invests in marketable securities consisting of U.S. Treasury securities, corporate notes and bonds and commercial paper. As of December 31, 2020 and 2019, the Company had 52 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) total marketable securities and cash equivalents as follows (in thousands): December 31, 2020 December 31, 2019 Commercial paper $ — $ 2,395 Total cash equivalents — 2,395 U.S. Treasury securities 28,901 12,406 Corporate notes and bonds 22,956 26,678 Commercial paper — 3,337 Total marketable securities 51,857 42,421 Total $ 51,857 $ 44,816 Realized gains and losses on sales of available-for-sale marketable securities in the years presented were immaterial. The majority of the marketable securities have a remaining maturity of less than one year and fair value approximates cost. Allowances for Doubtful Accounts On a regular basis, the Company evaluates its accounts receivable and establishes the allowance for doubtful accounts based on an evaluation of certain criteria and evidence of collection certainty including historical collection trends, reasonable expectations of future collections, current economic trends and changes in customer payment patterns. Past-due receivable balances are written off when the Company's internal collection efforts have been deemed unsuccessful in collecting the outstanding balance due. Credit Concentration Concentration of credit risks in accounts receivable is limited due to the large number of customers comprising the Company's customer base throughout North America. The Company maintains policies over credit extension that include credit evaluations, credit limits and collection monitoring procedures on a customer-by-customer basis. However, the Company generally does not require collateral before services are performed. No individual customer accounted for more than 10% of accounts receivable or more than 10% of total direct revenues in the periods presented. Inventories and Supplies Inventories are stated at the lower of cost or market. The cost of oil and oil products is principally determined on a first-in, first-out ("FIFO") basis. The cost of supplies and drums, solvent and solution and other inventories is determined on a FIFO basis. The Company continually reviews its inventories for obsolete or unsalable items and adjusts its carrying value to reflect estimated realizable values. Property, Plant and Equipment, net (excluding landfill assets and finance lease right of use assets) Property, plant and equipment, net is stated at cost less accumulated depreciation. Expenditures for major renewals and improvements which extend the life or usefulness of the asset are capitalized. Items of an ordinary repair or maintenance nature are charged directly to operating expense as incurred. Gains and losses on the sale of property, plant and equipment are included in other (expense) income, net. During the construction and development period of an asset, the costs incurred are classified as construction-in-progress. When the asset is ready for its intended use, the asset is reclassified to an appropriate asset classification and depreciation or amortization commences. The Company depreciates and amortizes the capitalized cost 53 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) of these assets, using the straight-line method as follows: Asset Classification Estimated Useful Life Buildings and building improvements Buildings 20 - 42 years Leasehold and building improvements 2 - 45 years Camp and lodging equipment 8 - 15 years Vehicles 2 - 15 years Equipment Capitalized software and computer equipment 3 - 5 years Containers and railcars 8 - 16 years All other equipment 4 - 30 years Furniture and fixtures 5 - 8 years The Company tests asset groups for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. An impairment in the carrying value of long-lived assets is recognized if the expected future undiscounted cash flows derived from the assets, or group of assets, are less than their carrying value. The Company did not record any impairment charges related to long-lived assets in the periods presented. Goodwill Goodwill is comprised of the purchase price of business acquisitions in excess of the fair value of the net assets acquired. Goodwill is reviewed for impairment annually as of December 31, or when events or circumstances indicate that the carrying value of the reporting unit may exceed its fair value. If the carrying value of a reporting unit exceeds the fair value, an impairment loss will be recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. The Company did not recognize any impairment losses in any of the periods presented. See Note 7, "Goodwill and Other Intangible Assets," for additional information related to the Company's goodwill impairment tests. Permits and Other Intangibles Costs related to acquiring licenses, permits and intangible assets, such as legal fees, site surveys, engineering costs and other expenditures are capitalized. Other intangible assets consist primarily of customer and supplier relationships, trademarks and trade names and non-compete agreements. Permits relating to landfills are amortized on a units-of-consumption basis. All other permits are amortized over periods ranging from five to 30 years on a straight-line basis. Finite-lived intangible assets are amortized on a straight-line basis over their respective useful lives, which range from five to 20 years . All finite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. When such factors and circumstances exist, management compares the projected undiscounted future cash flows associated with the related asset or group of assets to the carrying amount. The impairment loss, if any, is measured as the excess of the carrying amount over the fair value of the asset or group of assets. Indefinite-lived intangible assets are not amortized but are reviewed for impairment annually as of December 31, or when events or changes in the business environment indicate that the carrying value may be impaired. If the fair value of the asset is less than the carrying amount, the impairment loss is measured as the excess of the carrying value of the asset over its fair value. Landfill Accounting The Company amortizes landfill improvements and certain landfill-related permits over the estimated useful lives. The units-of-consumption method is used to amortize land, landfill cell construction, asset retirement costs and remaining landfill cells and sites. The Company also utilizes the units-of-consumption method to record closure and post-closure obligations for landfill cells and sites. Under the units-of-consumption method, the Company includes future estimated construction and asset retirement costs, as well as costs incurred to date, in the amortization base of the landfill assets. Additionally, where appropriate, as described below, the Company includes probable expansion airspace that has yet to be permitted in the calculation of the total remaining useful life of the landfill. If it is determined that expansion capacity should no longer be 54 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) considered in calculating the recoverability of a landfill asset, the Company may be required to recognize an asset impairment or incur significantly higher amortization expense. If at any time the Company makes the decision to abandon the expansion effort, the capitalized costs related to the expansion effort are expensed immediately. Landfill assets —Landfill assets include the costs of landfill site acquisition, permits and cell construction incurred to date. These amounts are recorded at cost, which includes capitalized interest as applicable. Landfill assets, net of amortization, are combined with management's estimate of the costs required to complete construction of the landfill to determine the amount to be amortized over the remaining estimated useful economic life of a site. Amortization of landfill assets is recorded on a units-of-consumption basis, such that the landfill assets should be completely amortized at the date the landfill ceases accepting waste. Amortization totaled $ 10.9 million, $ 12.3 million and $ 10.3 million for the years ended December 31, 2020, 2019 and 2018, respectively. Changes in the determination of when the landfill will cease accepting waste, either through a business decision by the Company, determination that expansion capacity should no longer be considered probable or changes in estimates on annual airspace consumption, will impact the amortization expense of the landfill assets. Changes in estimated costs to complete construction are applied prospectively to the amortization rate. Landfill capacity —Landfill capacity, which is the basis for the amortization of landfill assets and for the accrual of final closure and post-closure obligations, represents total permitted airspace plus unpermitted airspace that management believes is highly probable of ultimately being permitted. As of December 31, 2020, there were no unpermitted expansions included in the Company's landfill accounting model. If actual expansion airspace is significantly different from management's estimate of expansion airspace, the amortization rates used for the units-of-consumption method would change, therefore impacting our profitability. As of December 31, 2020, the Company had 9 active landfill sites (including the Company's two non-commercial landfills), which have estimated remaining lives (based on anticipated waste volumes and remaining highly probable airspace) as follows: Facility Name Location Remaining Lives (Years) Permitted Remaining Highly Probable Airspace (cubic yards) (in thousands) Buttonwillow California 22 5,739 Deer Park Texas 2 67 Deer Trail Colorado 27 1,629 Grassy Mountain Utah 41 4,710 Kimball Nebraska 6 144 Lambton Ontario, Canada 51 4,633 Lone Mountain Oklahoma 32 3,803 Ryley Alberta, Canada 5 575 Sawyer North Dakota 68 3,416 24,716 At December 31, 2020 and 2019, the Company had no cubic yards of permitted, but not highly probable, airspace. The following table presents the remaining highly probable airspace from January 1, 2018 through December 31, 2020 (in thousands of cubic yards): 2020 2019 2018 Remaining capacity, beginning of year 28,494 29,760 31,113 Changes in highly probable airspace, net ( 2,962 ) — ( 223 ) Consumed ( 816 ) ( 1,266 ) ( 1,130 ) Remaining capacity, end of year 24,716 28,494 29,760 During the year ended December 31, 2020, the Company took actions to begin the closure of two of the Company's commercial landfill sites, Altair and Westmorland, and is therefore classifying these landfills as inactive as of December 31, 2020. During 2020, the Altair landfill, a non-hazardous landfill, reached permitted capacity. Airspace consumed from the Altair landfill in the years ended December 31, 2020, 2019 and 2018 was 25 , 132 and 127 thousand cubic yards, respectively. During 2020, the Company decided to close the Westmorland landfill, a hazardous landfill, due to the costs of obtaining and 55 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) maintaining permits and operating the landfill. No airspace had been consumed at the Westmorland landfill in the years ended December 31, 2020, 2019 and 2018. The change in the highly probable airspace, net in the table above is predominately the result of the Company's decision to close the Westmorland and Altair landfills. Amortization of cell construction costs and accrual of cell closure obligations —Landfills are typically comprised of a number of cells, which are constructed within a defined acreage (or footprint). The cells are typically discrete units, which require both separate construction and separate capping and closure procedures. Cell construction costs are the costs required to excavate and construct the landfill cell. These costs are typically amortized on a units-of-consumption basis, such that they are completely amortized when the specific cell ceases accepting waste. In some instances, the Company has landfills that are engineered and constructed as "progressive trenches." In progressive trench landfills, a number of contiguous cells form a progressive trench. In those instances, the Company amortizes cell construction costs over the airspace within the entire trench, such that the cell construction costs will be fully amortized at the end of the trench useful life. The design and construction of a landfill does not create a landfill asset retirement obligation. Rather, the asset retirement obligation for cell closure (the cost associated with capping each cell) is incurred in relatively small increments as waste is placed in the landfill. Therefore, the cost required to construct the cell cap is capitalized as an asset retirement cost and a liability of an equal amount is established, based on the discounted cash flow associated with each capping event, as airspace is consumed. Spending for cell capping is reflected as environmental expenditures within operating activities in the consolidated statements of cash flows. Landfill final closure and post-closure liabilities —The balance of landfill final closure and post-closure liabilities at December 31, 2020 and 2019 was $ 48.4 million and $ 39.4 million, respectively. The Company has material financial commitments for the costs associated with requirements of the Environmental Protection Agency ("EPA") and the comparable regulatory agency in Canada for landfill final closure and post-closure activities. The Company develops estimates for the cost of these activities based on an evaluation of site-specific facts and circumstances, including the Company's interpretation of current regulatory requirements and proposed regulatory changes. Such estimates may change in the future due to various circumstances including, but not limited to, permit modifications, changes in legislation or regulations, technological changes and results of environmental studies. Final closure costs are the costs incurred after the site ceases to accept waste, but before the landfill is certified as closed by the applicable state regulatory agency. These costs generally include the costs required to cap the final cell of the landfill (if not included in cell closure), the costs required to dismantle certain structures for landfills and other landfill improvements, and regulation-mandated groundwater monitoring and leachate management. Post-closure costs involve the maintenance and monitoring of a landfill site that has been certified closed by the applicable regulatory agency. These costs generally include groundwater monitoring and leachate management. Regulatory post-closure periods are generally 30 years after landfill closure. Final closure and post-closure obligations are accrued on a units-of-consumption basis, such that the present value of the final closure and post-closure obligations are fully accrued at the date the landfill