NCS000390_Final Permit_20160919

PAT MCCRORY
DONALD R. VAN DER VAART
`nergy, Mineral
ndLund esuuicec ,
ENVIRONMENTAL QUALITY
September 19, 2016
Mr. Vinnie N. Glorioso
Heritage -Crystal Clean, LLC
6305 E. Lombard Street
Baltimore, MD 21224
TRACY DAVIS
RECEN
CENTRAL FILES
DWR S CTION
Subject: NPDES Stormwater Permit NCS000390
IIcritage-Crystal Clean, LLC
Formerly FCC Environmental, LLC
Cabanus County
Dear Mr. Glorioso:
Division personnel received your request to revise your stormwater permit to accurately reflect
your new company and/or facility naive.
Find enclosed the revised permit cover page. The terms and conditions contained in the
Individual Permit remain unchanged and in full effect. This revised permit cover page is
issued under the requirements of North Carolina General Statutes 143-215.1 and the
Memorandum of Agreement between North Carolina and the U.S. Environmental Protection
Agency.
Please note that the certificate of coverage shows the permit expired on April 30, 2014. We
received the renewal application on November 15, 2013 and currently have a back log of
renewals that we are working through. Please continue to abide by the conditions of the
expired individual permit until a new permit is issued for this facility.
If you have any questions or need further information, please contact the Stormwater
Permitting Program at [phone].
Sincerely,
for Tracy E. Davis, P.E., CPM, Director
Division of Energy, Mineral and Land
Resources
cc: Mooresville Regional Office
Stormwater Permitting Program Files
'Central Files
State of North Carolina I Environmental Quality I Energy, Mineral and Land Resources
1612 Mail Service Center 1 512 North Salisbury Street I Raleigh, North Carolina 27699-1612
919 707 9220 T

STATE OF NORTH CAROLINA
DEPARTMENT OF ENVIRONMENTAL QUALITY
DIVISION OF ENERGY, MINERAL, AND LAND RESOURCES
PERMIT NO. NCS000390
TO DISCHARGE STORMWATER UNDER THE
NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM
In compliance with the provision of North Carolina General Statute 141 ? 15 1, other lawful
standards and regulations promulgated and adopted by the North Carolina Environmental
Management Commission, and the Federal Water Pollution Control Act, as amended,
Heritage -Crystal Clean, LLC
is hereby authorized to discharge stormwater from a facility located at
Heritage -Crystal Clean, LLC — Charlotte Facility
2115 Speedrail Court
Concord, NC
Cabarrus County
to receiving waters designated as Coddle Creek, a class C stream; in the Yadkin Pee -Dee River
Basin, in accordance with the discharge limitations, monitoring requirements, and other
conditions set forth in Parts I, II, III, IV, V and VI hereof.
Signed this day September 19, 2016.
for Tracy E. Davis, P.E., Director
Division of Energy, Mineral, and Land Resources
By the Authority of the Environmental Management Commission

' A� Division of Energy, Mineral & Land Resources
WA
Land Quality Section/Stormwater Permitting
AM a National Pollutant Discharge Elimination System
NCDENR
NRONN NTAN N—ALR-oOF PERMIT NAME/OWNERSHIP CHANGE FORM
ERv�Rot+MEttr AMG NArEPAR MENT OF
FOR AGENCY USE ONLY
Date Received
Year
Month
Day
I. Please enter the permit number for which the change is requested.
NPDES Permit (or) Certificate of Coverage
INICIS10101 613 Iq 10 1 1 N JCGj
II. Permit status prior to requested change.
a. Permit issued to (company name):
b. Person legally responsible for permit: V ,,, n rt to r 01 e
First P _�j /Ml Last e 5 iu�vr4�l F 14 V a ictie r
,,.,,1�t� t
Nmnit IIoldet M fling Addtcs6
v �� aLi
City State Zip
(`i`ly)1463--13"g$ GD 16?1
FGL Phone �trg, Fax
c. Facility name (discharge): LLC ��N-I�e�i�, Crc�K jj
d. Facility address: o r?.r r-t
Address
CiState Zip
e. Facility contact person: Erno4i't
I/V� nar-3fit? M ).-.q6? /1 M
First / MI / Last Phone
III. Please provide the following for the requested change (revised permit).
a. Request for change is a result of: N Change in ownership of the facility
Name change of the facility or owner
If other please explain:
b. Permit issued to (company name):
c. Person legally responsible for permit:
RCCEIVED
n i arty e —
V' n (U Gpr'ujo
First MI Last
Titl
((� o 20�6 Permit Holder Maiing Address I�-) 4 I U TSi� � `� n�a rt �i((��_JJ�1tt �, ",
bNr-L,Ai��(] City State Zip
STORPv1WATERQUALITY (443) C. ii ��— 1 si t t���.n� . u1 on j�-re jf�-� —G(� r• r pr+
PERMITTING Phone E-mail Address
d. Facility name (discharge): gr-�� �'tw� C/1jL1-6-
e. Facility address:
�
Address 90 J
C'I State Zip
f. Facility contact person: Ri rrLor�Id��
%� First) r MI t * /Last
eAeL
Phone E-mail Address
IV. Permit contact information (if different from the person legally responsible for the permit)
Revised Jan. 27, 2014

