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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Casella Waste Systems Inc | NASDAQ:CWST | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 97.61 | 93.71 | 155.19 | 0 | 09:09:44 |
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x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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03-0338873
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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25 Greens Hill Lane, Rutland, VT
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05701
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(Address of principal executive offices)
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(Zip Code)
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Title of each class
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Name of each exchange on which registered
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Class A common stock, $.01 per share par value
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The NASDAQ Stock Market LLC
(NASDAQ Global Select Market)
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Large accelerated filer
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¨
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Accelerated filer
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x
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging growth company
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¨
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ITEM 1.
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ITEM 1A.
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ITEM 1B.
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ITEM 2.
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ITEM 3.
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ITEM 4.
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ITEM 5.
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ITEM 6.
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ITEM 7.
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ITEM 7A.
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ITEM 8.
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ITEM 9.
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ITEM 9A.
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ITEM 10.
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ITEM 11.
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ITEM 12.
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ITEM 13.
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ITEM 14.
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ITEM 15.
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ITEM 16.
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•
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expected liquidity and financing plans;
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•
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expected future revenues, operations, expenditures and cash needs;
|
•
|
fluctuations in the commodity pricing of our recyclables, increases in landfill tipping fees and fuel costs and general economic and weather conditions;
|
•
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projected future obligations related to final capping, closure and post-closure costs of our existing landfills and any disposal facilities which we may own or operate in the future;
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•
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our ability to use our net operating losses and tax positions;
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•
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our ability to service our debt obligations;
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•
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the projected development of additional disposal capacity or expectations regarding permits for existing capacity;
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•
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the recoverability or impairment of any of our assets or goodwill;
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•
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estimates of the potential markets for our products and services, including the anticipated drivers for future growth;
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•
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sales and marketing plans or price and volume assumptions;
|
•
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the outcome of any legal or regulatory matter;
|
•
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potential business combinations or divestitures; and
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•
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projected improvements to our infrastructure and the impact of such improvements on our business and operations.
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Term
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Financial Reporting Period
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fiscal year 2018
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January 1, 2018 through December 31, 2018
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fiscal year 2017
|
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January 1, 2017 through December 31, 2017
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fiscal year 2016
|
|
January 1, 2016 through December 31, 2016
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fiscal year 2015
|
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January 1, 2015 through December 31, 2015
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transition period 2014
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May 1, 2014 through December 31, 2014
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fiscal year 2014
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May 1, 2013 through April 30, 2014
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•
|
On October 17, 2016, we completed the refinancing of our 7.75% senior subordinated notes due February 2019 (“2019 Notes”) and our senior secured asset-based revolving credit and letter of credit facility due February 2020 with our new term loan B facility in the amount of $350.0 million (“Term Loan B Facility”) and a revolving line of credit facility in the amount of $160.0 million (“Revolving Credit Facility” and, together with the Term Loan B Facility, the "Credit Facility"). This refinancing saved us approximately $11.0 million of annual cash interest expense, moved out debt maturities, and increased our financial flexibility.
|
•
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On April 18, 2017, we completed the repricing of our Term Loan B Facility and reduced the applicable interest rate margin by 25 basis points for both LIBOR and base borrowings. This repricing saved us approximately an additional $0.9 million of annual cash interest expense.
|
•
|
As of December 31, 2017, our consolidated net leverage ratio, as measured by our Credit Facility, dropped below 3.75x, and as such the applicable interest rate margin for our Term Loan B Facility dropped by another 25 basis points for both LIBOR and base borrowings. This interest rate step-down is expected to save us approximately an additional $0.9 million of annual cash interest expense.
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Fiscal Year 2017
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Fiscal Year 2016
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Fiscal Year 2015
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|||||||||||||||||||||
|
Estimated
Remaining
Permitted
Capacity
(1)
|
|
Estimated
Additional
Permittable
Capacity
(1)(2)
|
|
Estimated
Total
Capacity
|
|
Estimated
Remaining
Permitted
Capacity
(1)
|
|
Estimated
Additional
Permittable
Capacity
(1)(2)
|
|
Estimated
Total
Capacity
|
|
Estimated
Remaining
Permitted
Capacity
(1)
|
|
Estimated
Additional
Permittable
Capacity
(1)(2)
|
|
Estimated
Total
Capacity
|
|||||||||
Balance, beginning of year
|
31,022
|
|
|
59,089
|
|
|
90,111
|
|
|
23,208
|
|
|
74,443
|
|
|
97,651
|
|
|
26,456
|
|
|
76,547
|
|
|
103,003
|
|
New expansions pursued (3)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,366
|
|
|
1,366
|
|
Permits granted (4)
|
9,273
|
|
|
(9,273
|
)
|
|
—
|
|
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11,859
|
|
|
(11,859
|
)
|
|
—
|
|
|
—
|
|
|
—
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|
|
—
|
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Airspace consumed
|
(3,958
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)
|
|
—
|
|
|
(3,958
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)
|
|
(3,899
|
)
|
|
—
|
|
|
(3,899
|
)
|
|
(3,793
|
)
|
|
—
|
|
|
(3,793
|
)
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Changes in engineering estimates (5)
|
(178
|
)
|
|
(3,515
|
)
|
|
(3,693
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)
|
|
(146
|
)
|
|
(3,495
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)
|
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(3,641
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)
|
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545
|
|
|
(3,470
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)
|
|
(2,925
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)
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Balance, end of year
|
36,159
|
|
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46,301
|
|
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82,460
|
|
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31,022
|
|
|
59,089
|
|
|
90,111
|
|
|
23,208
|
|
|
74,443
|
|
|
97,651
|
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(1)
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We convert estimated remaining permitted capacity and estimated additional permittable capacity from cubic yards to tons generally by assuming a compaction factor derived from historical average compaction factors, with modification for future anticipated changes. In addition to a total capacity limit, certain permits place a daily and/or annual limit on capacity.
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(2)
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Represents capacity which we have determined to be “permittable” in accordance with the following criteria: (i) we control the land on which the expansion is sought; (ii) all technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained; (iii) we have not identified any legal or political impediments which we believe will not be resolved in our favor; (iv) we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and (v) senior management has approved the project.
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(3)
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The change in new expansions pursued in fiscal year 2015 relates to the determination of additional permittable airspace at the Subtitle D landfill located in Southbridge, Massachusetts ("Southbridge Landfill") and the Subtitle D landfill located in Bethlehem, New Hampshire ("NCES Landfill") in our Eastern region.
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(4)
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The increase in remaining permitted airspace capacity in fiscal year 2017 was the result of a permit received at the Subtitle D landfill located in West Old Town, Maine ("Juniper Ridge Landfill") in our Eastern region. The increase in remaining permitted airspace capacity in fiscal year 2016 was a result of the receipt of expansion permits at the Subtitle D landfill located in Seneca, New York ("Ontario County Landfill") and the Subtitle D Landfill located in Chemung, New York ("Chemung County Landfill") in our Western region.
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(5)
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The variation in changes in airspace capacity associated with engineering estimates are primarily the result of changes in compaction at our landfills and estimated airspace changes associated with design changes at certain of our landfills, which in fiscal year 2017 includes the impact associated with the decision to close our Southbridge Landfill.
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Eastern
Region
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Western
Region
|
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Recycling
|
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Other
|
|
|
|
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|
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Revenues (in millions)
|
$181.2
|
|
$250.8
|
|
$62.3
|
|
$105.1
|
Properties:
|
|
|
|
|
|
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Solid waste collection facilities
|
14
|
|
18
|
|
—
|
|
—
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Transfer stations
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18
|
|
29
|
|
—
|
|
—
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Recycling facilities
|
3
|
|
4
|
|
9
|
|
2
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Subtitle D landfills
|
3
|
|
6
|
|
—
|
|
—
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C&D landfills
|
—
|
|
1
|
|
—
|
|
—
|
•
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the volume of waste relating to C&D activities decreases substantially during the winter months in the northeastern United States; and
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•
|
decreased tourism in Vermont, New Hampshire, Maine and eastern New York during the winter months tends to lower the volume of waste generated by commercial and restaurant customers, which is partially offset by increased volume from the ski industry.
