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US Ecology Completes Merger With NRC Group, Creating A Nationwide Leader In Industrial And Hazardous Waste Management Services

Posted November 4, 2019 by

NEWS RELEASE
For Immediate Release
Contact: Alison Ziegler, Darrow Associates (201) 220-2678 aziegler@darrowir.com www.usecology.com

US ECOLOGY COMPLETES MERGER WITH NRC GROUP, CREATING A NATIONWIDE LEADER IN INDUSTRIAL AND
HAZARDOUS WASTE MANAGEMENT SERVICES

Boise, Idaho – November 1, 2019 – US Ecology, Inc. (NASDAQ-GS: ECOL) (the “Company” or “US
Ecology”) today announced the completion of its previously announced merger with NRC Group Holdings
Corp. (“NRC Group” or “NRC”), a national leader in comprehensive environmental, compliance and
waste management services to the marine and rail transportation, general industrial and energy
industries in an all-stock transaction.

Jeffrey R. Feeler, President, Chief Executive Officer and Chairman of the Board of Directors,
commented, “NRC brings highly complementary services and customers to US Ecology through its
substantial nationwide service network, creates a leadership position in standby and emergency
response services, expands the scale of key service verticals to drive volume to US Ecology’s fixed
facilities while adding specialty waste landfill disposal capabilities focused on oil and gas
exploration. We believe the combination creates a true leader in industrial waste management and
environmental services that will harness the experience and expertise of each organization to
enhance our competitive position, create cross-selling opportunities and operational
efficiencies and provide compelling long-term value to both our customers and stockholders.”

MERGER DETAILS
Beginning today, the combined company, which will retain the US Ecology name, will start trading on
the Nasdaq Global Select Market under the ticker ECOL. Shares of NRC Group ceased trading at the
close of the NYSE American Exchange on October 31, 2019.

Pursuant to the merger agreement, US Ecology stockholders received a fixed exchange ratio of 1.00
share of new US Ecology for each share held and NRC Group stockholders received a fixed exchange
ratio of 0.196 shares of new US Ecology for each NRC share held. In addition, each share of NRC’s
7.00% Series A Convertible Cumulative Preferred Stock has been converted into approximately 1.8
common shares of the new US Ecology. As a result, US Ecology stockholders own approximately 70% of
the combined company and NRC stockholders own approximately 30% on a fully diluted basis.

Additionally, NRC’s 19.249 million outstanding warrants were converted to 3.773 million warrants to
purchase common stock of US Ecology, with a strike price of $58.67 each and expiration in October
2023. These warrants will trade under the ticker ECOLW on the Nasdaq Global Select Market starting
on November 1, 2019.

ABOUT US ECOLOGY, INC.

US Ecology, Inc. is a leading provider of environmental services to commercial and government
entities. The company addresses the complex waste management and response needs of its customers,
offering treatment, disposal and recycling of hazardous, non- hazardous and radioactive waste,
leading emergency response and standby services, and a wide range of complementary field and
industrial services. US Ecology’s focus on safety, environmental compliance and
best-in-class customer service enables us to effectively meet the needs of US Ecology’s
customers and to build long lasting relationships. US Ecology has been protecting the environment
since 1952. For more information, visit www.usecology.com.

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