NPDES PERMIT NAME/OWNERSHIP CHANGE FORM
Page 2 of 2
Permit contact: Vf-n 1) /V CIO � 011)
f �
(� n First _ (� r MI Last
_ Title
AA St rttt
Mailing Address
GAY 5irp'q(t MP -:26
City State Zip
461-1901� 1/i,Ct-vie 4-t 3joiqcij-M'd.'G����Gpa�.
Phone E-mail Address
V. Will the permitted facility continue to conduct the same industrial activities conducted prior
to this ownership or name change?
[� Yes Aqt- Vj
e- a;� f jj� _j OvI LQ V^f`wj� 10 �;y1`ro�J
❑ No (please explain)
VI. Required Items: THIS APPLICATION WILL BE RETURNED UNPROCESSED IF ITEMS
ARE INCOMPLETE OR MISSING:
This completed application is required for both name change and/or ownership change
requests.
Legal documentation of the transfer .of ownership (such as relevant pages of a contract deed,
or a bill of sale) is required for an ownership change request. Articles of incorporation are
not sufficient for an ownership change.
The certifications below must be completed and signed by both the permit holder prior to the change, and
the new applicant in the case of an ownership change request. For a name change request, the signed
Applicant's Certification is sufficient.
PEIITEF CERTIFICATION (Permit holder prior to ownership change)
I, �� ^� , attest that this application for a name/ownership change has been reviewed and is accurate and
complete to the best of my knowledge. I understand that if all required parts of this application are not
completed and that if all requir d supporting information is not included, this application package will be
returne asinc e
Signature Date
APPLICANT CERTIFICATION
I,Vt �� 61; ai`test that this application for a name/ownership change has been reviewed and is accurate and
complete to the best of my knowledge. I understand that if all required parts of this application are not
completed and that if all required supporting information is not included, this application package will be
returned as incomplete
F13
Signature Date
PLEASE SEND THE COMPLETE APPLICATION PACKAGE TO:
Division of Energy, Mineral and Land Resources
Stormwater Permitting Program
1612 Mail Service Center
Raleigh, North Carolina 27699-1612
Revised Jan. 27, 2014

January 15, 2015
Division of Water Quality
NPDES 111nit
•
Raleigh, NC 27699
RE: Name and Owner Change from FCC Environmental, LLC to Heritage Crystal -Clean, LLC
UPULS # NLS 000390
As a result of the name change, Heritage Crystal -Clean, LLC will succeed to, and become the new
permittee under the NPDES #NCS000390 currently issued to FCC Environmental, LLC. I understand that
the permit will remain in effect and its status will not otherwise be affected by the name change, Please
notifv me at vour earliest oor)ortunitv if this is not the case. Thank vou for vour atteitiott to ffis reaup-st-
Regional Manager
Wea

The FCC Group is pleased to announce the sale ♦ FCC Environmental, LLC and International
Petroleum Corp. ♦' Delaware (the "Companies") to Heritage -Crystal Clean, one of the leading
providers of used oil collection. vacuum services. parts cleaning and containerized waste
business in the United States.
Heritage -Crystal Clean shares the Companies' commitment to providing the quality of service
you deserve and expect. Although there may be some changes, as the Companies and Heritage -
Crystal Clean re -align certain territories to consolidate customers and improve efficiencies, we
-xpect that this will be a seamless transition. We expect that many of the same employees that
service you i♦. will ♦r" to service you in the future.
X61 1141 $111-7902
gm=,
Iftigo S
Authorized Representative, FCC Group
Joseph •
Authorized Reprmntative,
Heritage -Crystal Clean