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Name
|
|
Age
|
|
Position
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John W. Casella
|
|
67
|
|
Chairman of the Board of Directors, Chief Executive Officer and Secretary
|
Edwin D. Johnson
|
|
61
|
|
President and Chief Operating Officer
|
Edmond “Ned” R. Coletta
|
|
42
|
|
Senior Vice President and Chief Financial Officer
|
Christopher B. Heald
|
|
53
|
|
Vice President and Chief Accounting Officer
|
David L. Schmitt
|
|
67
|
|
Senior Vice President and General Counsel
|
•
|
the volume of waste relating to C&D activities decreases substantially during the winter months in the northeastern United States; and
|
•
|
decreased tourism in Vermont, Maine and eastern New York during the winter months tends to lower the volume of solid waste generated by commercial and restaurant customers, which is partially offset by increased volume from the ski industry.
|
•
|
requires us to dedicate a substantial portion of any cash flow from operations to the payment of interest and principal due under our debt, which reduces funds available for other business purposes, including capital expenditures and acquisitions;
|
•
|
places us at a competitive disadvantage compared with some of our competitors that may have less debt and better access to capital resources; and
|
•
|
limits our ability to obtain additional financing required to fund working capital and capital expenditures and for other general corporate purposes, but does allow us to increase the amount of our debt substantially subject to the conditions in the Credit Facility.
|
•
|
minimum consolidated EBITDA to consolidated cash interest charges ratio; and
|
•
|
maximum consolidated funded debt (net of up to an agreed amount of cash and cash equivalents) to consolidated EBITDA ratio.
|
|
|
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||||
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Fiscal Year Ended
December 31, |
||||||
|
2017
|
|
2016
|
||||
Beginning balance
|
$
|
—
|
|
|
$
|
—
|
|
Accretion expense
|
0.1
|
|
|
—
|
|
||
Obligations incurred
|
6.3
|
|
|
—
|
|
||
Obligations settled (1)
|
(0.5
|
)
|
|
—
|
|
||
Ending balance
|
$
|
5.9
|
|
|
$
|
—
|
|
(1)
|
Includes amounts that are being processed through accounts payable as a part of our disbursements cycle.
|
Period
|
|
High
|
|
Low
|
||||
Fiscal Year Ended December 31, 2016
|
|
|
|
|
||||
First quarter
|
|
$
|
6.98
|
|
|
$
|
4.97
|
|
Second quarter
|
|
$
|
7.90
|
|
|
$
|
6.31
|
|
Third quarter
|
|
$
|
10.39
|
|
|
$
|
7.76
|
|
Fourth quarter
|
|
$
|
13.41
|
|
|
$
|
10.28
|
|
Fiscal Year Ended December 31, 2017
|
|
|
|
|
||||
First quarter
|
|
$
|
14.23
|
|
|
$
|
11.15
|
|
Second quarter
|
|
$
|
16.95
|
|
|
$
|
13.32
|
|
Third quarter
|
|
$
|
19.13
|
|
|
$
|
15.20
|
|
Fourth quarter
|
|
$
|
23.20
|
|
|
$
|
16.64
|
|
|
April 30, 2012
|
|
April 30, 2013
|
|
April 30, 2014
|
|
December 31, 2014
|
|
December 31, 2015
|
|
December 31, 2016
|
|
December 31, 2017
|
||||||||||||||
Casella Waste Systems, Inc.
|
$
|
100.00
|
|
|
$
|
72.31
|
|
|
$
|
84.58
|
|
|
$
|
67.00
|
|
|
$
|
99.17
|
|
|
$
|
205.80
|
|
|
$
|
381.76
|
|
Russell 2000
|
$
|
100.00
|
|
|
$
|
117.69
|
|
|
$
|
141.82
|
|
|
$
|
153.05
|
|
|
$
|
146.29
|
|
|
$
|
177.47
|
|
|
$
|
203.46
|
|
Peer Group (1)
|
$
|
100.00
|
|
|
$
|
124.87
|
|
|
$
|
136.14
|
|
|
$
|
161.63
|
|
|
$
|
168.98
|
|
|
$
|
228.63
|
|
|
$
|
287.29
|
|
(1)
|
The Peer Group is comprised of Waste Connections Inc., Covanta Holding Corp., Waste Management, Inc. and Republic Services, Inc.
|
|
Fiscal Year Ended
December 31, |
|
Eight Months
Ended December 31, 2014 |
|
Fiscal Year Ended
April 30, |
||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
|
2014
|
|
2013
|
|||||||||||||
|
(in thousands, except per share data)
|
||||||||||||||||||||||
Statement of Operations Data:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Revenues
|
$
|
599,309
|
|
|
$
|
565,030
|
|
|
$
|
546,500
|
|
|
$
|
368,374
|
|
|
$
|
497,633
|
|
|
$
|
455,335
|
|
Cost of operations
|
405,188
|
|
|
381,973
|
|
|
382,615
|
|
|
258,650
|
|
|
354,592
|
|
|
323,014
|
|
||||||
General and administration
|
79,243
|
|
|
75,356
|
|
|
72,892
|
|
|
45,732
|
|
|
61,865
|
|
|
58,205
|
|
||||||
Depreciation and amortization
|
62,102
|
|
|
61,856
|
|
|
62,704
|
|
|
41,485
|
|
|
60,339
|
|
|
56,576
|
|
||||||
Southbridge Landfill closure charge
|
65,183
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Expense from divestiture, acquisition and financing costs
|
176
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
144
|
|
|
1,410
|
|
||||||
Environmental remediation charge
|
—
|
|
|
900
|
|
|
—
|
|
|
950
|
|
|
400
|
|
|
—
|
|
||||||
Contract settlement charge
|
—
|
|
|
—
|
|
|
1,940
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Divestiture transactions
|
—
|
|
|
—
|
|
|
(5,517
|
)
|
|
(553
|
)
|
|
7,455
|
|
|
—
|
|
||||||
Development project charge
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,394
|
|
|
—
|
|
||||||
Severance and reorganization costs
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
586
|
|
|
3,709
|
|
||||||
Gain on settlement of acquisition related contingent consideration
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,058
|
)
|
|
—
|
|
||||||
Operating (loss) income
|
(12,583
|
)
|
|
44,945
|
|
|
31,866
|
|
|
22,110
|
|
|
11,916
|
|
|
12,421
|
|
||||||
Interest expense, net
|
24,887
|
|
|
38,652
|
|
|
40,090
|
|
|
25,392
|
|
|
37,863
|
|
|
41,429
|
|
||||||
Other (income) expense, net
|
(418
|
)
|
|
12,657
|
|
|
2,206
|
|
|
1,825
|
|
|
(436
|
)
|
|
23,501
|
|
||||||
Loss from continuing operations before income taxes and discontinued operations
|
(37,052
|
)
|
|
(6,364
|
)
|
|
(10,430
|
)
|
|
(5,107
|
)
|
|
(25,511
|
)
|
|
(52,509
|
)
|
||||||
(Benefit) provision for income taxes
|
(15,253
|
)
|
|
494
|
|
|
1,351
|
|
|
703
|
|
|
1,799
|
|
|
(2,526
|
)
|
||||||
Loss from continuing operations before discontinued operations
|
(21,799
|
)
|
|
(6,858
|
)
|
|
(11,781
|
)
|
|
(5,810
|
)
|
|
(27,310
|
)
|
|
(49,983
|
)
|
||||||
Income (loss) from discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
284
|
|
|
(4,480
|
)
|
||||||
Loss on disposal of discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(378
|
)
|
|
—
|
|
||||||
Net loss
|
(21,799
|
)
|
|
(6,858
|
)
|
|
(11,781
|
)
|
|
(5,810
|
)
|
|
(27,404
|
)
|
|
(54,463
|
)
|
||||||
Less: Net (loss) income attributable to noncontrolling interests
|
—
|
|
|
(9
|
)
|
|
1,188
|
|
|
208
|
|
|
(4,309
|
)
|
|
(321
|
)
|
||||||
Net loss attributable to common stockholders
|
$
|
(21,799
|
)
|
|
$
|
(6,849
|
)
|
|
$
|
(12,969
|
)
|
|
$
|
(6,018
|
)
|
|
$
|
(23,095
|
)
|
|
$
|
(54,142
|
)
|
Basic and diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Weighted average common shares outstanding
|
41,846
|
|
|
41,233
|
|
|
40,642
|
|
|
40,262
|
|
|
39,820
|
|
|
34,015
|
|
||||||
Net loss per common share (1)
|
$
|
(0.52
|
)
|
|
$
|
(0.17
|
)
|
|
$
|
(0.32
|
)
|
|
$
|
(0.15
|
)
|
|
$
|
(0.58
|
)
|
|
$
|
(1.59
|
)
|
|