ceases accepting waste. Cell closure, final closure and post-closure costs (also referred to as "asset retirement obligations") are calculated by estimating the total obligation in current dollars, adjusted for inflation ( 1.02 % during both 2020 and 2019) and discounted at the Company's credit-adjusted risk-free interest rate ( 5.60 % and 6.02 % during 2020 and 2019, respectively) . Non-Landfill Closure and Post-Closure Liabilities The balance of non-landfill closure and post-closure liabilities at December 31, 2020 and 2019 was $ 39.5 million and $ 36.3 million, respectively. Non-landfill closure and post-closure obligations arise when the Company commences non-landfill facility operations and include costs required to dismantle and decontaminate certain structures and other costs incurred during the closure process. Post-closure costs, if required, include associated maintenance and monitoring costs as required by the closure permit. Post-closure periods are performance-based and are not typically specified in terms of years in the closure permit, but generally range from 10 to 30 years or more. The Company records its non-landfill closure and post-closure liability by: (i) estimating the current cost of closing a non-landfill facility and the post-closure care of that facility, if required, based upon the closure plan that the Company is required to follow under its operating permit, or in the event the facility operates with a permit that does not contain a closure plan, based upon legally enforceable closure commitments made by the Company to various government agencies; (ii) estimates as to when future operations may cease; (iii) cost estimates of closing the non-landfill facility using the inflation rate to the time of closing; and (iv) discounting the future value back to the present using the credit-adjusted risk-free interest rate. 56 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) The estimates for non-landfill closure and post-closure liabilities are inherently uncertain due to the possibility that permit and regulatory requirements will change in the future, impacting the estimation of total costs and the timing of the expenditures. Management reviews non-landfill closure and post-closure liabilities for changes to key assumptions that would impact the amount of the recorded liabilities. Changes that would prompt management to revise a liability estimate include changes in legal requirements that impact the Company's expected closure plan or scope of work, in the market price of a significant cost item, in the estimate as to when future operations at a location might cease or in the expected timing of the costs. Changes in estimates for non-landfill closure and post-closure events immediately impact the liability and the value of the corresponding asset. If a change is made to a fully-amortized asset, the adjustment is charged immediately to expense. When a change in estimate relates to an asset that has not been fully amortized, the adjustment to the asset is recognized in income prospectively as a component of amortization. Historically, changes to non-landfill closure and post-closure estimates have not been material. Remedial Liabilities The balance of remedial liabilities at December 31, 2020 and 2019 was $ 114.8 million and $ 114.2 million, respectively. Remedial liabilities, including Superfund liabilities, include the costs of removal or containment of contaminated material, treatment of potentially contaminated groundwater and maintenance and monitoring costs necessary to comply with regulatory requirements. Most of the Company's remedial liabilities relate to the active and inactive hazardous waste treatment and disposal facilities which the Company acquired in the last 18 years and Superfund sites owned by third parties for which the Company, or the prior owners of certain of the Company's facilities for which the Company may have certain indemnification obligations, have been identified as potentially responsible parties ("PRPs") or potential PRPs. The Company's estimate of remedial liabilities involves an analysis of such factors as: (i) the nature and extent of environmental contamination (if any); (ii) the terms of applicable permits and agreements with regulatory authorities as to cleanup procedures and whether modifications to such permits and agreements will likely need to be negotiated; (iii) the cost of performing anticipated cleanup activities based upon current technology; and (iv) in the case of Superfund and other sites where other parties will also be responsible for a portion of the cleanup costs, the likely allocation of such costs and the ability of such other parties to pay their share. The measurement of remedial liabilities is reviewed at least quarterly and changes in estimates are recognized in the consolidated statements of operations when identified. The Company periodically evaluates potential remedial liabilities at sites that it owns or operates or to which the Company or the sellers of the Chemical Services Division of Safety-Kleen ("CSD") assets (or the respective predecessors of the Company or such sellers) transported or disposed of waste, including 130 Superfund sites as of December 31, 2020. The Company periodically reviews and evaluates sites requiring remediation giving consideration to the nature (i.e., owner, operator, arranger, transporter or generator) and the extent (i.e., amount and nature of waste hauled to the location, number of years of site operations or other relevant factors) of the Company's (or such sellers') alleged connection with the site, the extent (if any) to which the Company believes it may have an obligation to indemnify cleanup costs in connection with the site, the regulatory context surrounding the site, the accuracy and strength of evidence connecting the Company (or such sellers) to the location, the number, connection and financial ability of other named and unnamed PRPs and the nature and estimated cost of the likely remedy. Where the Company concludes that it is probable that a liability has been incurred and an amount can be estimated, a liability is recognized. Remedial liabilities are inherently difficult to estimate. Estimating remedial liabilities requires that the existing environmental contamination be understood. There are risks that the actual quantities of contaminants differ from the results of the site investigation, and that contaminants exist that have not been previously identified. In addition, the amount of remedial liabilities recorded is dependent on the remedial method selected. There is a risk that funds will be expended on a remedial solution that is not successful, which could result in the Company incurring the incremental costs of an alternative solution. Such estimates, which are subject to change, are subsequently revised if and when additional or new information becomes available. Remedial liabilities are discounted when the timing of the payments is determinable and the amounts are estimable. In the case of remedial liabilities assumed in connection with acquisitions, acquired liabilities are recorded at fair value as of the dates of the acquisitions calculated by inflating costs in current dollars using an estimate of future inflation rates as of the respective acquisition dates until the expected time of payment, and then discounting the amount of the payments to their present value using a risk-free discount rate as of the acquisition dates. Discount rates used in the present value determination of the Company's remedial liabilities range from 1.37 % to 4.90 %. 57 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Self-Insurance Liabilities The Company self-insures a significant portion of expected losses related to workers' compensation, employee medical, comprehensive general liability and vehicle liability. Liabilities associated with these losses are recorded based on the Company's estimates of the ultimate cost to settle incurred claims. These recorded liabilities are estimated based on independent actuarial estimates and judgments which consider the frequency and settlement amount of historical claims data. Revenue Recognition The Company generates service and product revenues through the following operating segments: Environmental Services and Safety-Kleen. The Company recognizes revenue when control of the promised goods or services is transferred to the Company's customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The majority of the Company’s revenues are for services, which are recognized based on time and materials incurred at contractually agreed-upon rates. Product revenues are recognized when the products are delivered and control transfers to the customer. The Company’s payment terms vary by the type and location of its customers and the products or services offered. The periods between invoicing and when payments are due are not significant. Amounts billed to customers related to shipping and handling are classified as revenue, and the Company's shipping and handling costs are included in costs of revenues. In the course of operations, the Company collects sales tax and other excise taxes from its customers and recognizes a current liability, which is then relieved when the taxes are remitted to the appropriate government authorities. The Company excludes sales and other excise taxes that it collects from customers from its revenues. The Company's Environmental Services operating segment generally has the following three sources of revenue: Technical Services —Technical Services revenues are generated from fees charged for waste material management and disposal services including onsite environmental management services, collection and transportation, packaging, recycling, treatment and disposal of waste. Revenue is primarily generated by short-term projects, most of which are governed by master service agreements that are long-term in nature. These master service agreements are typically entered into with the Company's larger customers and outline the pricing and legal frameworks for such arrangements. Services are provided based on purchase orders or agreements with the customer and include prices based upon units of volume of waste, and transportation and other fees. Collection and transportation revenues are recognized over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, using time and materials incurred as a basis for measuring the satisfaction of the performance obligation. Revenues for treatment and disposal of waste are recognized upon completion of treatment, final disposition in a landfill or incineration, or when the waste is shipped to a third-party for processing and disposal. The Company periodically enters into bundled arrangements for the collection and transportation and disposal of waste. For such arrangements, transportation and disposal are considered distinct performance obligations and the Company allocates revenue to each based on the relative standalone selling price (i.e. the estimated price that a customer would pay for the services on a standalone basis). Revenues and the related costs from waste that is not yet completely processed and disposed of are deferred. The deferred revenues and costs are recognized when the disposal services are completed. The period between collection and transportation and the final processing and disposal ranges depending on location of the customer, but generally is measured in days. Field and Emergency Response Services —Field Services revenues are generated from cleanup services at customer sites or other locations. Services include confined space entry for tank cleaning, site decontamination, large remediation projects, demolition, spill cleanup on land and water, railcar cleaning, product recovery and transfer and vacuum services. Additional services include filtration and water treatment services. Response services for environmental emergencies include any scale from man-made disasters such as oil spills, to natural disasters such as hurricanes. More recently, demand has increased for projects involving contagion disinfection, decontamination and disposal services in response to the COVID-19 pandemic. Field and emergency response services are provided based on purchase orders or agreements with customers and include prices generally based upon daily, hourly or job rates for equipment, materials and personnel. The Company recognizes revenue for these services over time, as the customer receives and consumes the benefits of the service as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. The duration of such services can be over a number of hours, several days or even months for larger scale projects. Industrial Services and Other —Industrial Services revenues are generated from industrial and specialty services provided to refineries, mines, upgraders, chemical plants, pulp and paper mills, manufacturing facilities, power generation facilities and 58 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) other industrial customers throughout North America. Services include in-plant cleaning and maintenance services, plant outage and turnaround services, decoking and pigging, chemical cleaning, high and ultra-high pressure water cleaning, pipeline inspection and coating services, large tank and surface impoundment cleaning, oilfield transport, daylighting, production services and upstream energy services, such as exploration and drilling for industrial oil and gas customers. Services are provided based on purchase orders or agreements with the customer and include prices based upon daily, hourly or job rates for equipment, materials and personnel. The Company recognizes revenue for these services over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. The Company's Safety-Kleen operating segment generally has the following two sources of revenue: Safety-Kleen Environmental Services —Safety-Kleen Environmental Services revenues are generated from providing parts washer services, containerized waste handling and disposal services, oil collection services, vacuum services, direct sales of blended oil products and other complementary services and product sales. Containerized waste services consist of profiling, collecting, transporting and recycling or disposing of a wide variety of waste. Other products and services include sale of complementary supply products including automotive fluids and shop supplies and other environmental services. Parts washer services include customer use of our parts washer equipment, cleaning and maintenance of the parts washer equipment and removal and replacement of used cleaning fluids. Parts washer services are considered a single performance obligation due to the highly integrated and interdependent nature of the arrangement. Revenue from parts washer services is recognized over the service interval as the customer receives the benefit of the