Heritage -Crystal Clean, LLC is a wholly owned subsidiary of Heritage -Crystal Clean, Inc. (NASDAQ: HCCI)
and is the operating company for all Heritage -Crystal Clean environmental services.
On October 16, 2014, Heritage -Crystal Clean, LLC purchased all membership interest (i.e., 100% stock
purchase) in FCC Environmental, LLC from Dedalo Patrimonial, S.L.0 and FCC Environmental, LLC became
a wholly owned subsidiary of Heritage -Crystal Clean, LLC. The terms of sale are found at the following
SEC link:
http://www.sec.gov/Arch ives/edgar/data/1403431/000140343114000036/0001403431-14-000036-
index.htm

EDGAR Filing Documents for 0001403431-14-000036
Page 1 of 1
Home I Latest Filings I Previous Page
Search the Next -Generation
EDGAR System
Filing Detail
SEC Home » Search the Next -Generation EDGAR System » Company Search » Current Page
Form 8-K - Current report
Filing Date
2014-10-16
Accepted
2014 10 16 I/.01.26
Documents
4
Document Format Files
Period of Report
2014-10-16
Filing Date Changed
2U14 10 16
Seq Description
1 8-K
2 STOCK PURCHASE AGREEMENT
3 FIRST AMENDMENT CREDIT FACILITY
4 SECOND AMENDMENT CREDIT FACILITY
Complete submission text file
SEC Accession No. 0001403431-14-000036
Items
Item 1.01: Entry into a
Material Definitive
Agrecirnwil.
Item 2.01: Completion of
Acquisition or
Disposition of Assets
Item 2.03: Creation of a
Direct Financial
Obligation or an
Obligation under an Off -
Balance Sheet
Arrangement of a
Registrant
Item 9.01: Financial
Statements and Exhibits
Document
Type
Size
a8-k.htm
8-K
35189
stockpurchaseagreement.htm
EX-10.1
525922
firstamendmentcreditfacili.htm
EX-10.2
127373
secondamendmentcreditagree.htm EX-10.3
402327
0001403431-14-000036.txt
1092137
Heritage -Crystal Clean, Inc. (Filer) CIK: 0001403431 Business Address
(see all company filings) 2175 POINT
BOULEVARD
IRS No.: 260351454 1 State of Incorp.: DE I Fiscal Year End: 0103 SUITE 375
Type: 8-K I Act: 34 1 File No.: 001-33987 1 Film No.: 141160111 ELGIN IL 60123
SIC: 4950 Sanitary Services 847-836-5670
Assistant Director 6
Mailing Address
2175 POINT
BOULEVARD
SUITE 375
ELGIN IL 60123
i
https:Hwww. sec.gov/Archives/edgar/data/ 1403431 /00014034311400003 6/0001403431-14-0... 8/3/2016

8-K
Page 1 of 6
8-K 1 a8-k.htm 8-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Dato of Ropoit (Datc of eailic5t went icpoit(.-d). Octobw 16, 2014
HERITAGE -CRYSTAL CLEAN, INC.
(Exact name of registrant as specified in its charter)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the
registrant under any of the following provisions:
❑ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
❑ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
❑ Pre -commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
❑ Pre -commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
https://www. sec.gov/Archives/edgar/data/1403431 /000140343114000036/a8-k.htm 8/3/2016