Fiscal Year Ended
December 31, |
|
Eight Months
Ended December 31, 2014 |
|
Fiscal Year Ended
April 30, |
||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
|
2014
|
|
2013
|
|||||||||||||
|
(in thousands, except per share data)
|
||||||||||||||||||||||
Other Data:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Capital expenditures
|
$
|
64,862
|
|
|
$
|
54,238
|
|
|
$
|
49,995
|
|
|
$
|
55,061
|
|
|
$
|
45,959
|
|
|
$
|
55,027
|
|
Cash flows provided by operating activities
|
$
|
107,538
|
|
|
$
|
80,434
|
|
|
$
|
70,507
|
|
|
$
|
38,286
|
|
|
$
|
49,642
|
|
|
$
|
43,906
|
|
Cash flows used in investing activities
|
$
|
(76,447
|
)
|
|
$
|
(62,964
|
)
|
|
$
|
(48,784
|
)
|
|
$
|
(59,697
|
)
|
|
$
|
(57,910
|
)
|
|
$
|
(89,455
|
)
|
Cash flows (used in) provided by financing activities
|
$
|
(31,640
|
)
|
|
$
|
(17,238
|
)
|
|
$
|
(21,616
|
)
|
|
$
|
19,322
|
|
|
$
|
9,008
|
|
|
$
|
44,947
|
|
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Cash and cash equivalents
|
$
|
1,995
|
|
|
$
|
2,544
|
|
|
$
|
2,312
|
|
|
$
|
2,205
|
|
|
$
|
2,464
|
|
|
$
|
1,755
|
|
Working capital, net (2)
|
$
|
(6,184
|
)
|
|
$
|
(6,382
|
)
|
|
$
|
(10,990
|
)
|
|
$
|
(9,968
|
)
|
|
$
|
(21,405
|
)
|
|
$
|
(25,308
|
)
|
Property, plant and equipment, net
|
$
|
361,547
|
|
|
$
|
398,466
|
|
|
$
|
402,252
|
|
|
$
|
414,542
|
|
|
$
|
403,424
|
|
|
$
|
422,502
|
|
Goodwill
|
$
|
122,605
|
|
|
$
|
119,899
|
|
|
$
|
118,976
|
|
|
$
|
119,170
|
|
|
$
|
119,139
|
|
|
$
|
115,928
|
|
Total assets
|
$
|
614,949
|
|
|
$
|
631,512
|
|
|
$
|
633,669
|
|
|
$
|
658,198
|
|
|
$
|
638,285
|
|
|
$
|
649,154
|
|
Long-term debt and capital leases, less current maturities
|
$
|
477,576
|
|
|
$
|
503,961
|
|
|
$
|
505,985
|
|
|
$
|
522,458
|
|
|
$
|
495,522
|
|
|
$
|
481,022
|
|
Total stockholders’ (deficit) equity
|
$
|
(37,862
|
)
|
|
$
|
(24,550
|
)
|
|
$
|
(21,597
|
)
|
|
$
|
(12,020
|
)
|
|
$
|
(8,537
|
)
|
|
$
|
15,451
|
|
(1)
|
Computed as described in Note 3,
Summary of Significant Accounting Policies
to the consolidated financial statements included in Item 8 of this Annual Report on Form 10-K.
|
(2)
|
Working capital, net is defined as current assets, excluding cash and cash equivalents, minus current liabilities.
|
|
Fiscal Year Ended
December 31, |
|
$
Change |
|
Fiscal Year Ended
December 31, |
|
$
Change |
||||||||||||||||
|
2017
|
|
2016
|
|
2016
|
|
2015
|
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Collection
|
$
|
263.7
|
|
|
$
|
249.6
|
|
|
$
|
14.1
|
|
|
$
|
249.6
|
|
|
$
|
238.3
|
|
|
$
|
11.3
|
|
Disposal
|
160.1
|
|
|
154.2
|
|
|
5.9
|
|
|
154.2
|
|
|
156.5
|
|
|
(2.3
|
)
|
||||||
Power
|
5.4
|
|
|
5.9
|
|
|
(0.5
|
)
|
|
5.9
|
|
|
6.8
|
|
|
(0.9
|
)
|
||||||
Processing
|
7.9
|
|
|
6.4
|
|
|
1.5
|
|
|
6.4
|
|
|
6.1
|
|
|
0.3
|
|
||||||
Solid waste
|
437.1
|
|
|
416.1
|
|
|
21.0
|
|
|
416.1
|
|
|
407.7
|
|
|
8.4
|
|
||||||
Organics
|
39.8
|
|
|
41.5
|
|
|
(1.7
|
)
|
|
41.5
|
|
|
39.1
|
|
|
2.4
|
|
||||||
Customer solutions
|
60.1
|
|
|
54.5
|
|
|
5.6
|
|
|
54.5
|
|
|
53.4
|
|
|
1.1
|
|
||||||
Recycling
|
62.3
|
|
|
52.9
|
|
|
9.4
|
|
|
52.9
|
|
|
46.3
|
|
|
6.6
|
|
||||||
Total revenues
|
$
|
599.3
|
|
|
$
|
565.0
|
|
|
$
|
34.3
|
|
|
$
|
565.0
|
|
|
$
|
546.5
|
|
|
$
|
18.5
|
|
|
Period-to-Period
Change for Fiscal Year 2017 vs Fiscal Year 2016 |
|
Period-to-Period
Change for Fiscal Year 2016 vs Fiscal Year 2015 |
||||||||||
|
Amount
|
|
% of Growth
|
|
Amount
|
|
% of Growth
|
||||||
Price
|
$
|
12.0
|
|
|
2.1
|
%
|
|
$
|
13.9
|
|
|
2.5
|
%
|
Volume
|
4.3
|
|
|
0.8
|
%
|
|
(6.0
|
)
|
|
(1.1
|
)%
|
||
Fuel surcharge and other fees
|
0.5
|
|
|
0.1
|
%
|
|
(0.1)
|
|
|
—
|
%
|
||
Commodity price and volume
|
0.8
|
|
|
0.1
|
%
|
|
(0.6
|
)
|
|
(0.1
|
)%
|
||
Acquisitions and divestitures
|
3.4
|
|
|
0.6
|
%
|
|
1.2
|
|
|
0.2
|
%
|
||
Solid waste revenues
|
$
|
21.0
|
|
|
3.7
|
%
|
|
$
|
8.4
|
|
|
1.5
|
%
|
•
|
$7.7 million
from
favorable
collection pricing; and
|
•
|
$4.3 million
from
favorable
disposal pricing associated with our landfills and transfer stations.
|
•
|
$10.9 million
from
favorable
collection pricing, including a floating sustainability recycling adjustment fee ("SRA fee")to mitigate recycling commodity risk; and
|
•
|
$3.0 million
from
favorable
disposal pricing associated with our landfills and transfer stations.
|
•
|
$2.7 million
from
higher
collection volumes in our Eastern region;
|
•
|
$1.3 million
from
higher
disposal volumes (of which $0.5 million relates to higher landfill volumes, $0.3 million relates to higher transportation volumes, and $0.5 million relates to higher transfer station volumes); and
|
•
|
$0.3 million
from
higher
processing volumes.
|
•
|
$(7.1) million
from
lower
disposal volumes (of which $(5.1) million relates to lower transportation volumes associated with lower drill cutting volumes in our Western region, $(2.8) million relates to lower landfill volumes, and $0.8 million relates to higher transfer station volumes); and
|
•
|
$(0.1) million
from
lower
processing volumes in our Western region; partially offset by
|
•
|
$1.2 million
from
higher
collection volumes in our Eastern region.
|
•
|
$1.3 million from favorable commodity pricing and higher volumes in processing; partially offset by
|
•
|
$(0.5) million from lower landfill gas-to-energy volumes.
|
•
|
$(0.8) million from unfavorable energy pricing from our landfill gas-to-energy operations; partially offset by
|
•
|
$0.2 million from favorable commodity pricing.
|
•
|
$10.4 million
from
favorable
commodity pricing in the marketplace; and
|
•
|
$0.2 million
from
higher
commodity volumes; partially offset by
|
•
|
$(1.2) million
from
lower
tipping fees, as we reduced variable tipping fees at our facilities as commodity prices increased.
|
•
|
$5.5 million
from
favorable
commodity pricing in the marketplace;
|
•
|
$1.2 million
from
higher
commodity volumes; partially offset by
|
•
|
$(0.1) million
from
lower
tipping fees.
|
|
Fiscal Years Ended
December 31, |
|||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Cost of operations
|
$
|
405.2
|
|
|
67.6
|
%
|
|
$
|
382.0
|
|
|
67.6
|
%
|
|
$
|
382.6
|
|
|
70.0
|
%
|
General and administration
|
$
|
79.2
|
|
|
13.2
|
%
|
|
$
|
75.4
|
|
|
13.3
|
%
|
|
$
|
72.9
|
|
|
13.3
|
%
|
Depreciation and amortization
|
$
|
62.1
|
|
|
10.4
|
%
|
|
$
|
61.9
|
|
|
10.9
|
%
|
|
$
|
62.7
|
|
|
11.5
|
%
|
•
|
higher purchased material costs in our Recycling and Customer Solutions lines-of-business;
|
•
|
higher disposal costs associated with higher transfer station volumes in the Western region, and additional costs from the use of alternative disposal sites in our Organics line-of-business; and
|
•
|
higher hauling and transportation costs associated with higher collection volumes in the Eastern region and increased volumes on lower margin commercial work in our Customer Solutions line-of-business; partially offset by decreased transportation services provided in the Western region; and lower commodity volumes in our Organics line-of-business.