services. Collection and transportation revenues are recognized over time, as the customer receives and consumes the benefits of the services as they are being performed and the Company has a right to payment for performance completed to date. The Company uses the input method to recognize revenue over time, based on time and materials incurred. Product revenue is recognized upon the transfer of control whereby control transfers when the products are delivered to the customer. Safety-Kleen Oil —Revenues from Safety-Kleen Oil are generated from sales of high-quality base and blended lubricating oils to third-party distributors, government agencies, fleets, railroads and industrial customers. The business also sells recycled fuel oil to asphalt plants, industrial plants and pulp and paper companies. The used oil is also processed into vacuum gas oil which can be further re-refined into lubricant base oils or sold directly into the marine diesel oil fuel market. Revenue for oil products is recognized at a point in time, upon the transfer of control. Control transfers when the products are delivered to the customer. Foreign Currency The Company has international operations, substantially all of which are located in Canada from an operational perspective with more limited administrative support services located in India. The functional currencies of foreign operations are the local currency and therefore assets and liabilities of those foreign operations are translated to U.S. Dollars at the exchange rate in effect at the balance sheet date and revenue and expenses at the average exchange rate for the period. Gains and losses from the translation of the consolidated financial statements of foreign subsidiaries into U.S. Dollars are included in stockholders' equity as a component of accumulated other comprehensive loss. Gains and losses from transactions not denominated in the functional currency of an entity are recognized in the consolidated statements of operations. Recorded balances that are denominated in a currency other than the functional currency are remeasured to the functional currency using the exchange rate at the balance sheet date and gains or losses are recorded in the consolidated statements of operations. Advertising Expense Advertising costs are expensed as incurred. Advertising expense was $ 9.0 million in 2020, $ 9.8 million in 2019 and $ 10.5 million in 2018. Government Grants On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act ("CARES Act") was signed into law in response to the widespread economic impact of the COVID-19 pandemic, providing companies, among other things, tax credits for a portion of wages paid to qualifying employees. Additionally, the Canadian government enacted the Canada Emergency Wage Subsidy ("CEWS") to help employers offset a portion of their employee wages. During the year ended December 31, 2020, the Company recorded a benefit of $ 42.3 million as an offset to the related operating expenses in either cost of revenues or selling, general and administrative expenses for the eligible employee retention 59 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) credit under the CARES Act and the subsidy under CEWS, as amended. The benefits received under these government sponsored programs do not require repayment. Stock-Based Compensation Stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as expense over the requisite service period, which generally represents the vesting period. In addition, the Company issues awards with performance targets established at the grant date. The expense for these awards is recognized over the requisite service period when management believes it is probable those performance targets will be achieved. The fair value of the Company's grants are based on the closing price of the Company's common stock on the respective dates of grant. Forfeitures are recognized as they occur. Stock-based compensation is recognized in selling, general and administrative expense. Income Taxes Current income tax expense approximates cash to be paid or refunded for taxes for the applicable period. Deferred tax expense or benefit is the result of changes between deferred tax assets and liabilities. Deferred tax assets and liabilities are determined based upon the temporary differences between the financial statement basis and tax basis of assets and liabilities as well as from net operating loss and tax credit carryforwards as measured by the enacted tax rates which will be in effect when these differences reverse. The effect of a change in tax rates on deferred tax assets and liabilities is generally recognized in income in the period that includes the enactment date. The Company evaluates the recoverability of future tax deductions and credits and a valuation allowance is established by tax jurisdiction when, based on an evaluation of both positive and negative objective verifiable evidence, it is more likely than not that some portion or all of deferred tax assets will not be realized. The Company recognizes and measures a tax benefit from uncertain tax positions when it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position. The Company recognizes a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. The Company adjusts these liabilities when its judgment changes as a result of the evaluation of new information not previously available. Due to the complexity of some of these uncertainties, the ultimate resolution may result in a payment that is materially different from the current estimate or future recognition of an unrecognized benefit. These differences will be reflected as increases or decreases to income tax expense in the period in which they are determined. Liabilities for unrecognized tax benefits are included within other long-term liabilities in the consolidated balance sheets. The Company recognizes interest and penalties related to unrecognized tax benefits within the provision for income taxes line in the consolidated statements of operations. Accrued interest and penalties are included within the other long-term liabilities line in the consolidated balance sheet. Earnings per Share ("EPS") Basic EPS is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all potentially dilutive common shares that were outstanding during the period. Leases The Company’s leases predominately relate to real estate, equipment, such as vehicles and industrial equipment utilized in operations, and rail cars utilized in connection with the Company’s transportation needs. Contracts are reviewed at inception to determine if the arrangement is a lease and, if so, whether it is an operating or finance lease. For all of its leases, the Company has elected not to separate lease and nonlease components, such as common area maintenance. The Company generally enters into long-term real estate leases with three to ten-year terms and long-term non-real estate leases with two to eight-year terms. In the normal course of business, the Company also enters into short-term leases having terms of less than one-year. These leases are generally equipment leases entered into for short periods of time (e.g. daily, weekly or monthly) to satisfy immediate and/or short-term operational needs of the business which can arise based upon the nature of particular services performed or seasonality factors. The Company has elected not to recognize right of use ("ROU") assets and lease liabilities for these short-term leases. Expense for all such short-term leases is disclosed as short-term lease cost as shown in Note 18, "Leases." Operating and finance leases with terms exceeding one year are recognized as ROU assets and lease liabilities and measured based on the present value of the future lease payments over the lease term at commencement date. When applicable, the ROU asset includes any lease payments made at or before the commencement date and initial direct costs incurred and is reduced by lease incentives received under the lease agreement. 60 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Certain of the Company's real estate leases contain escalating future lease payments. Escalating lease payments that are based upon explicit amounts contained in the lease or an index (e.g., consumer price index) are included in its determination of future lease payments to determine the ROU asset and lease liability recognized at the commencement date. Any differences in the future lease payments from initial recognition are not anticipated to be material and will be recorded as variable lease cost in the period incurred. The variable lease cost will also include the Company’s portion of property tax, utilities and common area maintenance. A significant portion of the Company’s real estate lease agreements include renewal periods at the Company’s option. The Company includes these renewal periods in the lease term only when renewal is reasonably certain based upon facts and circumstances specific to the lease and known by the Company. Certain of the equipment and rail car leases transfer ownership upon the conclusion of the lease term and as such, are classified as finance leases. Leases containing purchase options are classified as finance leases only when it is reasonably certain that the Company will execute such options. The Company uses its incremental borrowing rate on collateralized debt based on the information available at the lease commencement date in determining the present value of future lease payments as the implicit rate is typically not readily determinable. For operating leases, lease cost is recognized on a straight-line basis over the lease term and is included in cost of revenues or selling, general and administrative expenses depending on the use of the asset. For finance leases, ROU assets are amortized on a straight-line basis over the shorter of the lease term or the estimated useful life of the leased asset and interest expense is recognized based on the incremental borrowing rate. Amortization and interest expense for finance leases are included in depreciation and amortization and interest expense, net of interest income, respectively. The Company adopted Accounting Standards Codification 842, Leases ("ASC 842") , on January 1, 2019 using the modified retrospective method of adoption. Prior period amounts have not been adjusted and continue to be reported in accordance with the Company's historical accounting methodology pursuant to Accounting Standards Codification 840, Leases . The standard did not have a material impact on the consolidated statements of operations or cash flows. (3) REVENUES Disaggregation of Revenue We disaggregate the Company’s third-party revenues by geographic location and source of revenue as we believe these categories depict how revenue and cash flows are affected by economic factors (in thousands): For the year ended December 31, 2020 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 1,690,256 $ 1,049,975 $ ( 674 ) $ 2,739,557 Canada 313,825 89,751 964 404,540 Total third-party revenues $ 2,004,081 $ 1,139,726 $ 290 $ 3,144,097 Sources of Revenue (1) Technical Services $ 1,062,714 $ — $ — $ 1,062,714 Field and Emergency Response Services 461,036 — — 461,036 Industrial Services and Other 480,331 — 290 480,621 Safety-Kleen Environmental Services — 809,236 — 809,236 Safety-Kleen Oil — 330,490 — 330,490 Total third-party revenues $ 2,004,081 $ 1,139,726 $ 290 $ 3,144,097 61 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) For the year ended December 31, 2019 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 1,721,322 $ 1,220,096 $ ( 586 ) $ 2,940,832 Canada 371,041 98,595 1,722 471,358 Total third-party revenues $ 2,092,363 $ 1,318,691 $ 1,136 $ 3,412,190 Sources of Revenue (1) Technical Services $ 1,120,043 $ — $ — $ 1,120,043 Field and Emergency Response Services 340,906 — — 340,906 Industrial Services and Other (2) 631,414 — 1,136 632,550 Safety-Kleen Environmental Services — 851,520 — 851,520 Safety-Kleen Oil — 467,171 — 467,171 Total third-party revenues $ 2,092,363 $ 1,318,691 $ 1,136 $ 3,412,190 For the year ended December 31, 2018 Environmental Services Safety-Kleen Corporate Total Primary Geographical Markets United States $ 1,598,402 $ 1,196,661 $ 1,082 $ 2,796,145 Canada 405,441 98,694 23 504,158 Total third-party revenues $ 2,003,843 $ 1,295,355 $ 1,105 $ 3,300,303 Sources of Revenue (1) Technical Services $ 1,037,388 $ — $ — $ 1,037,388 Field and Emergency Response Services 304,727 — — 304,727 Industrial Services and Other (3) 661,728 — 1,105 662,833 Safety-Kleen Environmental Services — 795,077 — 795,077 Safety-Kleen Oil — 500,278 — 500,278 Total third-party revenues $ 2,003,843 $ 1,295,355 $ 1,105 $ 3,300,303 _____________________ (1) All revenue except oil and oil product sales within Safety-Kleen Oil and product sales within Safety-Kleen Environmental Services, which include various automotive related fluids, shop supplies and direct blended oil sales, are recognized over time. Safety-Kleen Oil and Safety-Kleen Environmental Services product sales are recognized at a point in time. (2) Environmental Services third-party revenues of $ 117.0 million and Corporate third party revenues of $ 1.1 million previously reported as Oil, Gas and Lodging Services and Other for the year ended December 31, 2019 are now reported within Industrial Services and Other based on relative materiality to the business. (3) Environmental Services third-party revenues of $ 119.8 million and Corporate third party revenues of $ 1.1 million previously reported as Oil, Gas and Lodging Services and Other for the year ended December 31, 2018 are now reported within Industrial Services and Other based on relative materiality to the business. Contract Balances (in thousands) December 31, 2020 December 31, 2019 Receivables $ 611,534 $ 644,738 Contract assets (unbilled receivables) 55,681 56,326 Contract liabilities (deferred revenue) 74,066 73,370 The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables (contract assets) and customer advances and deposits or deferred revenue (contract liabilities) on the consolidated balance sheet. Generally, billing occurs subsequent to revenue recognition, as a right to payment is not just subject to passage of time, 62 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) resulting in contract assets. Contract assets are generally classified as current. The Company sometimes receives advances or deposits from its customers before revenue is recognized, resulting in contract liabilities. These assets and liabilities are reported on the consolidated balance sheet on a contract-by-contract basis at the end of each reporting period. The contract liability balances at the beginning of each period presented were generally fully recognized in the subsequent three-month period. Variable Consideration The nature of the Company's contracts give rise to certain types of variable consideration, including