MR
Page 2 of 6
Forward Looking Statements
Certain statements in this report are forward -looking statements, which includes all statements other than those made
solely with respect to historical fact. These forward -looking statements are subject to risks, uncertainties, and assumptions
that could cause actual results to differ materially from our expectations. These statements can be identified by the fact
that they do not relate strictly to historical or current facts. They use words such as "aim," "anticipate," "believe," "could,"
"estimate," "expect," "intend," "may," "plan," "project," "should," "will be," "will continue," "will likely result," "would"
and other words and terms of similar meaning in conjunction with a discussion of future or estimated operating or
financial performance. You should read statements that contain these words carefully, because they discuss our future
expectations, contain projections of our future results of operations or of our financial position, or state other "forward -
looking" information. Forward -looking statements speak only as of the date of this report. Factors that could cause such
differences include those described in the section titled "Risk Factors" and elsewhere in our Annual Report on Form 10-K
for fiscal 2013 filed with the SEC on March 3, 2014. These risks, uncertainties, and other important factors include,
among others our ability to integrate the acquisition as contemplated; our ability to achieve the synergies contemplated
with respect to the acquisition; our ability to pay our debt when due and comply with our bank covenants. Except as
required under federal securities laws and the rules and regulations of the SFC, we do not have any intention,_ and do not
undertake, to update any forward -looking statements to reflect events or circumstances arising after the date of this report,
whether as a result of new information, future events or other wise. As a result of these risks and uncertainties, readers are
cautioned not to place undue reliance on the forward -looking statements included in this report or that may be made
elsewhere from time to time by, or on behalf of, us. All forward -looking statements attributable to us are expressly
qualified by these cautiotiaiy stateineuts.
Item 1.01 Entry into a Material Definitive Agreement
On October 16, 2014, Heritage -Crystal Clean, Inc., ("the Company"), through its wholly owned subsidiary Heritage -
Crystal Clean, LLC, purchased the outstanding stock of FCC Environmental LLC, a Delaware limited liability company,
and International Petroleum Corp. of Delaware, a Delaware corporation (together, "FCC Environmental"), pursuant to a
Stock Purchase Agreement (the "Agreement") dated October 16, 2014 between the Company and Dedalo Patrimonial
S.L.U. (the "Seller") for $90.0 million in cash subject to various adjustments such as a working capital adjustment and
Seller indemnification obligations.
FCC Environmental is an environmental services provider and a significant collector of used oil in the United States
and operates 34 facilities in the eastern half of the United States.
FCC Environmental has made customary representations and warranties in the Merger Agreement, including, among
others, representations and warranties as to the organization of itself and its subsidiaries; authorization and approval of the
Agreement; governmental filings and no conflicts; FCC Environmental's capital structure; litigation; real property;
material contracts; financial statements, indebtedness and absence of undisclosed liabilities; intellectual property; tax
matters; compliance with laws; environmental matters; labor and employment matters; absence of certain changes;
employee benefits matters; transaction expenses; affiliate contracts; inventory; receivables; and product warranties. The
Company has also made customary representations and warranties in the Agreement as to its organization; authorization
and approval of the Agreement; governmental filings and no conflicts; litigation; transaction expenses and sufficiency of
funds.
The representations, warranties, and covenants contained in the Agreement are made only for purposes of the
Agreement and are made as of specific dates; are solely for the benefit of the parties to the Agreement (except as
specifically set forth therein); may be subject to qualifications and limitations agreed upon by the parties in connection
with negotiating the terms of the Agreement, including being qualified by confidential disclosures made for the purpose of
allocating contractual risk between the parties, instead of establishing matters as facts; and may be subject to standards of
materiality and knowledge applicable to the contracting parties that differ from those applicable to investors or security
holders. Investors and security holders should not rely on the representations, warranties, and covenants or any description
thereof as characterizations of the actual state of facts or condition of FCC Environmental or the Company. Moreover,
information concerning the subject matter of the representations, warranties, and covenants may change after the date of
the Agreement, which subsequent information may or may not be fully reflected in public disclosures.
https://www.sec.gov/Archives/edgar/data/1403431/000140343114000036/a8-k.htm 8/3/2016

8-K
Page 3 of 6
A copy of the Agreement is filed as Exhibit 10.1 to this report and is incorporated herein by reference. The foregoing
summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the exhibit,
which you are encouraged to read. Pursuant to Item 601(b) of Regulation S-K, Exhibits and Schedules have been omitted
from the Exhibit. The registrant will furnish a copy of any omitted Exhibit and Schedule to the Securities and Exchange
Commission upon request.
https://www. sec.gov/Archives/edgar/data/ 1403431 /000140343114000036/a8-k.htm 8/3/2016