|
•
|
higher healthcare costs of $1.7 million associated with direct operational labor;
|
•
|
higher labor costs associated with higher collection volumes in the Eastern region, higher landfill and transfer station volumes in the Western region, as well as customer growth related to several new municipal contracts; and
|
•
|
higher labor costs associated with higher product quality standards from commodity buyers resulting in lower throughput and additional manpower needs in our Recycling line-of-business, and to a lesser extent higher volumes.
|
•
|
higher leachate disposal costs and landfill operating costs at certain landfills in the Western region due to increased rainfall through early summer and the timing of various landfill construction projects;
|
•
|
higher host community fees associated with increased volumes at certain landfills in the Western region;
|
•
|
higher accretion expense associated with the acceleration of asset retirement obligations due to the closure of our Subtitle D landfill located in Southbridge, Massachusetts ("Southbridge Landfill"); and
|
•
|
higher equipment rental costs in the Eastern region; partially offset by
|
•
|
lower landfill operating costs associated with certain landfills in the Eastern region.
|
•
|
higher fleet maintenance costs in the Western region; and
|
•
|
higher facility maintenance costs in the Recycling region.
|
•
|
higher equipment rental costs;
|
•
|
higher depletion of landfill operating lease obligations in our Western region primarily due to changes in estimates and assumptions concerning the anticipated waste flow at certain of our landfills;
|
•
|
higher gas control and other landfill operating costs in our Eastern region; and
|
•
|
higher host royalty fees in our Western region; partially offset by
|
•
|
lower leachate disposal costs at certain landfills in our Western region; and
|
•
|
lower depletion of landfill operating lease obligations on a lower per ton rate and lower volumes at our Southbridge Landfill in our Eastern region.
|
•
|
higher maintenance costs in our Recycling line-of-business; and
|
•
|
higher facility maintenance costs; partially offset by
|
•
|
lower fleet maintenance costs in our Western region.
|
•
|
lower healthcare costs related to plan improvements and lower overall claim activity; and
|
•
|
lower labor and related benefit costs on lower volumes in our Western region; partially offset by
|
•
|
higher workers compensation costs; and
|
•
|
higher labor and related benefit costs on higher collection volumes in our Eastern region.
|
•
|
lower disposal, hauling and transportation costs associated with decreased collection and transportation volumes in our Western region;
|
•
|
lower purchased material costs in our Recycling segment; and
|
•
|
lower purchased material costs in our Customer Solutions line-of-business, partially offset by
|
•
|
higher disposal costs associated with increased volumes in our Organics line-of-business;
|
•
|
higher disposal costs associated with increased volumes in our Recycling segment; and
|
•
|
higher disposal, hauling and transportation costs associated with increased volumes in our Customer Solutions line-of-business.
|
•
|
lower diesel fuel prices in the marketplace; and
|
•
|
the consumption of less diesel fuel.
|
•
|
higher equity compensation expense of $3.0 million associated with the timing and assumptions used for market-based performance stock option and market-based performance stock unit grants; and
|
•
|
higher benefit costs with increased healthcare costs of $0.8 million.
|
•
|
an increase in accrued incentive compensation based on improved performance;
|
•
|
higher equity compensation costs;
|
•
|
higher wages and salaries; partially offset by
|
•
|
lower healthcare costs related to plan improvements and lower overall claim activity.
|
•
|
higher miscellaneous administrative expenses; partially offset by
|
•
|
lower office and rental costs.
|
•
|
lower consulting fees in fiscal year 2016, with consulting fees elevated in fiscal year 2015 associated with additional consulting and legal fees resulting from our responses to the advance notice of nomination sent to us by an activist investor nominating its own candidates for election as directors at our 2015 Annual Meeting in opposition to the three candidates whom we recommended. That activist investor ultimately withdrew its slate of director candidates prior to the 2015 Annual Meeting and all of our director nominees were elected at the 2015 Annual Meeting by our stockholders.
|
|
Fiscal Year Ended December 31,
|
|||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Depreciation expense
|
$
|
32.1
|
|
|
5.4
|
%
|
|
$
|
33.2
|
|
|
5.9
|
%
|
|
$
|
33.2
|
|
|
6.1
|
%
|
Landfill amortization expense
|
27.9
|
|
|
4.7
|
%
|
|
26.5
|
|
|
4.7
|
%
|
|
27.0
|
|
|
4.9
|
%
|
|||
Other amortization expense
|
2.1
|
|
|
0.3
|
%
|
|
2.2
|
|
|
0.3
|
%
|
|
2.5
|
|
|
0.5
|
%
|
|||
|
$
|
62.1
|
|
|
10.4
|
%
|
|
$
|
61.9
|
|
|
10.9
|
%
|
|
$
|
62.7
|
|
|
11.5
|
%
|
•
|
landfill amortization expense increased in fiscal year 2017 from the prior year due to the higher landfill volumes in the Western region combined with an increase in our average overall amortization rate as a result of changes in cost estimates and other assumptions associated with our landfills; partially offset by
|
•
|
lower depreciation expense due to the asset impairment associated with closure of the Southbridge Landfill, the timing of capital expenditures and acquisitions, and the related make-up of fixed assets.
|
•
|
landfill amortization expense in fiscal year
2016
decreased from the prior year as a result of the landfill volume mix at our landfills (with lower volumes at Southbridge Landfill, where we have diverted certain lower priced tons, and at certain landfills in our Western region, including our Subtitle D landfill located in Mount Jewett, Pennsylvania where we have been impacted by lower drill cutting volumes); partially offset by an increase in our overall average amortization rate as a result of changes in cost estimates and other assumptions associated with our landfills.
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Asset impairment charge (1)
|
$
|
48.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Project development charge (2)
|
9.1
|
|
|
—
|
|
|
—
|
|
|||
Environmental remediation charge (3)
|
6.4
|
|
|
—
|
|
|
—
|
|
|||
Legal and transaction costs (4)
|
1.7
|
|
|
—
|
|
|
—
|
|
|||
Southbridge Landfill closure charge
|
$
|
65.2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
We performed a test of recoverability under Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 360, which indicated that the carrying value of our asset group that includes the Southbridge Landfill was no longer recoverable and, as a result, the asset group was assessed for impairment with an impairment charge allocated to the long-lived assets of the Southbridge Landfill in accordance with FASB ASC 360.
|
(2)
|
We wrote-off deferred costs associated with Southbridge Landfill permitting activities no longer deemed viable.
|
(3)
|
We recorded an environmental remediation charge associated with the future installation of a municipal waterline.
|
(4)
|
We incurred legal and other transaction costs associated with various matters as part of the Southbridge Landfill closure.
|
•
|
we completed the refinancing of our senior revolving credit and letter of credit facility that was due March 2016 ("Refinanced Revolving Credit Facility") with the senior secured asset-based revolving credit and letter of credit facility due February 2020 ("ABL Facility") and the issuance of an additional $60.0 million of 2019 Notes, in the first quarter of fiscal year 2015;
|
•
|
we completed the issuance of $15.0 million of Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015 (“FAME Bonds 2015”) in the third quarter of fiscal year 2015;
|
•
|
we repurchased or redeemed, as applicable, $385.0 million of our most expensive debt, the 2019 Notes, between September 2015 and October 2016;
|
•
|
we completed the issuance of $15.0 million of New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014R-2 (“New York Bonds 2016”) in the second quarter of fiscal year 2016;
|
•
|
we completed the refinancing of the ABL Facility with a credit facility that consists of the Term Loan B Facility and a $160.0 million revolving line of credit facility ("Revolving Credit Facility" and, together with the Term Loan B Facility, the "Credit Facility") and repaid in full our ABL Facility in the third quarter of fiscal year 2016;
|
•
|
we remarketed $3.6 million aggregate principal amount of Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-1 (“FAME Bonds 2005R-1”) and $21.4 million aggregate principal amount of Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-2 (“FAME Bonds 2005R-2”) into one series of $25.0 million aggregate principal amount of Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-3 (“FAME Bonds 2005R-3”) in the first quarter of fiscal year 2017; and
|
•
|
we entered into the first amendment ("Repricing Amendment") to our Term Loan B Facility and Revolving Credit Facility, which decreased the applicable interest margin for our Term Loan B Facility by 25 basis points for both LIBOR borrowings and base rate borrowings in the second quarter of fiscal year 2017.