in limited cases volume discounts. Accordingly, management establishes a revenue allowance to cover the estimated amounts of revenue that may need to be credited to customers' accounts in future periods. The Company estimates the amount of variable consideration to include in the estimated transaction price based on historical experience, anticipated performance and management's best judgment at the time and to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Contract Costs Contract costs include direct and incremental costs to obtain or fulfill a contract. Parts washer costs include costs of solvent, commissions paid relating to revenue generated from parts washer services, and transportation costs associated with transferring the product picked up from the services as it is returned to the Company’s facilities or a third-party site. Costs related to the treatment of waste include costs for waste receiving, drum movement and storage, waste consolidation and transportation between facilities. The Company’s contract costs that are subject to capitalization are comprised of costs associated with parts washer services and costs associated with the treatment and disposal of waste. As of December 31, 2020 and 2019, the Company's deferred contract costs totaled $ 22.8 million and $ 21.7 million, respectively. Deferred parts washer costs are recognized over the service interval as the customer receives the benefit of the services, and deferred costs related to treatment and disposal of waste are recognized when the corresponding waste is disposed. Deferred costs are included within total current assets in the Company’s consolidated balance sheets. The deferred contract cost balances at the beginning of each period presented were fully recognized in cost of revenue in the subsequent three-month period. (4) BUSINESS COMBINATIONS 2020 Acquisition On April 17, 2020, the Company acquired a privately-owned business for $ 8.8 million cash consideration. The acquired company expands the Safety-Kleen segment's oil re-refining operations to the northeast United States. In connection with this acquisition, a preliminary goodwill amount of $ 1.4 million was recognized. The results of operations of this acquired business were not material in 2020. 2019 Acquisitions On May 31, 2019, the Company acquired a privately-owned business for $ 14.8 million cash consideration. The acquired company expands the environmental services and hazardous materials management services of the Company and is included in the Environmental Services segment. In connection with this acquisition, a goodwill amount of $ 7.4 million was recognized. On March 1, 2019, the Company acquired certain assets of a privately-owned business for $ 10.4 million cash consideration. The acquired business complements the Safety-Kleen segment's core service offerings, such as used motor oil collection, parts washers, oil filter recycling and vacuum services. In connection with this acquisition, a goodwill amount of $ 5.2 million was recognized. The results of operations of these acquired businesses were not material in 2019. Pro forma revenue and earnings amounts on a combined basis as if these acquisitions had been completed on January 1, 2018 are immaterial to the consolidated financial statements of the Company since that date. 2018 Acquisitions On August 31, 2018, the Company acquired a privately-owned company which expands the environmental services and waste oil capabilities of the Company for a $ 26.7 million purchase price, net of cash. The results of operations of this acquired business were not material in 2018. 63 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) On February 23, 2018, the Company completed the acquisition of the U.S. Industrial Cleaning Business of Veolia Environmental Services North America LLC (the "Veolia Business"). The acquisition provides significant scale and industrial services capabilities while increasing the size of the Company's existing U.S. Industrial Services business. The Company acquired the Veolia Business for a purchase price of $ 124.5 million. The Veolia Business has been integrated into the Environmental Services segment. The amount of revenue from the Veolia Business included in the Company's results of operations for the year ended December 31, 2018 was $ 154.0 million. The amount of pre-tax loss from the Veolia Business included in the Company's results of operations for the year ended December 31, 2018 was $ 0.9 million, which included $ 14.6 million in depreciation expense as well as $ 0.6 million of amortization expense related to intangible assets. During the year ended December 31, 2018, the Company incurred acquisition-related costs of approximately $ 1.4 million in connection with the transaction which are included in selling, general and administrative expenses in the consolidated statements of operations. (5) INVENTORIES AND SUPPLIES Inventories and supplies consisted of the following (in thousands): December 31, 2020 December 31, 2019 Oil and oil related products $ 76,209 $ 75,408 Supplies and drums 120,007 115,128 Solvent and solutions 8,812 9,973 Other 15,470 14,235 Total inventories and supplies $ 220,498 $ 214,744 Supplies and drums inventories consist primarily of drums and containers used in providing the Company's products and services, critical spare parts to support the Company's incinerator and re-refinery operations, and personal protective equipment. Other inventories consist primarily of parts washer components, cleaning fluids, absorbents and automotive fluids, such as windshield washer fluid and antifreeze. (6) PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following (in thousands): December 31, 2020 December 31, 2019 Land $ 139,776 $ 131,023 Asset retirement costs (non-landfill) 16,407 15,924 Landfill assets 191,687 182,276 Buildings and improvements (1) 509,804 499,159 Camp equipment 159,021 158,277 Vehicles (2) 844,026 785,056 Equipment (3) 1,807,235 1,779,366 Furniture and fixtures 7,082 6,054 Construction in progress 24,378 36,679 3,699,416 3,593,814 Less - accumulated depreciation and amortization 2,174,118 2,005,663 Total property, plant and equipment, net $ 1,525,298 $ 1,588,151 ___________________________________ (1) Balances inclusive of gross ROU assets classified as finance leases of $ 8.9 million and $ 31.0 million, respectively. (2) Balances inclusive of gross ROU assets classified as finance leases of $ 47.2 million and $ 2.4 million, respectively. (3) December 31, 2020 balance inclusive of gross ROU assets classified as finance leases of $ 9.3 million. Depreciation expense, inclusive of landfill and finance lease amortization was $ 257.1 million, $ 265.5 million and $ 264.3 million for the years ended December 31, 2020, 2019 and 2018, respectively. 64 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (7) GOODWILL AND OTHER INTANGIBLE ASSETS The changes in goodwill for the years ended December 31, 2020 and 2019 were as follows (in thousands): Environmental Services Safety-Kleen Totals Balance at January 1, 2019 $ 207,019 $ 307,170 $ 514,189 Increase from current period acquisitions 7,378 5,225 12,603 Measurement period adjustments from prior period acquisitions ( 2,675 ) ( 1,355 ) ( 4,030 ) Foreign currency translation 809 1,442 2,251 Balance at December 31, 2019 $ 212,531 $ 312,482 $ 525,013 Increase from current period acquisition — 1,439 1,439 Measurement period adjustments from prior period acquisitions 23 — 23 Decrease from disposition of businesses ( 674 ) — ( 674 ) Foreign currency translation 506 716 1,222 Balance at December 31, 2020 $ 212,386 $ 314,637 $ 527,023 The Company regularly assesses goodwill for impairment when it is more likely than not that events or changes in the business environment ("triggering events") would reduce the fair value of a reporting unit below its carrying value. The Company considered the effects of COVID-19 and evolving changes in demand and pricing for oil during 2020 but concluded that there were no triggering events requiring an impairment assessment. Goodwill impairment is also tested annually. The Company conducted its annual impairment test of goodwill as of December 31, 2020 and determined that no adjustment to the carrying value of goodwill for any reporting unit was then necessary because the fair values of the reporting units exceeded their respective carrying values. The fair value of all reporting units was determined using an income approach based upon estimates of future discounted cash flows. The resulting estimates of fair value were validated through the consideration of other factors such as the fair value of comparable companies to the reporting units and a reconciliation of the sum of all estimated fair values of the reporting units to the Company’s overall market capitalization. In all cases, the estimated fair values of the reporting units significantly exceeded the respective carrying values. Significant judgments and unobservable inputs categorized as Level 3 in the fair value hierarchy are inherent in the impairment tests performed and include assumptions about the amount and timing of expected future cash flows, growth rates, and the determination of appropriate discount rates. Level 3 inputs are unobservable inputs for the asset or liability in which there is little, if any, market activity for the asset or liability at the measurement date. The Company believes that the assumptions used in its impairment tests are reasonable, but variations in any of the assumptions may result in different measurements of fair values. The impacts of any adverse business and market conditions which may impact the overall performance of the Company's reporting units will continue to be monitored. If the Company's reporting units do not achieve the financial performance that the Company expects, or if the impact of the COVID-19 pandemic and macroeconomic factors on the Company and its customers result in significant prolonged changes in demand for our products and services, it is possible that goodwill impairment charges may result. There can therefore be no assurance that future events will not result in an impairment of goodwill. 65 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) As of December 31, 2020 and 2019, the Company's finite-lived and indefinite-lived intangible assets consisted of the following (in thousands): December 31, 2020 December 31, 2019 Cost Accumulated Amortization Net Cost Accumulated Amortization Net Permits $ 183,766 $ 95,033 $ 88,733 $ 184,235 $ 87,228 $ 97,007 Customer and supplier relationships 382,083 211,895 170,188 401,696 207,884 193,812 Other intangible assets 39,287 34,744 4,543 38,331 33,018 5,313 Total amortizable permits and other intangible assets 605,136 341,672 263,464 624,262 328,130 296,132 Trademarks and trade names 123,156 — 123,156 122,934 — 122,934 Total permits and other intangible assets $ 728,292 $ 341,672 $ 386,620 $ 747,196 $ 328,130 $ 419,066 The Company regularly monitors and assesses whether events or changes in circumstances relative to the Company's business might indicate that future cash flows attributable to the Company's asset groups may not be sufficient to recover the current value of those assets. During the periods presented, there were no events or changes in circumstances which would indicate that the carrying values of the Company's asset groups would not be recoverable and thus no impairment charge was recorded related to the Company's long-lived assets . If expectations of future cash flows were to decrease in the future as a result of worse than expected or prolonged periods of depressed activity, including prolonged macroeconomic impacts from the COVID-19 pandemic as noted above, future impairments may become evident. Amortization expense of permits and other intangible assets for the years ended December 31, 2020, 2019 and 2018 were $ 35.8 million, $ 35.2 million and $ 34.4 million, respectively. The expected amortization of the net carrying amount of finite-lived intangible assets at December 31, 2020 is as follows (in thousands): Years ending December 31, Expected Amortization 2021 $ 30,163 2022 29,911 2023 25,587 2024 24,092 2025 23,121 Thereafter 130,590 $ 263,464 (8) ACCRUED EXPENSES Accrued expenses consisted of the following (in thousands): December 31, 2020 December 31, 2019 Accrued insurance $ 77,514 $ 74,376 Accrued interest 19,697 21,222 Accrued compensation and benefits 81,437 72,473 Accrued income, real estate, sales and other taxes 25,843 35,749 Interest rate swap liability 33,630 20,840 Accrued other 57,702 51,880 $ 295,823 $ 276,540 As of December 31, 2020 and 2019, accrued insurance included employee medical insurance costs of $ 9.4 million and $ 14.3 million, respectively, and accruals for losses under our workers' compensation, comprehensive general liability and vehicle liability self-insurance programs of $ 65.6 million and $ 59.4 million, respectively. 66 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Accrued compensation and benefits increased from the comparable period in 2019 primarily due to an increase in payroll tax payable of $ 17.0 million due to the deferral of employer payroll tax payments under the CARES Act which are due to be repaid in the fourth quarter of 2021. This increase was partially offset by decreases in accrued payroll of $ 4.8 million and accrued bonuses of $ 3.5 million. The increase in the fair value of the interest rate swap liability from December 31, 2019 is mainly due to changes in variable interest rates. For additional information relating to the derivative liability, see Note 11, "Financing Arrangements." (9) CLOSURE AND POST-CLOSURE LIABILITIES The changes to closure and post-closure liabilities (also referred to as "asset retirement obligations") from January 1, 2019 through December 31, 2020 were as follows (in thousands): Landfill Retirement Liability Non-Landfill Retirement Liability Total Balance at January 1, 2019 $ 37,809 $ 32,122 $ 69,931 Liabilities assumed in acquisitions — 220 220 New asset retirement obligations 2,705 — 2,705 Accretion 2,772 2,829 5,601 Changes in estimates recorded to consolidated statement of operations 248 2,437 2,685 Changes in estimates recorded to consolidated balance sheet 3,303 562 3,865 Expenditures ( 7,718 ) ( 2,121 ) ( 9,839 ) Currency translation and other 282 201 483 Balance at December 31, 2019 39,401 36,250 75,651 Liabilities assumed in acquisitions — 265 265 New asset retirement obligations 2,101 — 2,101 Accretion 3,254 3,399 6,653 Changes in estimates recorded to consolidated statement of operations 6,465 103 6,568 Changes in estimates recorded to consolidated balance sheet 481 201 682 Expenditures ( 3,445 ) ( 753 ) ( 4,198 ) Currency translation and other 155 49 204 Balance at December 31, 2020 $ 48,412 $ 39,514 $ 87,926 During 2020, the Company took actions to begin the closure of two of its commercial landfill sites. The Altair landfill was closed because it had reached permitted capacity. The Westmorland landfill was closed due to the costs of obtaining and maintaining permits and operating the landfill. The 2020 environmental changes in estimates recorded to the consolidated statement of operations included $ 6.8 million related to the closure of these two commercial landfills. The 2019 environmental changes in estimates recorded to the consolidated statements of operations included $ 2.3 million related to increased facility closure costs at one of our locations. 