8-K
Page 4 of 6
Amendment to Credit Agreement
On October 16, 2014, Heritage -Crystal Clean, LLC (the "Borrower"), entered into a First and Second Amendment
(the "First Amendment" and "Second Amendment", respectively, and collectively, the "Amendments") to its Amended
and Restated Credit Agreement with Bank of America, N.A dated February 5, 2013 (the "Credit Agreement"). The
Amendments are attached as Exhibit 10.2 and Exhibit 10.3 to this Form 8-K and are incorporated herein by reference. The
summary below of the Amendments does not purport to be complete and is qualified in its entirety by reference to the
exhibits, which you are encouraged to read.
The Amendments provide for borrowings of up to $140.0 million, of which $80.0 million is available in the form of
Term A loans. The Term A loans will mature on February 5, 2018. The remaining portion of the available borrowings is
available in the form of a Revolving Loan. Loans made under the Credit Agreement, as amended, may be Base Rate Loans
or LIBOR Rate Loans, at the election of the Borrower subject to certain exceptions. Base Rate Loans have an interest rate
equal to (i) the highest of (a) the federal funds rate plus 1/2 of 1%, (b) the British Bankers Association LIBOR rate plus
1 %, or (c) Bank of America's prime rate, plus (ii) a variable margin of between 1.0% and 2.0% depending on the
Company's total leverage ratio, calculated on a consolidated basis 14BO R rate loans have an interest rate equal to the (i)
British Bankers Association LIBOR Rate plus (ii) a variable margin of between 2.01,,o and 3.011% depending on the
Company's total leverage ratio. Amounts borrowed under the Credit Agreement aie secured by a security interest in
substantially all of the Company's tangible and intangible assets.
As of the Effective date of October 16, 2014, the effective interest rate on the Term A loans was 3.15% and the
effective rate on the revolving loan was 5.25%.
The Credit Agreement, as amended by the Amendments, contains customary terms and provisions (including
representations, covenants, and conditions) for transactions of this type. Certain covenants, among other things, restrict the
Company's and its Subsidiaries' ability to incur indebtedness, grant liens, make investments and sell assets. The Credit
Agreement, as amended by the amendments, contains customary events of default, covenants and representations and
warranties. Financial covenants include:
An interest coverage ratio (based on interest expense and EBITDA) of at least 3.5 to 1.0;
A total leverage ratio no greater than 4.0 to 1.0 through fiscal 2014, no greater than 3.75 to 1.0 in the first quarter
of fiscal 2015, no greater than 3.5 to 1.0 for the second quarter of fiscal 2015, no greater than 3.25 to 1.0 for
the third quarter of fiscal 2015, and no greater than 3.0 to 1.0 thereafter; and
A capital expenditures covenant limiting capital expenditures to $22.0 million in fiscal 2014 and $15.0 million in
each fiscal year thereafter. Under the Second Amendment, the Company is restricted from making capital
expenditures for the expansion of the Company's used oil re -refinery to 75 million gallons of nameplate
capacity until October 16, 2015, unless the Company raises funds to continue the expansion through an
equity offering.
The Credit Agreement places certain limitations on acquisitions and includes a prohibition on the payment of
dividends.
As of the Effective Date the Company had borrowed $80.0 million under the Credit Agreement in the form of a Term
A Loan. The actual amount available under the revolving loan portion of the Credit Agreement is limited by the
Company's total leverage ratio. As of the Effective Date the Company had $12.0 million outstanding under the revolving
loan portion of the Credit Agreement.
Item 2.01 Completion of Acquisition or Disposition of Assets
The information provided in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into
this Item 2.01.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off -Balance Sheet Arrangement of a
Registrant
https://www. see.gov/Archives/edgar/data/ 1403431 /00014034311400003 6/a8-k.htm 8/3/2016

8-K
Page 5 of 6
The information provided in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into
this Item 2.03.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired
https://www.see.gov/Archives/edgar/data/1403431/000140343114000036/a8-k.htm 8/3/2016

8-K Page 6 of 6
In accordance with Item 9(a)(4) of Form 8-K, we will file such financial statements by amendment not later than
December 30, 2014.
(b) Pro Forma Financial Information
In accordance with Item 9(b)(2) of Form 8-K, we will file such financial statements by amendment not later than
December 30, 2014.
Exhibit Number Description
Stock Purchase Agreement by and among Heritage -Crystal Clean, LLC, an Indiana limited liability
Exhibit 10.1 company, as buyer, and Dedalo Patrimonial S.L.U., a sociedad limitada unipersonal formed under the
laws of the Kingdom of Spain, as seller, and Fomento de Construcciones y Contratas, S.A., solely for
purposes of Section 5.5 and Article 7*
Fitst Amendir►enl to the Amended and Restated Credit Agieeinenl ([he "Agreement') dated as of
Exhibit 10.2 October 16, 2014 by and between Heritage -Crystal Clean LLC and Bank of America N.A., as
Administrative Agent, Swing Line Lender, and L/C Issuer and the other lenders who are identified
therein.
Second Amendment to Amended and Restated Credit Agreement (the "Agreement") dated as of
Exhibit 10.3 October 16, 2014 by and between Heritage -Crystal Clean LLC and Bank of America N.A., as
Administrative Agent, Swing Line Lender, and L/C Issuer and the other lenders who are identified
therein.
*Pursuant to Item 601(b) of Regulation S-K, Exhibits and Schedules have been omitted from this Agreement. The
registrant will furnish a copy of any omitted Exhibit and Schedule to the Securities and Exchange Commission upon
request.
SIGNATURE
Pursuant to the requirements of the Securities Exchange act of 1934, as amended, the Registrant has duly caused this
Report to be signed on its behalf by the undersigned, thereunto duly authorized.
IIERITAGE-CRYSTAL CLEAN, INC.
Date: October 16, 2014 By: /s/ Mark DeVita
Title: Chief Financial Officer
https://www. sec.gov/Archives/edgar/data/ 1403431 /00014034311400003 6/a8-k.htm 8/3/2016