|
•
|
the write-off of debt issuance costs in connection with the Repricing Amendment in fiscal year 2017;
|
•
|
the write-off of debt issuance costs in connection with the remarketing of the FAME Bonds 2005R-1 and the FAME Bonds 2005R-2 into the FAME Bonds 2005R-3 in fiscal year 2017;
|
•
|
the write-off of debt issuance costs in connection with changes to the borrowing capacity from our ABL Facility to the Credit Facility in fiscal year 2016;
|
•
|
the repurchase price premium and write-off of debt issuance costs and unamortized original issue discount associated with the early redemption, repurchase and retirement of our 2019 Notes in fiscal years 2016 and 2015; and
|
•
|
the write-off of debt issuance costs in connection with changes to the borrowing capacity from our Refinanced Revolving Credit Facility to the ABL Facility in fiscal year 2015.
|
|
Fiscal Year Ended December 31,
|
|
$
Change |
|
Fiscal Year Ended December 31,
|
|
$
Change |
||||||||||||||||
|
2017
|
|
2016
|
|
2016
|
|
2015
|
|
|||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Eastern
|
$
|
181.2
|
|
|
$
|
176.5
|
|
|
$
|
4.7
|
|
|
$
|
176.5
|
|
|
$
|
167.5
|
|
|
$
|
9.0
|
|
Western
|
250.8
|
|
|
233.2
|
|
|
17.6
|
|
|
233.2
|
|
|
232.0
|
|
|
1.2
|
|
||||||
Recycling
|
62.3
|
|
|
52.9
|
|
|
9.4
|
|
|
52.9
|
|
|
46.3
|
|
|
6.6
|
|
||||||
Other
|
105.0
|
|
|
102.4
|
|
|
2.6
|
|
|
102.4
|
|
|
100.7
|
|
|
1.7
|
|
||||||
Total
|
$
|
599.3
|
|
|
$
|
565.0
|
|
|
$
|
34.3
|
|
|
$
|
565.0
|
|
|
$
|
546.5
|
|
|
$
|
18.5
|
|
|
Period-to-Period
Change for Fiscal Year 2017 vs Fiscal Year 2016 |
|
Period-to-Period
Change for Fiscal Year 2016 vs Fiscal Year 2015 |
||||||||||
|
Amount
|
|
% of Growth
|
|
Amount
|
|
% of Growth
|
||||||
Price
|
$
|
5.4
|
|
|
3.1
|
%
|
|
$
|
5.9
|
|
|
3.5
|
%
|
Volume
|
(2.4
|
)
|
|
(1.4
|
)%
|
|
3.3
|
|
|
2.0
|
%
|
||
Fuel surcharge and other fees
|
—
|
|
|
—
|
%
|
|
(0.1)
|
|
|
—
|
%
|
||
Commodity price & volume
|
(0.6
|
)
|
|
(0.4
|
)%
|
|
(0.1
|
)
|
|
(0.1
|
)%
|
||
Acquisitions & divestitures
|
2.3
|
|
|
1.3
|
%
|
|
—
|
|
|
—
|
%
|
||
Solid waste revenues
|
$
|
4.7
|
|
|
2.6
|
%
|
|
$
|
9.0
|
|
|
5.4
|
%
|
•
|
$3.5 million
from
favorable
collection pricing; and
|
•
|
$1.9 million
from
favorable
disposal pricing related to transfer stations and landfills.
|
•
|
$4.0 million
from
favorable
collection pricing, including a floating SRA fee; and
|
•
|
$1.9 million
from
favorable
disposal pricing related to transfer stations and landfills.
|
•
|
$(5.3) million
from
lower
disposal volumes (of which $(4.6) million relates to lower landfill volumes, mainly due to the ramp down of tons at our Southbridge Landfill, and $(0.7) million relates to lower transfer station volumes); partially offset by
|
•
|
$2.9 million
from
higher
collection volumes.
|
•
|
$4.2 million
from
higher
collection volumes; and
|
•
|
$(0.9) million
from
lower
disposal volumes (of which $(1.1) million relates to lower landfill volumes and $0.2 million relates to higher transfer station volumes).
|
|
Period-to-Period
Change for Fiscal Year 2017 vs Fiscal Year 2016 |
|
Period-to-Period
Change for Fiscal Year 2016 vs Fiscal Year 2015 |
||||||||||
|
Amount
|
|
% of Growth
|
|
Amount
|
|
% of Growth
|
||||||
Price
|
$
|
6.6
|
|
|
2.8
|
%
|
|
$
|
8.0
|
|
|
3.5
|
%
|
Volume
|
8.0
|
|
|
3.5
|
%
|
|
(7.6
|
)
|
|
(3.3
|
)%
|
||
Fuel surcharge and other fees
|
0.5
|
|
|
0.2
|
%
|
|
—
|
|
|
—
|
%
|
||
Commodity price & volume
|
1.4
|
|
|
0.6
|
%
|
|
(0.4
|
)
|
|
(0.2
|
)%
|
||
Acquisitions & divestitures
|
1.1
|
|
|
0.5
|
%
|
|
1.2
|
|
|
0.5
|
%
|
||
Solid waste revenues
|
$
|
17.6
|
|
|
7.6
|
%
|
|
$
|
1.2
|
|
|
0.5
|
%
|
•
|
$4.2 million
from
favorable
collection pricing; and
|
•
|
$2.4 million
from
favorable
disposal pricing related to transfer stations and landfills.
|
•
|
$6.9 million
from
favorable
collection pricing, including a floating SRA fee; and
|
•
|
$1.1 million
from
favorable
disposal pricing related to transfer stations and landfills.
|
•
|
$7.8 million
from
higher
disposal volumes disposal volumes (of which $5.1 million relates to higher landfill volumes, $1.2 million relates to higher transfer station volumes and $1.5 million relates to higher transportation volumes); and
|
•
|
0.3 million
from
higher
processing volumes.
|
•
|
$(4.3) million
from
lower
disposal volumes (of which $(1.7) million relates to lower landfill volumes, including lower drill cutting volumes, $(3.2) million relates to lower transportation volumes associated with lower drill cutting volumes, and $0.6 million relates to higher transfer station volumes); and
|
•
|
$(3.1) million
from
lower
collection volumes.
|
|
December 31,
|
|
$
Change |
|
December 31,
|
|
$
Change |
||||||||||||||||
|
2017
|
|
2016
|
|
|
2016
|
|
2015
|
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Eastern
|
$
|
(51.9
|
)
|
|
$
|
9.7
|
|
|
$
|
(61.6
|
)
|
|
$
|
9.7
|
|
|
$
|
7.4
|
|
|
$
|
2.3
|
|
Western
|
35.0
|
|
|
30.6
|
|
|
4.4
|
|
|
30.6
|
|
|
26.0
|
|
|
4.6
|
|
||||||
Recycling
|
2.8
|
|
|
2.5
|
|
|
0.3
|
|
|
2.5
|
|
|
(2.4
|
)
|
|
4.9
|
|
||||||
Other
|
1.5
|
|
|
2.1
|
|
|
(0.6
|
)
|
|
2.1
|
|
|
0.9
|
|
|
1.2
|
|
||||||
Total
|
$
|
(12.6
|
)
|
|
$
|
44.9
|
|
|
$
|
(57.5
|
)
|
|
$
|
44.9
|
|
|
$
|
31.9
|
|
|
$
|
13.0
|
|
•
|
the $(65.2) million Southbridge Landfill closure charge associated with our plan to cease operations of our Southbridge Landfill; and
|
•
|
the $(0.2) million expense from divestiture, acquisition and financing costs associated with legal costs for the acquisition of Complete in January 2018.
|
•
|
higher hauling and transportation costs associated with higher collection volumes;
|
•
|
higher direct labor costs associated with higher collection volumes, customer growth related to several new municipal contracts, and higher healthcare costs of $0.8 million;
|
•
|
higher accretion expense associated with the acceleration of asset retirement obligations due to the closure of the Southbridge Landfill; and
|
•
|
higher equipment rental costs; partially offset by
|
•
|
lower landfill operating costs with certain landfills.
|
•
|
the $1.1 million impact of the Maine Energy divestiture reserve reversal in fiscal year 2015; and
|
•
|
the $(1.9) million contract settlement charge associated with the
Expera Old Town, LLC v. Casella Waste Systems, Inc.
legal matter in fiscal year 2015.
|
•
|
higher third-party disposal costs associated with higher collection and, to a lesser extent, higher disposal volumes from organic customer growth;
|
•
|
higher labor and related benefit costs on higher collection volumes;
|
•
|
higher direct operational costs (including gas control and other landfill operating costs, higher equipment rental costs, and higher accretion expense related to final capping, closure and post-closure obligations); and
|
•
|
higher facility maintenance and repair costs; partially offset by
|
•
|
lower diesel fuel costs on lower prices;
|
•
|
lower depletion of landfill operating lease obligations due to a lower per ton rate and lower volumes at our Southbridge Landfill; and
|
•
|
lower host royalty fees at our Southbridge Landfill.