67 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Anticipated payments (based on current estimated costs and anticipated timing of necessary regulatory approvals to commence work on closure and post-closure activities) for each of the next five years and thereafter are as follows (in thousands): Year ending December 31, 2021 $ 14,941 2022 7,816 2023 16,181 2024 6,868 2025 5,628 Thereafter 269,477 Undiscounted closure and post-closure liabilities 320,911 Less: Discount at credit-adjusted risk-free rate ( 159,164 ) Less: Undiscounted estimated closure and post-closure liabilities relating to airspace not yet consumed ( 73,821 ) Present value of closure and post-closure liabilities $ 87,926 (10) REMEDIAL LIABILITIES The changes to remedial liabilities from January 1, 2019 through December 31, 2020 were as follows (in thousands): Remedial Liabilities for Landfill Sites Remedial Liabilities for Inactive Sites Remedial Liabilities (Including Superfund) for Non-Landfill Operations Total Balance at January 1, 2019 $ 1,838 $ 65,315 $ 53,864 $ 121,017 Accretion 88 2,639 1,808 4,535 Changes in estimates recorded to consolidated statement of operations ( 17 ) ( 913 ) ( 2,087 ) ( 3,017 ) Expenditures ( 59 ) ( 5,079 ) ( 3,724 ) ( 8,862 ) Currency translation and other 1 29 470 500 Balance at December 31, 2019 1,851 61,991 50,331 114,173 Accretion 90 2,607 1,701 4,398 Changes in estimates recorded to consolidated statement of operations ( 15 ) 2,873 1,272 4,130 Expenditures ( 61 ) ( 4,332 ) ( 3,810 ) ( 8,203 ) Currency translation and other — ( 79 ) 394 315 Balance at December 31, 2020 $ 1,865 $ 63,060 $ 49,888 $ 114,813 During 2020, the Company increased its remedial liabilities for an inactive site and a Superfund site by $ 3.3 million and $ 1.8 million, respectively, due to updated regulatory remediation requirements received during the year. In 2019, the net reduction in the Company's remedial liabilities from changes in estimates recorded to the consolidated statement of operations was $ 3.0 million and primarily related to reductions in estimates for remedial activities at five locations. 68 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Anticipated payments at December 31, 2020 (based on current estimated costs and anticipated timing of necessary regulatory approvals to commence work on remedial activities) for each of the next five years and thereafter were as follows (in thousands): Year ending December 31, 2021 $ 12,718 2022 19,275 2023 11,420 2024 9,073 2025 6,526 Thereafter 75,915 Undiscounted remedial liabilities 134,927 Less: Discount ( 20,114 ) Total remedial liabilities $ 114,813 The following tables show, respectively, (i) the amounts of such estimated liabilities associated with the types of facilities and sites involved and (ii) the amounts of such estimated liabilities associated with each facility or site which represents at least 5 % of the total and with all other facilities and sites as a group and as of December 31, 2020. Estimates based on type of facility or site (in thousands, except percentages): Type of Facility or Site Remedial Liability % of Total Reasonably Possible Additional Liabilities (1) Facilities now used in active conduct of the Company's business ( 37 facilities) $ 42,151 36.7 % $ 10,565 Inactive facilities not now used in active conduct of the Company's business but most of which were acquired because the assumption of remedial liabilities for such facilities was part of the purchase price for the CSD assets ( 27 facilities) 63,060 54.9 10,716 Superfund sites ( 16 sites) 9,602 8.4 960 Total $ 114,813 100.0 % $ 22,241 ___________________________________ (1) Amounts represent the high end of the range of management's best estimate of the reasonably possible additional liabilities. 69 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Estimates based on amount of potential liability (in thousands, except percentages): Location Type of Facility or Site Remedial Liability (1) % of Total Reasonably Possible Additional Liabilities (2) Baton Rouge, LA Closed incinerator and landfill $ 25,650 22.3 % $ 4,208 Bridgeport, NJ Closed incinerator 17,832 15.5 2,510 Mercier, Quebec Idled incinerator and legal proceedings 11,158 9.7 1,157 Linden, NJ Operating solvent recycling center 7,220 6.3 758 Various All other incinerators, landfills, wastewater treatment facilities and service centers ( 60 facilities) 43,351 37.8 12,648 Various Superfund sites (each representing less than 5 % of total liabilities) ( 16 sites) 9,602 8.4 960 Total $ 114,813 100.0 % $ 22,241 _________________________________ (1) $ 24.0 million of the $ 114.8 million remedial liabilities include estimates related to the legal and administrative proceedings discussed in Note 17, "Commitments and Contingencies," as well as other such estimated remedial liabilities. (2) Amounts represent the high end of the range of management's best estimate of the reasonably possible additional liabilities. Revisions to remediation reserve requirements may result in upward or downward adjustments to income from operations in any given period. The Company believes that its extensive experience in the environmental services business, as well as its involvement with a large number of sites, provides a reasonable basis for estimating its aggregate liability. It is possible, however, that future changes in available technology, regulatory or enforcement developments, the results of environmental studies or other factors could necessitate the recording of additional liabilities or the revision of currently recorded liabilities that could be material. Since the Company's satisfaction of the liabilities will occur over many years, the Company cannot reasonably predict the nature or extent of possible future events or the impact that those events, if any, might have on the current estimates of remedial liabilities. (11) FINANCING ARRANGEMENTS The following table is a summary of the Company's financing arrangements (in thousands): Current Debt: December 31, 2020 December 31, 2019 Secured senior term loans ("Term Loans") $ 7,535 $ 7,535 Long-Term Debt: Secured senior Term Loans due June 30, 2024 $ 719,626 $ 727,162 Unsecured senior notes, at 4.875 %, due July 15, 2027 ("2027 Notes") 545,000 545,000 Unsecured senior notes, at 5.125 %, due July 15, 2029 ("2029 Notes") 300,000 300,000 Long-term debt, at par 1,564,626 1,572,162 Unamortized debt issuance costs and premium, net ( 14,985 ) ( 18,046 ) Long-term debt, at carrying value $ 1,549,641 $ 1,554,116 Financing Activities Unsecured Senior Notes. On July 2, 2019, the Company completed a private placement of $ 545.0 million aggregate principal amount of 2027 Notes and $ 300.0 million aggregate principal amount of 2029 Notes (collectively, the "Notes"). The 2027 Notes will mature on July 15, 2027, and the 2029 Notes will mature on July 15, 2029. Interest payments on each series of the Notes are paid semiannually on January 15 and July 15. The Company may redeem all or any portion of the 2027 Notes prior to July 15, 2022 or the 2029 Notes prior to July 15, 2024 at a redemption price equal to 100 % of the principal amount redeemed plus a make whole premium as of the date of redemption including accrued and unpaid interest, if any, up to the date of redemption. Additionally, prior to July 15, 2022 for 70 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) the 2027 Notes and July 15, 2024 for the 2029 Notes, the Company may use cash proceeds of one or more equity offerings to redeem up to 35 % in aggregate principal of the 2027 Notes or the 2029 Notes at a redemption price equal to 104.875 % or 105.125 %, respectively, plus accrued and unpaid interest thereon, if any, up to the date of redemption. After the dates in the preceding paragraph, the Company may redeem all or any portion of the Notes which remain outstanding at any time upon proper notice at the following redemption prices if redeemed during the twelve-month period commencing on July 15 of the years set forth below plus accrued and unpaid interest, if any, up to the date of redemption: 2027 Notes Year Percentage 2022 102.438 % 2023 101.219 % 2024 and thereafter 100.000 % 2029 Notes Year Percentage 2024 102.563 % 2025 101.281 % 2026 and thereafter 100.000 % Concurrently with the closing of the Notes in July 2019, the Company repurchased an aggregate principal amount of $ 845.0 million of previously outstanding notes due in 2021 ("2021 Notes") using a combination of the net proceeds from the sale of the Notes and available cash. The total amount paid in repurchasing the 2021 Notes was $ 850.2 million, including $ 4.0 million of accrued interest. In connection with this repurchase of the 2021 Notes, the Company recorded a loss on early extinguishment of debt of $ 6.1 million during the year ended December 31, 2019. The Notes and the related indenture contain various customary non-financial covenants and are guaranteed by substantially all of the Company’s current and future domestic subsidiaries. The Notes are effectively subordinated to the loan agreement under which the Company's Term Loans are outstanding, revolving credit facility and finance lease obligations to the extent of the value of the assets securing such secured indebtedness. The Notes are also effectively subordinated to all indebtedness and other liabilities of the Company's subsidiaries that are not guarantors of the Notes. Senior Secured Term Loans. On July 19, 2018, the Company, and substantially all of the Company’s domestic subsidiaries as guarantors, entered into an Incremental Facility Amendment (the “Incremental Facility Amendment”) to the Company’s Term Loans. The Incremental Facility Amendment increased the principal amount of the Term Loans outstanding by $ 350.0 million. The total Term Loans outstanding will mature on June 30, 2024 and may be prepaid at any time without premium or penalty other than customary breakage costs with respect to Eurodollar based loans. The Company’s obligations under the Term Loans are guaranteed by all of the Company’s domestic restricted subsidiaries and secured by liens on substantially all of the assets of the Company and the guarantors. The applicable interest rate margins for the Term Loans are 1.75 % for Eurocurrency borrowings and 0.75 % for base rate borrowings. The effective annual interest rate of the Term Loans on December 31, 2020 was 1.90 %. Concurrently with the closing on July 19, 2018 of the Incremental Facility Amendment, the Company repurchased $ 322.0 million aggregate principal of previously outstanding unsecured senior notes. The total amount paid to repurchase those notes was $ 330.9 million inclusive of $ 7.9 million of accrued interest and $ 1.0 million of debt redemption fees. On August 1, 2018, the Company redeemed the remaining $ 78.0 million of principal of those previously outstanding notes. In connection with this redemption, the Company recorded a loss on early extinguishment of debt of $ 2.5 million during the year ended December 31, 2018. As of December 31, 2020 and December 31, 2019, the estimated fair value of the Company’s outstanding long-term debt, including the current portion, was $ 1.6 billion. The Company’s estimates of the fair value of its long-term debt, including the current portion, are based on quoted market prices or other available market data which are considered Level 2 measures according to the fair value hierarchy. Level 2 utilizes quoted market prices in markets that are not active, broker or dealer quotation, or alternative pricing sources with reasonable levels of price transparency for similar assets and liabilities. Revolving Credit Facility. On October 28, 2020, the Company and one of the Company's subsidiaries (the "Canadian Borrower") entered into an amended and restated credit agreement for the Company's revolving credit facility with Bank of 71 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) America, N.A. (“BofA”), as agent for the lenders under the facility (the "Agent"). Under the amended and restated facility, the Company has the right to obtain revolving loans and letters of credit for a combined maximum of up to $ 350.0 million (with a sub-limit of $ 250.0 million for letters of credit) and the Canadian Borrower has the right to obtain revolving loans and letters of credit for a combined maximum of up to $ 50.0 million. Availability under the U.S. line is subject to a borrowing base primarily comprised of 85 % of the eligible accounts receivable of the Company and its U.S. subsidiaries plus 100 % of cash deposited in a controlled account with the Agent, and availability under the Canadian line is subject to a borrowing base primarily comprised of 85 % of the eligible accounts receivable of the Company’s Canadian subsidiaries plus 100 % of cash deposited in a controlled account with the Agent’s Canadian affiliate. Subject to certain conditions, the revolving credit facility will expire on October 28, 2025. Borrowings under the revolving credit facility bear interest at a rate of, at the Company’s option, either (i) LIBOR plus an applicable margin ranging from 1.50 % to 1.75 % per annum based primarily on the level of the Company’s average liquidity for the most recent 30 day period or (ii) BofA’s base rate plus an applicable margin ranging from 0.50 % to 0.75 % per annum based primarily on such average liquidity. There is also an unused line fee, calculated on the then unused portion of the lenders’ $ 400.0 million maximum commitments, ranging from 0.25 % to 0.375 % per annum of the unused commitment. For outstanding letters of credit, the Company pays to the lenders a fee equal to the then applicable LIBOR margin described above, and to the issuing banks a standard fronting fee and customary fees and charges in connection with all amendments, extensions, draws and other actions with respect to letters of credit. In the event that LIBOR ceases to be available during the term of the revolving credit facility, the amended and restated credit agreement provides procedures to determine a LIBOR successor rate. The Company utilizes letters of credit issued under the revolving credit facility primarily as security for our insurance program that includes casualty and financial assurance. The Company’s obligations under the revolving credit facility (including revolving loans and reimbursement obligations