|
If you have questions or need assistance in voting your shares, please contact:
1407 Broadway, 27th Floor New York, New York 10018
(212) 929-5500 or Call Toll-Free
(800) 322-2885 Email: proxy@mackenziepartners.com
|
Additional Information and Where to Find It
This communication may be deemed to be solicitation material in respect of the transaction contemplated by the Merger Agreement (the proposed
merger). In connection with the proposed merger, HCCI filed with the U.S. Securities and Exchange Commission (the SEC) a definitive proxy statement (the Proxy Statement) on Schedule 14A on August 31, 2023. HCCI has
mailed the Proxy Statement and a proxy card to each stockholder entitled to vote at the special meeting relating to the proposed merger. This communication is not a substitute for the Proxy Statement or any other document that HCCI may file with the
SEC or send to its stockholders in connection with the proposed merger. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND STOCKHOLDERS OF HCCI ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH THE SEC, INCLUDING THE PROXY STATEMENT, BECAUSE THEY
CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Investors and security holders are or will be able to obtain the documents (if and when available) free of charge at the SECs website at www.sec.gov, or free of charge
from HCCI by directing a request to Mark DeVita, EVP & CFO, at mark.devita@crystal-clean.com.
Forward-Looking Statements
This communication contains forward-looking statements. Forward-looking statements include, without limitation, projections, predictions, expectations, or
beliefs about future events or results and are not statements of historical fact. Such statements may include statements regarding the completion of the proposed merger and the expected timing of the completion of the proposed merger, the management
of HCCI upon completion of the proposed merger and HCCIs plans upon completion of the proposed merger. Such forward-looking statements are based on various assumptions as of the time they are made, and are inherently subject to known and
unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.
Forward-looking statements are often accompanied by words that convey projected future events or outcomes such as expect, believe, estimate, plan, project, anticipate,
intend, will, may, view, opportunity, potential, or words of similar meaning or other statements concerning opinions or judgment of HCCI or its management about future events.
There can be no assurance that actual results, performance, or achievements of HCCI will not differ materially from any projected future results, performance or achievements expressed or implied by such forward-looking statements. Actual future
results, performance or achievements may differ materially from historical results or those anticipated depending on a variety of factors, some of which are beyond the control of HCCI, including, but not limited to: the occurrence of any event,
change or other circumstances that could give rise to the termination of the Merger Agreement; the inability to complete the proposed merger due to the failure to obtain stockholder approval for the proposed merger or the failure to satisfy other
conditions to completion of the proposed merger; risks related to disruption of managements attention from HCCIs ongoing business operations due to the proposed merger; unexpected costs, charges or expenses resulting from the proposed
merger; HCCIs ability to retain and hire key personnel in light of the proposed merger; certain restrictions during the pendency of the proposed merger that may impact HCCIs ability to pursue certain business opportunities or strategic
transactions; the ability of the buyer to obtain the necessary financing arrangements set forth in the commitment letters received in connection with the proposed merger; potential litigation relating to the proposed merger that could be instituted
against the parties to the Merger Agreement or their respective directors, managers or officers, including the effects of any outcomes related thereto; the effect of the announcement of the proposed merger on HCCIs relationships with its
customers, operating results and business generally; and the risk that the proposed merger will not be consummated in a timely manner, if at all. HCCI refers you to the Risk Factors and Managements Discussion and Analysis of
Financial Condition and Results of Operations sections of HCCIs Form 10-K for the fiscal year ended December 31, 2022, and comparable sections of HCCIs Quarterly Reports on Form 10-Q and other filings, which have been filed with
the SEC and are available on the SECs website at www.sec.gov. All of the forward-looking statements made in this Current Report on Form 8-K are expressly qualified by the cautionary statements contained or referred to herein. The actual
results or developments anticipated may not be realized or, even if substantially realized, they may not have the expected consequences to or effects on HCCI or its business or operations. Readers are cautioned not to rely on the forward-looking
statements contained in this Current Report on Form 8-K. Forward-looking statements speak only as of the date they are made and HCCI does not undertake any obligation to update, revise or clarify these forward-looking statements, whether as a result
of new information, future events or otherwise.