|
•
|
the $(0.9) million impact of the Potsdam environmental remediation liability charge in fiscal year 2016.
|
•
|
higher disposal costs associated with higher transfer station volumes and increased third-party disposal pricing;
|
•
|
higher direct labor costs associated with increased labor costs associated with higher landfill and transfer station volumes and increased healthcare costs of $0.7 million;
|
•
|
higher direct operational costs associated with increased leachate disposal and higher landfill operating costs due to: increased rainfall through early summer and the timing of various landfill construction projects; and higher host community fees associated with increased volumes at certain of our landfills;
|
•
|
higher fuel costs as a result of higher consumption and increased diesel fuel prices; and
|
•
|
higher fleet maintenance costs; partially offset by
|
•
|
lower hauling and transportation costs associated with decreased transportation services provided.
|
•
|
the $(0.9) million impact of the Potsdam environmental remediation liability charge in fiscal year 2016;
|
•
|
the $0.6 million impact associated with a gain on the divestiture of a business in fiscal year 2015, which included the sale of certain assets associated with various waste collection routes; and
|
•
|
the $3.8 million impact of the gain associated with the disposal of certain assets of the CARES water treatment facility in fiscal year 2015 and certain of our equipment and real estate in a related transaction.
|
•
|
lower third-party hauling and transportation costs associated with lower collection and transportation volumes;
|
•
|
lower healthcare costs related to plan improvements and lower overall claim activity;
|
•
|
lower labor and related benefit costs on lower volumes;
|
•
|
lower fleet maintenance costs; and
|
•
|
lower diesel fuel costs on lower prices and volumes; partially offset by
|
•
|
higher direct operational costs (including higher equipment rental costs, higher host royalty fees, higher landfill operating lease amortization and lower leachate disposal costs);
|
•
|
higher workers compensation costs; and
|
•
|
higher facility maintenance costs.
|
•
|
an increase in accrued incentive compensation based on improved performance; and
|
•
|
higher shared overhead costs due primarily to an increase in accrued incentive compensation; partially offset by
|
•
|
lower healthcare costs related to plan improvements and lower overall claim activity; and
|
•
|
lower bad debt expense associated with an increase in the reserve in the prior year for certain landfill customers.
|
•
|
higher third-party purchased material costs of operations due to higher commodity prices on average year-over-year;
|
•
|
higher labor and related benefit costs of operations associated with higher healthcare costs, higher volumes, and higher product quality standards from commodity buyers resulting in lower throughput and additional manpower;
|
•
|
higher facility maintenance costs; and
|
•
|
higher general and administration expenses associated with higher labor costs and higher shared overhead costs associated with an increase in healthcare costs and higher equity compensation expense.
|
•
|
higher disposal costs associated with increased volumes;
|
•
|
higher maintenance costs; and
|
•
|
higher shared overhead costs due primarily to an increase in accrued incentive compensation based on improved performance; partially offset by
|
•
|
lower purchased material costs.
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
Cash and cash equivalents
|
$
|
2.0
|
|
|
$
|
2.5
|
|
Restricted assets:
|
|
|
|
||||
Restricted investments - landfill closure
|
$
|
1.2
|
|
|
$
|
1.0
|
|
Long-term debt:
|
|
|
|
||||
Current portion
|
$
|
4.9
|
|
|
$
|
4.7
|
|
Long-term portion
|
492.8
|
|
|
520.9
|
|
||
Total long-term debt
|
$
|
497.7
|
|
|
$
|
525.6
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
|
|
|
|
||||||
Net cash provided by operating activities
|
$
|
107.5
|
|
|
$
|
80.4
|
|
|
$
|
70.5
|
|
Net cash used in investing activities
|
$
|
(76.4
|
)
|
|
$
|
(63.0
|
)
|
|
$
|
(48.8
|
)
|
Net cash used in financing activities
|
$
|
(31.6
|
)
|
|
$
|
(17.2
|
)
|
|
$
|
(21.6
|
)
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
|
|
|
|
||||||
Net loss
|
$
|
(21.8
|
)
|
|
$
|
(6.9
|
)
|
|
$
|
(11.8
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
62.1
|
|
|
61.9
|
|
|
62.7
|
|
|||
Gain on sale of property and equipment
|
—
|
|
|
(0.6
|
)
|
|
(0.1
|
)
|
|||
Depletion of landfill operating lease obligations
|
9.7
|
|
|
9.3
|
|
|
9.4
|
|
|||
Interest accretion on landfill and environmental remediation liabilities
|
4.5
|
|
|
3.6
|
|
|
3.4
|
|
|||
Stock-based compensation
|
6.4
|
|
|
3.4
|
|
|
3.1
|
|
|||
Southbridge landfill non-cash closure charge
|
63.5
|
|
|
—
|
|
|
—
|
|
|||
Divestiture transactions
|
—
|
|
|
—
|
|
|
(5.5
|
)
|
|||
Amortization of debt issuance costs and discount on long-term debt
|
2.7
|
|
|
3.9
|
|
|
4.0
|
|
|||
Loss on debt extinguishment
|
0.5
|
|
|
13.7
|
|
|
1.0
|
|
|||
Loss on derivative instruments
|
—
|
|
|
—
|
|
|
0.2
|
|
|||
Impairment of investments
|
—
|
|
|
—
|
|
|
2.1
|
|
|||
Excess tax benefit on the vesting of share based awards
|
—
|
|
|
—
|
|
|
(0.2
|
)
|
|||
Deferred income taxes
|
(15.5
|
)
|
|
0.6
|
|
|
0.8
|
|
|||
|
112.1
|
|
|
88.9
|
|
|
69.1
|
|
|||
Changes in assets and liabilities, net
|
(4.6
|
)
|
|
(8.5
|
)
|
|
1.4
|
|
|||
Net cash provided by operating activities
|
$
|
107.5
|
|
|
$
|
80.4
|
|
|
$
|
70.5
|
|
•
|
higher revenues of $
34.3 million
driven by our Recycling line-of-business, our collection line-of-business, our Western region disposal line-of-business and our Customer Solutions line-of-business; partially offset by
|
•
|
higher cost of operations of $
23.2 million
driven by higher third-party direct costs, higher labor and related benefit costs, including significant healthcare cost increases, higher maintenance costs, and higher direct operational costs.
|
•
|
higher revenues of $
18.5 million
driven by our collection line-of-business, as well as our Organics and Recycling businesses; and
|
•
|
lower cost of operations of $
(0.6) million
driven by lower third-party direct costs, lower labor and related benefit costs, and lower fuel costs; partially offset by
|
•
|
higher general and administration expenses of $
2.5 million
driven primarily by higher accrued incentive compensation costs based on improved performance.
|
•
|
lower cash outflows associated with cash interest payments running through accrued expenses and other liabilities;
|
•
|
lower cash outflows associated with prepaid expenses, inventories and other assets; and
|
•
|
lower cash outflows associated with accounts payable; partially offset by
|
•
|
higher cash outflows associated with accrued payroll and incentive compensation; and
|
•
|
lower cash inflows associated with accounts receivable.
|
•
|
the unfavorable cash flow impact associated with accrued expenses and other liabilities related primarily to higher interest payments on the redemption of the 2019 Notes and related financing activities; and
|
•
|
the unfavorable cash flow impact associated with prepaid expenses, inventories and other assets; partially offset by
|
•
|
the favorable cash flow impacts associated with accounts receivable and accounts payable.