for outstanding letters of credit) are guaranteed by substantially all of the Company’s U.S. subsidiaries and secured by a first lien on the Company’s and its U.S. subsidiaries’ accounts receivable. The Canadian Borrower’s obligations under the facility are guaranteed by substantially all of the Company’s Canadian subsidiaries and secured by a first lien on the accounts receivable of the Canadian subsidiaries. On March 31, 2020, the Company borrowed $ 150.0 million under the revolving credit facility. The Company repaid the full amount of the borrowing during 2020. The revolving credit facility had no outstanding loan balances at December 31, 2020 and 2019 and had availability of $ 264.0 million and outstanding letters of credit of $ 120.6 million at December 31, 2020. Cash Flow Hedges The Company’s strategy to hedge against fluctuations in variable interest rates involves entering into interest rate derivative agreements. Although the interest rate on the Term Loans is variable, the Company has effectively fixed the interest rate on $ 350.0 million principal outstanding by entering into interest rate swap agreements in 2018 with a notional amount of $ 350.0 million. Under the terms of the interest rate swap agreements, the Company receives interest based on the one-month LIBOR index and pays interest at a weighted average rate of approximately 2.92 %, resulting in an effective annual interest rate of approximately 4.67 %. The Company recognizes derivative instruments as either assets or liabilities on the consolidated balance sheet at fair value. No ineffectiveness has been identified on these swaps and, therefore the change in fair value is recorded in stockholders’ equity as a component of accumulated other comprehensive loss. Amounts are reclassified from accumulated other comprehensive loss into interest expense on the consolidated statement of operations in the same period or periods during which the hedged transactions affect earnings. As of December 31, 2020 and December 31, 2019, the Company recorded a derivative liability with a fair value of $ 33.6 million and $ 20.8 million, respectively, within accrued expenses in connection with these cash flow hedges. The fair value of the interest rate swaps is calculated using discounted cash flow valuation methodologies based upon the one-month LIBOR yield curves that are observable at commonly quoted intervals for the full term of the interest rate swaps and as such is considered a Level 2 measure according to the fair value hierarchy. 72 CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (12) INCOME TAXES The domestic and foreign components of income before provision for income taxes were as follows (in thousands): For the years ended December 31, 2020 2019 2018 Domestic $ 168,117 $ 156,571 $ 115,070 Foreign 6,433 ( 8,332 ) ( 20,588 ) Total $ 174,550 $ 148,239 $ 94,482 The provision for income taxes consisted of the following (in thousands, except percentages): For the years ended December 31, 2020 2019 2018 Current: Federal $ 33,327 $ 20,482 $ ( 7,677 ) State 14,575 14,564 12,653 Foreign 1,559 7,448 4,781 49,461 42,494 9,757 Deferred Federal ( 965 ) 7,933 19,899 State ( 2,506 ) 550 ( 1,205 ) Foreign ( 6,277 ) ( 478 ) 395 ( 9,748 ) 8,005 19,089 Provision for income taxes $ 39,713 $ 50,499 $ 28,846 Effective tax rate 22.8 % 34.1 % 30.5 % The Company's effective income tax rate varied from the amount computed using the statutory federal income tax rate of 21% as follows (in thousands): For the years ended December 31, 2020 2019 2018 Tax expense at US statutory rate $ 36,655 $ 31,130 $ 19,841 State income taxes, net of federal benefit 9,837 10,597 8,711 Foreign rate differential 1,256 276 ( 1,124 ) Valuation allowance ( 11,339 ) 4,459 10,466 Uncertain tax position interest and penalties ( 712 ) 474 ( 1,806 ) Tax credits 2,039 ( 50 ) ( 9,799 ) Non-deductible compensation 1,406 1,922 1,813 Other 571 1,691 1,032 Adjustment for Tax Cuts and Jobs Act — — ( 288 ) Provision for income taxes $ 39,713 $ 50,499 $ 28,846 The valuation allowance benefit of $ 11.3 million recognized in 2020 is predominately related to taxable earnings in certain Canadian entities that benefited from the wage subsidy received under the CEWS. In addition, the foreign tax credit that expired in 2020 had a full valuation allowance which was also written off, contributing to the valuation allowance benefit in the table above. The foreign tax credit expiration and valuation allowance write off had no net impact to the provision for income taxes. During 2018, the Company completed an analysis of certain federal manufacturing and research and development credit benefits for tax years 2014 through 2017. Upon the filing of its 2017 tax return in October 2018, the Company recognized $ 3.3 million of tax benefits and recognized an additional $ 7.1 million upon the amendments of its 2014 through 2016 tax returns for a net benefit recorded as a component of the 2018 tax provision of $ 9.8 million (shown as Tax credits in the table above). The Company collected the refund during 2020. 73 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) During the years ended December 31, 2020 and December 31, 2018, the Company recorded $ 1.3 million and $ 5.0 million, respective, of tax benefits related to tax deductible foreign currency losses to accumulated other comprehensive loss and as such these benefits are not included within the provision for income taxes. See Note 15, "Accumulated Other Comprehensive Loss," for additional information related to these transactions. The components of the total net deferred tax assets and liabilities as of December 31, 2020 and 2019 were as follows (in thousands): 2020 2019 Deferred tax assets: Provision for doubtful accounts $ 10,305 $ 8,949 Closure, post-closure and remedial liabilities 28,665 26,960 Operating lease liabilities 38,151 40,879 Accrued expenses 16,797 17,602 Accrued compensation and benefits 11,372 7,155 Net operating loss carryforwards (1) 50,433 50,824 Tax credit carryforwards (2) 14,471 16,909 Interest rate swap liability 10,089 6,252 Stock-based compensation 3,040 2,435 Other 5,553 8,342 Total deferred tax assets 188,876 186,307 Deferred tax liabilities: Property, plant and equipment ( 194,604 ) ( 184,594 ) Operating lease right-of-use assets ( 38,018 ) ( 40,985 ) Permits and other intangible assets ( 95,492 ) ( 98,654 ) Prepaid expenses ( 9,660 ) ( 9,694 ) Total deferred tax liabilities ( 337,774 ) ( 333,927 ) Total net deferred tax liability before valuation allowance ( 148,898 ) ( 147,620 ) Less valuation allowance ( 77,044 ) ( 83,643 ) Net deferred tax liabilities $ ( 225,942 ) $ ( 231,263 ) ___________________________________ (1) As of December 31, 2020, the net operating loss carryforwards included (i) state net operating loss carryovers of $ 193.2 million which will begin to expire in 2021, (ii) federal net operating loss carryforwards of $ 16.8 million which will begin to expire in 2025 and (iii) foreign net operating loss carryforwards of $ 151.5 million which will begin to expire in 2021. (2) As of December 31, 2020, the foreign tax credit carryforwards of $ 14.1 million will expire between 2021 and 2024. The Company has not accrued for any remaining undistributed foreign earnings. These amounts continue to be indefinitely reinvested in foreign operations. 74 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) A valuation allowance is required to be established when, based on an evaluation of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The components of the total valuation allowance as of December 31, 2020 and 2019 were as follows (in thousands): 2020 2019 Allowance related to: Foreign tax credits 14,127 16,565 Acquired federal net operating losses 779 779 State net operating loss carryforwards 10,429 10,663 Foreign net operating loss carryforwards 29,839 34,149 Deferred tax assets of a Canadian subsidiary 11,468 14,922 Realized and unrealized capital losses 10,402 6,565 Total valuation allowance $ 77,044 $ 83,643 The changes to unrecognized tax benefits (excluding related penalties and interest) from January 1, 2018 through December 31, 2020, were as follows (in thousands): 2020 2019 2018 Unrecognized tax benefits, beginning of year $ 6,414 $ 3,159 $ 5,121 (Reductions) additions to prior year tax positions ( 833 ) 3,354 ( 625 ) Expirations ( 203 ) ( 209 ) ( 1,115 ) Foreign currency translation 112 110 ( 222 ) Unrecognized tax benefits, end of year $ 5,490 $ 6,414 $ 3,159 The unrecognized tax benefits at December 31, 2020 if and when recognized will affect the annual effective tax rate. However, the balance at December 31, 2020 included $ 3.1 million of unrecognized tax benefits for Canadian Revenue Agency transfer pricing adjustments. Should these be recognized, the Company would request relief from double taxation. Therefore, an offsetting benefit of $ 3.1 million would also recognized resulting in no net effect on the annual effective tax rate. The Company does not currently believe that the total unrecognized tax benefits will change within the next 12 months. At December 31, 2020, 2019 and 2018, the Company had accrued interest of $ 2.1 million, $ 1.7 million and $ 0.8 million, respectively, relative to unrecognized tax benefits. Interest expense and penalties relative to unrecognized tax benefits for the years ended December 31, 2020, 2019 and 2018 were immaterial. The Company files U.S. federal income tax returns as well as income tax returns in various states and foreign jurisdictions. The Company may be subject to examination by the IRS for calendar years 2015 through 2019. The Company may be subject to examination by Canadian federal and provincial authorities for calendar years 2013 through 2019 and by state and local revenue authorities for calendar years 2014 through 2019. The Company has ongoing U.S. state and local jurisdictional audits, as well as Canadian federal and provincial audits, all of which the Company believes will not result in material liabilities. 75 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (13) EARNINGS PER SHARE The following are computations of basic and diluted earnings per share (in thousands, except for per share amounts): For the years ended December 31, 2020 2019 2018 Numerator for basic and diluted earnings per share: Net income $ 134,837 $ 97,740 $ 65,636 Denominator: Weighted basic shares outstanding 55,479 55,845 56,148 Dilutive effect of equity-based compensation awards 211 284 192 Weighted dilutive shares outstanding 55,690 56,129 56,340 Basic earnings per share $ 2.43 $ 1.75 $ 1.17 Diluted earnings per share $ 2.42 $ 1.74 $ 1.16 For the years ended December 31, 2020, 2019 and 2018, all then outstanding performance awards and restricted stock awards were included in the calculation of diluted earnings per share except for 53,667 , 122,785 and 79,390 respectively, of performance stock awards for which the performance criteria were not attained at the reporting dates and 8,878 , 16,304 and 121,803 respectively, of restricted stock awards and performance stock awards which were excluded as their inclusion would have had an antidilutive effect. (14) STOCKHOLDERS' EQUITY The Company's board of directors has authorized the repurchase of up to $ 600.0 million of the Company's common stock. The repurchase program authorizes the Company to purchase the Company's common stock on the open market or in privately negotiated transactions periodically in a manner that complies with applicable U.S. securities laws. The number of shares purchased and the timing of the purchases have depended and will depend on a number of factors including share price, cash required for future business plans, trading volume and other conditions. The Company has no obligation to repurchase stock under this program and may suspend or terminate the repurchase program at any time. During the years ended December 31, 2020, 2019 and 2018, the Company repurchased and retired a total of 1.2 million, 0.3 million and 0.8 million shares, respectively, of the Company's common stock for total costs of $ 74.8 million, $ 21.4 million and $ 45.1 million, respectively. As of December 31, 2020, an additional $ 209.9 million remained available for repurchase of shares under this program. 76 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) (15) ACCUMULATED OTHER COMPREHENSIVE LOSS The changes in accumulated other comprehensive loss by component and related tax impacts for the years ended December 31, 2020, 2019 and 2018 were as follows (in thousands): Foreign Currency Translation Adjustments Unrealized (Losses) Gains on Available-for-Sale Securities Unrealized Loss on Interest Rate Hedge Unrealized (loss) gain on unfunded pension liability Total Balance at January 1, 2018 $ ( 170,575 ) $ ( 146 ) $ — $ ( 1,686 ) $ ( 172,407 ) Other comprehensive (loss) income before reclassifications ( 47,374 ) 182 ( 9,579 ) 124 ( 56,647 ) Amounts reclassified out of accumulated other comprehensive loss — — 806 — 806 Tax benefit (expense) 5,024 ( 105 ) — ( 42 ) 4,877 Other comprehensive (loss) income, net of tax ( 42,350 ) 77 ( 8,773 ) 82 ( 50,964 ) Balance at December 31, 2018 ( 212,925 ) ( 69 ) ( 8,773 ) ( 1,604 ) ( 223,371 ) Other comprehensive income (loss) before reclassifications 25,130 ( 70 ) ( 14,401 ) 60 10,719 Amounts reclassified out of accumulated other comprehensive loss — 332 2,335 — 2,667 Tax expense — ( 50 ) — ( 16 ) ( 66 ) Other comprehensive income (loss) 25,130 212 ( 12,066 ) 44 13,320 Balance at December 31, 2019 ( 187,795 ) 143 ( 20,839 ) ( 1,560 ) ( 210,051 ) Other comprehensive income (loss) before reclassifications 10,212 ( 10 ) ( 20,970 ) ( 255 ) ( 11,023 ) Amounts reclassified out of accumulated other comprehensive loss — — 8,180 — 8,180 Tax benefit 1,349 2 — 66 1,417 Other comprehensive income (loss) 11,561 ( 8 ) ( 12,790 ) ( 189 ) ( 1,426 ) Balance at December 31, 2020 $ ( 176,234 ) $ 135 $ ( 33,629 ) $ ( 1,749 ) $ ( 211,477 ) During the years ended December 31, 2020 and December 31, 2018, the Company converted intercompany loans with a foreign subsidiary to equity, which resulted in deductible tax losses. The loans had been historically treated as a component of the Company’s investment in that subsidiary, and as a result, foreign currency gains and losses on the loans had been accumulated as a component of other comprehensive (loss) income. The tax benefits of $ 1.3 million and $ 5.0 million, respectively, which were triggered by the conversions were therefore allocated to other comprehensive loss rather than net income. The amounts reclassified out of accumulated other comprehensive loss into the consolidated statement of operations, with presentation location, during the years ended December 31, 2020, 2019 and 2018 were as follows (in thousands): For the years ended December 31, Other Comprehensive Income Components 2020 2019 2018 Location Unrealized loss on available-for-sale securities $ — $ ( 332 ) $ — Other (expense) income, net Unrealized loss on interest rate hedge ( 8,180 ) ( 2,335 ) ( 806 ) Interest expense, net of interest income (16) STOCK-BASED COMPENSATION Stock-Based Compensation On June 3, 2020, our shareholders approved the Clean Harbors, Inc. 2020 Stock Incentive Plan (the "2020 Plan"). The 2020 Plan provides for future awards of up to 2.5 million shares of the Company’s common stock (subject to certain anti-dilution adjustments) in the form of stock options, stock appreciation rights, restricted stock, restricted stock units and other stock-based awards. The 2020 Plan is administered by the Compensation Committee of the Company’s Board of Directors. The Company's previous stock incentive plan (the "2010 Plan") expired on May 10, 2020. In connection with the adoption of the 2020 Plan, no further awards will be made under the 2010 Plan. 77 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) The Company grants restricted stock awards and performance stock awards. The restricted stock awards generally vest over three to five years subject to continued employment. The performance stock awards vest depending on the satisfaction of certain performance conditions typically based on revenue, Adjusted EBITDA margin, free cash flow and a measure of workplace safety. In addition, performance stock awards include continued service conditions subsequent to the attainment of any performance conditions. Total stock-based compensation expense for the years ended December 31, 2020, 2019 and 2018 was $ 18.5 million, $ 17.8 million and $ 16.8 million, respectively. The total income tax benefit recognized in the consolidated statements of operations from stock-based compensation expense was $ 4.2 million, $ 3.1 million and $ 3.2 million for the years ended December 31, 2020, 2019 and 2018, respectively. Restricted Stock Awards The following table summarizes information about restricted stock awards for the year ended December 31, 2020: Restricted Stock Number of Shares Weighted Average Grant-Date Fair Value Balance at January 1, 2020 522,597 $ 59.57 Granted 225,548 58.23 Vested ( 208,652 ) 57.89 Forfeited ( 45,614 ) 58.81 Balance at December 31, 2020 493,879 $ 59.74 As of December 31, 2020, there was $ 19.8 million of total unrecognized compensation cost arising from restricted stock awards. This cost is expected to be recognized over a weighted average period of 2.7 years. The total fair value of restricted stock vested during 2020, 2019 and 2018 was $ 13.3 million, $ 16.8 million and $ 10.8 million, respectively. Performance Stock Awards The following table summarizes information about performance stock awards for the year ended December 31, 2020: Performance Stock Number of Shares Weighted Average Grant-Date Fair Value Balance at January 1, 2020 204,553 $ 64.78 Granted 161,610 58.30 Vested ( 54,377 ) 55.75 Forfeited ( 57,337 ) 78.02 Balance at December 31, 2020 254,449 $ 53.79 As of December 31, 2020, there was $ 5.1 million of total unrecognized compensation cost arising from performance stock awards whereby the performance conditions had either been met or were probable of vesting. The total fair value of performance awards vested during 2020, 2019 and 2018 was $ 3.5 million, $ 8.1 million and $ 1.2 million, respectively. (17) COMMITMENTS AND CONTINGENCIES Legal and Administrative Proceedings The Company and its subsidiaries are subject to legal proceedings and claims arising in the ordinary course of business. Actions filed against the Company arise from commercial and employment-related claims including alleged class actions related to sales practices and wage and hour claims. The plaintiffs in these actions may be seeking damages or injunctive relief or both. These actions are in various jurisdictions and stages of proceedings, and some are covered in part by insurance. In addition, the Company’s waste management services operations are regulated by federal, state, provincial and local laws enacted to regulate discharge of materials into the environment, remediation of contaminated soil and groundwater or otherwise protect the environment. This ongoing regulation results in the Company frequently becoming a party to legal or administrative proceedings involving all levels of government authorities and other interested parties. The issues involved in such proceedings generally relate to alleged violations of existing permits and licenses or alleged responsibility under federal or state Superfund laws to remediate contamination at properties owned either by the Company or by other parties (“third-party sites”) to which either the Company or the prior owners of certain of the Company’s facilities shipped waste. 78 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) At December 31, 2020 and 2019, the Company had recorded reserves of $ 29.8 million and $ 26.0 million, respectively, for actual or probable liabilities related to the legal and administrative proceedings in which the Company was then involved, the principal of which are described below. In management's opinion, it is not reasonably possible that the potential liability beyond what has been recorded, if any, that may result from these actions, either individually or collectively, will have a material effect on our financial position, results of operations or cash flows. The Company periodically adjusts the aggregate amount of these reserves when actual or probable liabilities are paid or otherwise discharged, new claims arise, or additional relevant information about existing or probable claims becomes available. As of December 31, 2020 and 2019, the $ 29.8 million and $ 26.0 million, respectively, of reserves consisted of (i) $ 24.0 million and $ 18.4 million, respectively, related to pending legal or administrative proceedings, including Superfund liabilities, which were included in remedial liabilities on the consolidated balance sheets, and (ii) $ 5.8 million and $ 7.6 million, respectively, primarily related to federal, state and provincial enforcement actions, which were included in accrued expenses on the consolidated balance sheets. As of December 31, 2020, the principal legal and administrative proceedings in which the Company was involved, or which had been terminated during 2020, were as follows: Ville Mercier. In September 2002, the Company acquired the stock of a subsidiary (the "Mercier Subsidiary") which owns a hazardous waste incinerator in Ville Mercier, Quebec (the "Mercier Facility"). The property adjacent to the Mercier Facility, which is also owned by the Mercier Subsidiary, is now contaminated as a result of actions dating back to 1968, when the Government of Quebec issued to a company unrelated to the Mercier Subsidiary two permits to dump organic liquids into lagoons on the property. In 1999, Ville Mercier and three neighboring municipalities filed separate legal proceedings against the Mercier Subsidiary and the Government of Quebec. In 2012, the municipalities amended their existing statement of claim to seek $ 2.9 million (CAD $) in general damages and $ 10.0 million (CAD $) in punitive damages, plus interest and costs, as well as injunctive relief. Both the Government of Quebec and the Company have filed summary judgment motions against the municipalities. The parties are attempting to negotiate a resolution and hearings on the motions have been delayed. In September 2007, the Quebec Minister of Sustainable Development, Environment and Parks issued a notice pursuant to Section 115.1 of the Environment Quality Act, superseding notices issued in 1992, which are the subject of the pending litigation. The more recent notice notifies the Mercier Subsidiary that, if the Mercier Subsidiary does not take certain remedial measures at the site, the Minister intends to undertake those measures at the site and claim direct and indirect costs related to such measures. The Company has accrued for costs expected to be incurred relative to the resolution of this matter and believes this matter will not have future material effect on its financial position or results of operations. Safety-Kleen Legal Proceedings. On December 28, 2012, the Company acquired Safety-Kleen, Inc. ("Safety-Kleen") and thereby became subject to the legal proceedings in which Safety-Kleen was a party on that date. In addition to certain Superfund proceedings in which Safety-Kleen has been named as a potentially responsible party as described below under “Superfund Proceedings,” the principal such legal proceedings involving Safety-Kleen which were outstanding as of December 31, 2020 were as follows: Product Liability Cases. Safety-Kleen has been named as a defendant in various lawsuits that are currently pending in various courts and jurisdictions throughout the United States, including approximately 68 proceedings (excluding cases which have been settled but not formally dismissed) as of December 31, 2020, wherein persons claim personal injury resulting from the use of Safety-Kleen's parts cleaning equipment or cleaning products. These proceedings typically involve allegations that the solvent used in Safety-Kleen's parts cleaning equipment contains contaminants and/or that Safety-Kleen's recycling process does not effectively remove the contaminants that become entrained in the solvent during their use. In addition, certain claimants assert that Safety-Kleen failed to warn adequately the product user of potential risks, including a historic failure to warn that solvent contains trace amounts of toxic or hazardous substances such as benzene. The Company maintains insurance that it believes will provide coverage for these product liability claims (over amounts accrued for self-insured retentions and deductibles in certain limited cases), except for punitive damages to the extent not insurable under state law or excluded from insurance coverage. The Company also believes that these claims lack merit and has historically vigorously defended, and intends to continue to vigorously defend, itself and the safety of its products against all of these claims. Such matters are subject to many uncertainties and outcomes are not predictable with assurance. Consequently, The Company is unable to ascertain the ultimate aggregate amount of monetary liability or financial impact with respect to these matters as of December 31, 2020. From January 1, 2020 to December 31, 2020, 12 product liability claims were settled or dismissed. Due to the nature of these claims and the related insurance, the Company did not incur any expense as insurance provided coverage in full for all such claims. Safety-Kleen may be named in similar, additional lawsuits in the future, including claims for which insurance coverage may not be available. 79 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Superfund Proceedings The Company has been notified that either the Company (which, since December 28, 2012, has included Safety-Kleen) or the prior owners of certain of the Company's facilities for which the Company may have certain indemnification obligations have been identified as PRPs or potential PRPs in connection with 130 sites which are subject to or are proposed to become subject to proceedings under federal or state Superfund laws. Of the 130 Superfund related sites, five (including the BR Facility described below) involve facilities that are now owned or leased by the Company and 125 involve third-party sites to which either the Company or the prior owners of certain of the Company’s facilities shipped waste. Of the 125 third-party sites, 31 are now settled, 15 are currently requiring expenditures on remediation and 79 are not currently requiring expenditures on remediation. In connection with each site, the Company has estimated the extent, if any, to which it may be subject, either directly or as a result of any indemnification obligations, for cleanup and remediation costs, related legal and consulting costs associated with PRP investigations, settlements, and related legal and administrative proceedings. The amount of such actual and potential liability is inherently difficult to estimate because of, among other relevant factors, uncertainties as to the legal liability (if any) of the Company or the prior owners of certain of the Company's facilities to contribute a portion of the cleanup costs, the assumptions that must be made in calculating the estimated cost and timing of remediation, the identification of other PRPs and their respective capability and obligation to contribute to remediation efforts, and the existence and legal standing of indemnification agreements (if any) with prior owners, which may either benefit the Company or subject the Company to potential indemnification obligations. The Company believes its potential monetary liability could exceed $ 1.0 million at each of three of the 130 Superfund related sites. BR Facility. The Company acquired in 2002 a former hazardous waste incinerator and landfill in Baton Rouge (the "BR Facility"), for which operations had been previously discontinued by the prior owner. In September 2007, the EPA issued a special notice letter to the Company related to the Devil's Swamp Lake Site ("Devil's Swamp") in East Baton Rouge Parish, Louisiana. Devil's Swamp includes a lake located downstream of an outfall ditch where wastewater and storm water have been discharged, and Devil's Swamp is proposed to be included on the National Priorities List due to the presence of Contaminants of Concern ("COC") cited by the EPA. These COCs include substances of the kind found in wastewater and storm water discharged from the BR Facility in past operations. The EPA originally requested COC generators to submit a good faith offer to conduct a remedial investigation feasibility study directed towards the eventual remediation of the site. In 2018, the Company completed performing corrective actions at the BR Facility under an order issued by the Louisiana Department of Environmental Quality, and completed conducting the remedial investigation and feasibility study for Devil's Swamp, at which point the feasibility study, with several remedial alternatives, was submitted to the EPA for review. During the year ended December 31, 2020, the EPA signed a Record of Decision which defines the remediation alternative selected and approved by the EPA. Based upon this Record of Decision, the Company increased the estimated remedial liability for this inactive site by $ 3.3 million. As of December 31, 2020, the Company has recorded its best estimate of the costs to execute upon this remediation alternative. Changes in the natural landscape and/or new information identified during the remediation could impact this estimate, but are not expected to have a future material effect on the Company's financial position, liquidity or results of operation. Third-Party Sites. Of the 125 third-party sites at which the Company has been notified it is a PRP or