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Acquisitions, net of cash acquired
|
$
|
(5.1
|
)
|
|
$
|
(2.8
|
)
|
|
$
|
—
|
|
Acquisition related additions to property, plant and equipment
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|||
Additions to property, plant and equipment
|
(64.4
|
)
|
|
(54.2
|
)
|
|
(50.0
|
)
|
|||
Payments on landfill operating lease contracts
|
(7.2
|
)
|
|
(7.3
|
)
|
|
(5.4
|
)
|
|||
Proceeds from divestiture transactions
|
—
|
|
|
—
|
|
|
5.3
|
|
|||
Proceeds from sale of property and equipment
|
0.7
|
|
|
1.3
|
|
|
0.7
|
|
|||
Proceeds from property insurance settlement
|
—
|
|
|
—
|
|
|
0.6
|
|
|||
Net cash used in investing activities
|
$
|
(76.5
|
)
|
|
$
|
(63.0
|
)
|
|
$
|
(48.8
|
)
|
|
|
|
|
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Proceeds from long-term borrowings
|
$
|
185.5
|
|
|
$
|
604.9
|
|
|
$
|
355.2
|
|
Principal payments on long-term debt
|
(217.0
|
)
|
|
(608.2
|
)
|
|
(371.0
|
)
|
|||
Change in restricted cash
|
—
|
|
|
1.3
|
|
|
4.5
|
|
|||
Payments of debt issuance costs
|
(1.5
|
)
|
|
(8.1
|
)
|
|
(9.0
|
)
|
|||
Payments of debt extinguishment costs
|
—
|
|
|
(7.2
|
)
|
|
(0.2
|
)
|
|||
Proceeds from the exercise of share based awards
|
1.3
|
|
|
0.1
|
|
|
0.2
|
|
|||
Excess tax benefit on the vesting of share based awards
|
—
|
|
|
—
|
|
|
0.2
|
|
|||
Distribution to noncontrolling interest holders
|
—
|
|
|
—
|
|
|
(1.5
|
)
|
|||
Net cash used in financing activities
|
$
|
(31.7
|
)
|
|
$
|
(17.2
|
)
|
|
$
|
(21.6
|
)
|
•
|
the repurchase or redemption, as applicable, of $370.3 million our 2019 Notes; partially offset by
|
•
|
the refinancing of our ABL Facility with our Credit Facility in fiscal year 2016, which includes the Term Loan B Facility; and
|
•
|
the issuance of $15.0 million of New York Bonds 2016 in fiscal year 2016.
|
•
|
the repurchase or redemption, as applicable, of $370.3 million our 2019 Notes; partially offset by
|
•
|
the refinancing of our ABL Facility with our Credit Facility in fiscal year 2016, which includes the Term Loan B Facility; and
|
•
|
the issuance of $15.0 million of New York Bonds 2016 in fiscal year 2016.
|
•
|
the refinancing of our Refinanced Revolving Credit Facility with the ABL Facility and the issuance of an additional $60.0 million of 2019 Notes in fiscal year 2015, which when combined with revolver activity resulted in a reduction of long-term debt by $(13.9) million in fiscal year 2015; and
|
•
|
the repurchase of $(14.7) million of our 2019 Notes in fiscal year 2015; partially offset by
|
•
|
the issuance of $15.0 million of FAME Bonds 2015 in fiscal year 2015.
|
•
|
in fiscal year 2015, we obtained $5.6 million of restricted cash associated with the issuance of $15.0 million aggregate principal amount of FAME Bonds 2015 and used $6.9 million of the restricted cash associated with the issuance of the FAME Bonds 2015 and the New York Bonds 2014 to pay down ABL Facility borrowings used to finance certain capital projects in the states of New York and Maine;
|
•
|
in fiscal year 2016, we used the remaining $1.3 million of restricted cash associated with the issuance of FAME Bonds 2015 to pay down ABL Facility borrowings for costs incurred to fund certain capital projects in the state of Maine; and
|
•
|
in fiscal year 2016, we obtained $3.0 million of restricted cash from the issuance of $15.0 million aggregate principal amount of New York Bonds 2016 and subsequently used these funds to pay down ABL Facility borrowings for costs incurred to fund certain capital projects in the state of New York.
|
Credit Facility Covenant
|
|
Fiscal Year Ended December 31, 2017
|
|
Covenant Requirements at December 31, 2017
|
|
Maximum consolidated net leverage ratio (1)
|
|
3.68
|
|
|
5.375
|
Minimum interest coverage ratio
|
|
5.91
|
|
|
2.50
|
|
Twelve Months Ended December 31, 2017
|
||
Net cash provided by operating activities
|
$
|
107.5
|
|
Changes in assets and liabilities, net of effects of acquisitions and divestitures
|
4.6
|
|
|
Loss on sale of property and equipment
|
(0.1
|
)
|
|
Loss on debt extinguishment
|
(0.5
|
)
|
|
Stock based compensation, net of excess tax benefit
|
(6.4
|
)
|
|
Southbridge landfill non-cash closure charge
|
(63.5
|
)
|
|
Interest expense, less amortization of debt issuance costs and discount on long-term debt
|
22.5
|
|
|
Provision for income taxes, net of deferred taxes
|
0.3
|
|
|
Adjustments as allowed by the Credit Agreement
|
71.0
|
|
|
|
|
||
Minimum consolidated EBITDA
|
$
|
135.4
|
|
|
Less than
one year
|
|
1 - 3 years
|
|
3 - 5 years
|
|
More than 5
years
|
|
Total
|
||||||||||
Long-term debt and capital leases
|
$
|
4,926
|
|
|
$
|
10,271
|
|
|
$
|
45,052
|
|
|
$
|
437,431
|
|
|
$
|
497,680
|
|
Interest obligations
(1)
|
21,627
|
|
|
42,582
|
|
|
39,673
|
|
|
73,789
|
|
|
177,671
|
|
|||||
Non-cancellable operating leases
|
10,939
|
|
|
15,012
|
|
|
4,496
|
|
|
1,242
|
|
|
31,689
|
|
|||||
Landfill operating lease contracts
|
7,526
|
|
|
9,864
|
|
|
9,114
|
|
|
32,519
|
|
|
59,023
|
|
|||||
Capping / closure / post-closure
|
3,106
|
|
|
13,445
|
|
|
13,567
|
|
|
130,935
|
|
|
161,053
|
|
|||||
Total contractual cash obligations
(2)
|
$
|
48,124
|
|
|
$
|
91,174
|
|
|
$
|
111,902
|
|
|
$
|
675,916
|
|
|
$
|
927,116
|
|
(1)
|
Based on long-term debt and capital lease balances as of
December 31, 2017
. Interest obligations related to variable rate debt were calculated using variable rates in effect at
December 31, 2017
.
|
(2)
|
Contractual cash obligations do not include accounts payable or accrued liabilities, which will be paid in the fiscal year ending December 31,
2018
.
|
•
|
we control the land on which the expansion is sought;
|
•
|
all technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained;
|
•
|
we have not identified any legal or political impediments which we believe will not be resolved in our favor;
|
•
|
we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and
|
•
|
senior management has approved the project.
|
•
|
a significant adverse change in legal status or in the business climate;
|
•
|
an adverse action or assessment by a regulator;
|
•
|
a more likely than not expectation that a segment or a significant portion thereof will be sold; or
|
•
|
the testing for recoverability of a significant asset group within the segment.
|
•
|
a significant decrease in the market price of an asset or asset group;
|
•
|
a significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical condition;
|
•
|
a significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset group, including an adverse action or assessment by a regulator;
|
•
|
an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset;
|
•
|
a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group;
|
•
|
a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life; or
|
•
|
an impairment of goodwill at a reporting unit.