potential PRP or may have indemnification obligations, Clean Harbors has an indemnification agreement at 11 of these sites with ChemWaste, a former subsidiary of Waste Management, Inc., and at six additional of these third-party sites, Safety-Kleen has a similar indemnification agreement with McKesson Corporation. These agreements indemnify the Company (which now includes Safety-Kleen) with respect to any liability at the 17 sites for waste disposed prior to the Company's (or Safety-Kleen's) acquisition of the former subsidiaries of Waste Management and McKesson which had shipped waste to those sites. Accordingly, Waste Management or McKesson are paying all costs of defending those subsidiaries in those 17 cases, including legal fees and settlement costs. However, there can be no guarantee that the Company's ultimate liabilities for those sites will not exceed the amount recorded or that indemnities applicable to any of these sites will be available to pay all or a portion of related costs. Except for the indemnification agreements which the Company holds from ChemWaste, McKesson and two other entities, the Company does not have an indemnity agreement with respect to any of the 125 third-party sites discussed above. Federal, State and Provincial Enforcement Actions From time to time, the Company pays fines or penalties in regulatory proceedings relating primarily to waste treatment, storage or disposal facilities. As of December 31, 2020 there were no proceedings for which the Company reasonably believes that the sanctions could equal or exceed $ 1.0 million. The Company believes that the fines or other penalties in these or any of 80 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) the other regulatory proceedings will, individually or in the aggregate, not have a material effect on its financial condition, results of operations or cash flows. Self-Insurance Liabilities Under the Company's insurance programs, coverage is obtained for catastrophic exposures, as well as those risks required to be insured by law or contract. The Company's policy is to retain a significant portion of certain expected losses related to workers' compensation, employee medical, comprehensive general liability and vehicle liability. A portion of these self-insured liabilities are managed through its wholly-owned captive insurance subsidiary. Provisions for losses expected under these programs are recorded based upon the Company's estimates of the aggregate liability for claims. The current deductible per participant per year for the employee medical insurance policy is $ 0.8 million. The current deductible per occurrence for workers' compensation is $ 1.0 million, general liability is $ 2.0 million and vehicle liability is $ 2.0 million. The retention per claim for the environmental impairment policy is $ 1.0 million. We maintain umbrella insurance to limit our exposure to certain catastrophic claim costs, including general liability and vehicle claim costs. For the policy year starting in the fourth quarter of 2020, the Company changed the umbrella policy terms to include a $ 5.0 million annual aggregate self-insured corridor retention. At December 31, 2020 and 2019, the Company had accrued $ 65.6 million and $ 59.4 million, respectively, for its self-insurance liabilities (exclusive of employee medical insurance) using a risk-free discount rate of 0.29 % and 1.52 %, respectively. Anticipated payments for contingencies related to workers' compensation, comprehensive general liability and vehicle liability related claims at December 31, 2020 for each of the next five years and thereafter were as follows (in thousands): Years ending December 31, 2021 $ 22,896 2022 13,751 2023 9,655 2024 6,448 2025 4,990 Thereafter 8,188 Undiscounted self-insurance liabilities 65,928 Less: Discount ( 320 ) Total self-insurance liabilities (included in accrued expenses) $ 65,608 (18) LEASES As of December 31, 2020, the Company’s lease portfolio was predominately operating leases for real estate, equipment, such as vehicles and industrial equipment utilized in operations, and rail cars. The Company presents operating lease balances separately on the consolidated balance sheet. The Company's finance leases relate to equipment, rail cars and certain real estate. The following table presents our finance lease balances and their classification on the consolidated balance sheets (in thousands): Finance Lease Balances (Classification) December 31, 2020 December 31, 2019 ROU assets (Property, plant and equipment, net) $ 60,271 $ 32,307 Current portion of lease liabilities (Accrued expenses) 5,840 801 Long-term portion of lease liabilities (Other long-term liabilities) 55,038 34,517 81 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) The Company’s lease expense was as follows (in thousands): For the year ended December 31, 2020 For the year ended December 31, 2019 Operating lease cost $ 53,194 $ 55,402 Finance lease cost: Amortization of ROU assets 4,966 1,142 Interest on lease liabilities 1,523 1,415 Total finance lease cost 6,489 2,557 Short-term lease cost 70,692 84,749 Variable lease cost 3,691 6,702 Total lease cost $ 134,066 $ 149,410 Rent expense, including short-term rentals for the year ended December 31, 2018, prior to the Company's adoption of ASC 842, was $ 141.1 million. Other information related to leases was as follows: Weighted Average Remaining Lease Term (years) December 31, 2020 December 31, 2019 Operating leases 5.1 5.1 Finance leases 9.3 21.3 Weighted Average Discount Rate Operating leases 4.89 % 5.29 % Finance leases 3.57 % 4.97 % The weighted average remaining lease term of the finance leases decreased significantly due to the 2020 acquisition of the Company's corporate headquarters which had previously been recognized as a finance lease. Supplemental Cash Flow Related Disclosures (in thousands) For the year ended December 31, 2020 For the year ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 53,498 $ 56,240 Operating cash flows from finance leases 1,523 1,415 Financing cash flows from finance leases 4,469 586 ROU assets obtained in exchange for operating lease liabilities 34,358 17,699 ROU assets obtained in exchange for finance lease liabilities 32,526 33,449 At December 31, 2020, the Company's future lease payments under non-cancelable leases that have lease terms in excess of one year were as follows (in thousands): Years ending December 31, December 31, 2020 Operating Leases Finance Leases 2021 $ 45,341 $ 8,407 2022 37,629 8,972 2023 29,014 8,281 2024 21,048 8,248 2025 14,672 7,573 Thereafter 25,064 31,632 Total future lease payments 172,768 73,113 Amount representing interest ( 21,760 ) ( 12,235 ) Total lease liabilities $ 151,008 $ 60,878 82 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) At December 31, 2020, none of the Company's executed leases that had not yet commenced will create significant rights or obligations in the future and its sublease transactions are not material. Additionally, the Company does not have any related party leases, and there were no restrictions or covenants imposed by its leases. (19) SEGMENT REPORTING Segment reporting is prepared on the same basis that the Company's chief executive officer, who is the Company's chief operating decision maker, manages the business, makes operating decisions and assesses performance. The Company is managed and reports as two operating segments ; (i) the Environmental Services segment and (ii) the Safety-Kleen segment. Third-party revenue is revenue billed to outside customers by a particular segment. Direct revenues is revenue allocated to the segment providing the product or service. Intersegment revenues represent the sharing of third-party revenues among the segments based on products and services provided by each segment as if the products and services were sold directly to the third-party. The intersegment revenues are shown net. The operations not managed through the Company’s operating segments described above are recorded as “Corporate Items.” The following tables reconcile third-party revenues to direct revenues for the years ended December 31, 2020, 2019 and 2018 (in thousands): For the year ended December 31, 2020 Environmental Services Safety-Kleen Corporate Items Totals Third-party revenues $ 2,004,081 $ 1,139,726 $ 290 $ 3,144,097 Intersegment revenues, net 129,666 ( 129,666 ) — — Corporate Items, net 3,559 142 ( 3,701 ) — Direct revenues $ 2,137,306 $ 1,010,202 $ ( 3,411 ) $ 3,144,097 For the year ended December 31, 2019 Environmental Services Safety-Kleen Corporate Items Totals Third-party revenues $ 2,092,363 $ 1,318,691 $ 1,136 $ 3,412,190 Intersegment revenues, net 140,577 ( 140,577 ) — — Corporate Items, net 4,128 15 ( 4,143 ) — Direct revenues $ 2,237,068 $ 1,178,129 $ ( 3,007 ) $ 3,412,190 For the year ended December 31, 2018 Environmental Services Safety-Kleen Corporate Items Totals Third-party revenues $ 2,003,843 $ 1,295,355 $ 1,105 $ 3,300,303 Intersegment revenues, net 134,104 ( 134,104 ) — — Corporate Items, net 3,247 31 ( 3,278 ) — Direct revenues $ 2,141,194 $ 1,161,282 $ ( 2,173 ) $ 3,300,303 The primary financial measure by which the Company evaluates the performance of its segments is Adjusted EBITDA, which consists of net income plus accretion of environmental liabilities, depreciation and amortization, net interest expense, loss on early extinguishment of debt and provision for income taxes and excludes other gains, losses and non-cash charges not deemed representative of fundamental segment results and other expense (income), net. Transactions between the segments are accounted for at the Company’s best estimate based on similar transactions with outside customers. 83 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) The following table presents Adjusted EBITDA information used by management by reported segment (in thousands): For the years ended December 31, 2020 2019 2018 Adjusted EBITDA: Environmental Services $ 519,960 $ 446,284 $ 380,856 Safety-Kleen 229,172 282,378 282,029 Corporate Items ( 193,830 ) ( 188,345 ) ( 171,880 ) Total 555,302 540,317 491,005 Reconciliation to Consolidated Statements of Operations: Accretion of environmental liabilities 11,051 10,136 9,806 Depreciation and amortization 292,915 300,725 298,625 Income from operations 251,336 229,456 182,574 Other expense (income), net 290 ( 2,897 ) 4,510 Loss on early extinguishment of debt — 6,131 2,488 Loss (gain) on sale of businesses 3,376 ( 687 ) — Interest expense, net of interest income 73,120 78,670 81,094 Income from operations before provision for income taxes $ 174,550 $ 148,239 $ 94,482 The following table presents assets by reported segment and in the aggregate (in thousands): December 31, 2020 December 31, 2019 Property, plant and equipment, net Environmental Services $ 879,176 $ 939,352 Safety-Kleen 555,894 555,310 Corporate Items 90,228 93,489 Total property, plant and equipment, net $ 1,525,298 $ 1,588,151 Goodwill and Permits and other intangibles, net Environmental Services Goodwill $ 212,386 $ 212,531 Permits and other intangibles, net 78,928 89,722 Total Environmental Services 291,314 302,253 Safety-Kleen Goodwill $ 314,637 $ 312,482 Permits and other intangibles, net 307,692 329,344 Total Safety-Kleen 622,329 641,826 Total $ 913,643 $ 944,079 84 Table of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Geographic Information As of December 31, 2020 and 2019, the Company had property, plant and equipment, net of depreciation and amortization and permits and other intangible assets, net of amortization in the following geographic locations (in thousands): December 31, 2020 December 31, 2019 Total % of Total Total % of Total Property, plant and equipment, net United States $ 1,246,758 81.7 % $ 1,273,205 80.2 % Canada and other foreign 278,540 18.3 314,946 19.8 Total property, plant and equipment, net $ 1,525,298 100.0 % $ 1,588,151 100.0 % Permits and other intangibles, net United States $ 342,787 88.7 % $ 372,609 88.9 % Canada and other foreign 43,833 11.3 46,457 11.1 Total permits and other intangibles, net $ 386,620 100.0 % $ 419,066 100.0 % The following table presents the total assets by geographical area (in thousands): December 31, 2020 December 31, 2019 United States $ 3,447,811 $ 3,413,254 Canada and other foreign 683,709 695,650 Total $ 4,131,520 $ 4,108,904 85 Table Of Contents CLEAN HARBORS, INC. AND SUBSIDIARIES SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS For the Three Years Ended December 31, 2020 (in thousands) Allowance for Doubtful Accounts Balance Beginning of Period Additions Charged to Operating Expense Deductions from Reserves (1) Balance End of Period 2018 $ 16,173 $ 15,817 $ 5,622 $ 26,368 2019 26,368 2,408 6,283 22,493 2020 22,493 10,133 7,992 24,634 ___________________________________ (1) Amounts deemed uncollectible, net of recoveries. Revenue Allowance (2) Balance Beginning of Period Additions Charged to Revenue Deductions from Reserves Balance End of Period 2018 $ 11,626 $ 41,338 $ 35,017 $ 17,947 2019 17,947 35,549 37,278 16,218 2020 16,218 45,784 41,887 20,115 ___________________________________ (2) Due to the nature of the Company's businesses and the invoices that result from the services provided, customers may withhold payments and attempt to renegotiate amounts invoiced. In addition, for some of the services provided, the Company's invoices are based on quotes that can either generate credits or debits when the actual revenue amount is known. Based on industry knowledge and historical trends, the Company records a revenue allowance accordingly. This practice causes the volume of activity flowing through the revenue allowance during the year to be higher than the balance at the end of the year. Increases in overall sales volumes and the expansion of the customer base in recent years have also increased the volume of additions and deductions to the allowance during the year. The revenue allowance is intended to cover the net amount of revenue adjustments that may need to be credited to customers' accounts in future periods. Management determines the appropriate total revenue allowance by evaluating the following factors on a customer-by-customer basis as well as on a consolidated level: trends in adjustments to previously billed amounts, existing economic conditions and other information as deemed applicable. Revenue allowance estimates can differ materially from the actual adjustments, but historically the revenue allowance has been sufficient to cover the net amount of the reserve adjustments issued in subsequent reporting periods. Valuation Allowance on Deferred Tax Assets Balance Beginning of Period Additions Charged to Income Tax Expense Other Changes to Reserves Balance End of Period 2018 $ 68,355 $ 10,466 $ 474 $ 79,295 2019 79,295 4,459 ( 111 ) 83,643 2020 83,643 ( 11,339 ) 4,740 77,044 86 Table Of Contents ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.