|
|
December 31,
2017 |
|
December 31,
2016 |
||||
ASSETS
|
|
|
|
||||
CURRENT ASSETS:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,995
|
|
|
$
|
2,544
|
|
Account receivables - trade, net of allowance for doubtful accounts of $809 and $1,069, respectively
|
65,953
|
|
|
61,196
|
|
||
Refundable income taxes
|
522
|
|
|
654
|
|
||
Prepaid expenses
|
8,299
|
|
|
7,989
|
|
||
Inventory
|
6,534
|
|
|
4,915
|
|
||
Other current assets
|
1,077
|
|
|
1,290
|
|
||
Total current assets
|
84,380
|
|
|
78,588
|
|
||
Property, plant and equipment, net of accumulated depreciation and amortization of $811,474 and $837,122, respectively
|
361,547
|
|
|
398,466
|
|
||
Goodwill
|
122,605
|
|
|
119,899
|
|
||
Intangible assets, net
|
8,149
|
|
|
7,696
|
|
||
Restricted assets
|
1,220
|
|
|
1,002
|
|
||
Cost method investments
|
12,333
|
|
|
12,333
|
|
||
Deferred income taxes
|
11,567
|
|
|
—
|
|
||
Other non-current assets
|
13,148
|
|
|
13,528
|
|
||
Total assets
|
$
|
614,949
|
|
|
$
|
631,512
|
|
|
December 31,
2017 |
|
December 31,
2016 |
||||
LIABILITIES AND STOCKHOLDERS' DEFICIT
|
|
|
|
||||
CURRENT LIABILITIES:
|
|
|
|
||||
Current maturities of long-term debt and capital leases
|
$
|
4,926
|
|
|
$
|
4,686
|
|
Accounts payable
|
47,081
|
|
|
44,997
|
|
||
Accrued payroll and related expenses
|
12,183
|
|
|
12,505
|
|
||
Accrued interest
|
2,093
|
|
|
4,654
|
|
||
Current accrued capping, closure and post-closure costs
|
3,035
|
|
|
668
|
|
||
Other accrued liabilities
|
19,251
|
|
|
14,916
|
|
||
Total current liabilities
|
88,569
|
|
|
82,426
|
|
||
Long-term debt and capital leases, less current portion
|
477,576
|
|
|
503,961
|
|
||
Accrued capping, closure and post-closure costs, less current portion
|
59,255
|
|
|
43,539
|
|
||
Deferred income taxes
|
2,305
|
|
|
6,178
|
|
||
Other long-term liabilities
|
25,106
|
|
|
19,958
|
|
||
COMMITMENTS AND CONTINGENCIES
|
|
|
|
||||
STOCKHOLDERS' DEFICIT:
|
|
|
|
||||
Casella Waste Systems, Inc. stockholders' deficit:
|
|
|
|
||||
Class A commons stock, 0.01 par value per share; 100,000,000 shares authorized; 41,298,000 and 40,572,000 shares issued and outstanding, respectively
|
413
|
|
|
406
|
|
||
Class B common stock, $0.01 par value per share; 1,000,000 shares authorized; 988,000 shares issued and outstanding; 10 votes per share
|
10
|
|
|
10
|
|
||
Additional paid-in capital
|
356,638
|
|
|
348,434
|
|
||
Accumulated deficit
|
(395,107
|
)
|
|
(373,308
|
)
|
||
Accumulated other comprehensive income (loss), net of tax
|
184
|
|
|
(68
|
)
|
||
Total Casella Waste Systems, Inc. stockholders' deficit
|
(37,862
|
)
|
|
(24,526
|
)
|
||
Noncontrolling interests
|
—
|
|
|
(24
|
)
|
||
Total stockholders' deficit
|
(37,862
|
)
|
|
(24,550
|
)
|
||
Total liabilities and stockholders' deficit
|
$
|
614,949
|
|
|
$
|
631,512
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Revenues
|
$
|
599,309
|
|
|
$
|
565,030
|
|
|
$
|
546,500
|
|
Operating expenses:
|
|
|
|
|
|
||||||
Cost of operations
|
405,188
|
|
|
381,973
|
|
|
382,615
|
|
|||
General and administration
|
79,243
|
|
|
75,356
|
|
|
72,892
|
|
|||
Depreciation and amortization
|
62,102
|
|
|
61,856
|
|
|
62,704
|
|
|||
Southbridge Landfill closure charge
|
65,183
|
|
|
—
|
|
|
—
|
|
|||
Expense from divestiture, acquisition and financing costs
|
176
|
|
|
—
|
|
|
—
|
|
|||
Environmental remediation charge
|
—
|
|
|
900
|
|
|
—
|
|
|||
Contract settlement charge
|
—
|
|
|
—
|
|
|
1,940
|
|
|||
Divestiture transactions
|
—
|
|
|
—
|
|
|
(5,517
|
)
|
|||
|
611,892
|
|
|
520,085
|
|
|
514,634
|
|
|||
Operating (loss) income
|
(12,583
|
)
|
|
44,945
|
|
|
31,866
|
|
|||
Other expense (income):
|
|
|
|
|
|
||||||
Interest income
|
(273
|
)
|
|
(290
|
)
|
|
(330
|
)
|
|||
Interest expense
|
25,160
|
|
|
38,942
|
|
|
40,420
|
|
|||
Loss on debt extinguishment
|
517
|
|
|
13,747
|
|
|
999
|
|
|||
Loss on derivative instruments
|
—
|
|
|
—
|
|
|
227
|
|
|||
Impairment of investments
|
—
|
|
|
—
|
|
|
2,099
|
|
|||
Other income
|
(935
|
)
|
|
(1,090
|
)
|
|
(1,119
|
)
|
|||
Other expense, net
|
24,469
|
|
|
51,309
|
|
|
42,296
|
|
|||
Loss before income taxes
|
(37,052
|
)
|
|
(6,364
|
)
|
|
(10,430
|
)
|
|||
(Benefit) provision for income taxes
|
(15,253
|
)
|
|
494
|
|
|
1,351
|
|
|||
Net loss
|
(21,799
|
)
|
|
(6,858
|
)
|
|
(11,781
|
)
|
|||
Less: Net (loss) income attributable to noncontrolling interests
|
—
|
|
|
(9
|
)
|
|
1,188
|
|
|||
Net loss attributable to common stockholders
|
$
|
(21,799
|
)
|
|
$
|
(6,849
|
)
|
|
$
|
(12,969
|
)
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Net loss attributable to common stockholders:
|
|
|
|
|
|
||||||
Net loss attributable to common stockholders
|
$
|
(21,799
|
)
|
|
$
|
(6,849
|
)
|
|
$
|
(12,969
|
)
|
Weighted average common shares outstanding:
|
|
|
|
|
|
||||||
Basic and diluted
|
41,846
|
|
|
41,233
|
|
|
40,642
|
|
|||
Basic and diluted earnings per share:
|
|
|
|
|
|
||||||
Net loss per common share
|
$
|
(0.52
|
)
|
|
$
|
(0.17
|
)
|
|
$
|
(0.32
|
)
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Net loss
|
$
|
(21,799
|
)
|
|
$
|
(6,858
|
)
|
|
$
|
(11,781
|
)
|
Other comprehensive income (loss), net of taxes:
|
|
|
|
|
|
||||||
Hedging activity:
|
|
|
|
|
|
||||||
Interest rate swap settlements
|
(410
|
)
|
|
—
|
|
|
—
|
|
|||
Interest rate swap amounts reclassified into interest expense
|
421
|
|
|
—
|
|
|
—
|
|
|||
Unrealized gain resulting from changes in fair value of derivative instruments
|
155
|
|
|
—
|
|
|
—
|
|
|||
Unrealized gain (loss) resulting from changes in fair value of marketable securities
|
86
|
|
|
(75
|
)
|
|
(51
|
)
|
|||
Other comprehensive income (loss), net of taxes
|
252
|
|
|
(75
|
)
|
|
(51
|
)
|
|||
Comprehensive loss
|
(21,547
|
)
|
|
(6,933
|
)
|
|
(11,832
|
)
|
|||
Less: Net (loss) income attributable to noncontrolling interests
|
—
|
|
|
(9
|
)
|
|
1,188
|
|
|||
Comprehensive loss attributable to common stockholders
|
$
|
(21,547
|
)
|
|
$
|
(6,924
|
)
|
|
$
|
(13,020
|
)
|
|
Casella Waste Systems, Inc. Stockholders' Deficit
|
|
|
||||||||||||||||||||||||||||||
|
|
|
Class A
Common Stock
|
|
Class B
Common Stock
|
|
Additional
Paid-In
Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Noncontrolling
Interests
|
||||||||||||||||||||
|
Total
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|||||||||||||||||||||||
Balance, December 31, 2014
|
$
|
(12,020
|
)
|
|
39,587
|
|
|
$
|
396
|
|
|
988
|
|
|
$
|
10
|
|
|
$
|
340,773
|
|
|
$
|
(353,490
|
)
|
|
$
|
58
|
|
|
$
|
233
|
|
Net loss
|
(11,781
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12,969
|
)
|
|
—
|
|
|
1,188
|
|
|||||||
Other comprehensive loss
|
(51
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(51
|
)
|
|
—
|
|
|||||||
Issuances of Class A common stock
|
486
|
|
|
477
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
481
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Stock-based compensation
|
3,079
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,079
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Distributions to noncontrolling interest holder
|
(1,495
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,495
|
)
|
|||||||
Other
|
185
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
185
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Balance, December 31, 2015
|
$
|
(21,597
|
)
|
|
40,064
|
|
|
$
|
401
|
|
|
988
|
|
|
$
|
10
|
|
|
$
|
344,518
|
|
|
$
|
(366,459
|
)
|
|
$
|
7
|
|
|
$
|
(74
|
)
|
Net loss
|
(6,858
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,849
|
)
|
|
—
|
|
|
(9
|
)
|
|||||||
Other comprehensive loss
|
(75
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(75
|
)
|
|
—
|
|
|||||||
Issuances of Class A common stock
|
528
|
|
|
508
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
523
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Stock-based compensation
|
3,393
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,393
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Contributions from noncontrolling interest holder
|
59
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
59
|
|
|||||||
Balance, December 31, 2016
|
$
|
(24,550
|
)
|
|
40,572
|
|
|
$
|
406
|
|
|
988
|
|
|
$
|
10
|
|
|
$
|
348,434
|
|
|
$
|
(373,308
|
)
|
|
$
|
(68
|
)
|
|
$
|
(24
|
)
|
Net loss
|
(21,799
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(21,799
|
)
|
|
—
|
|
|
—
|
|
|||||||
Other comprehensive income
|
252
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
252
|
|
|
—
|
|
|||||||
Issuances of Class A common stock
|
1,779
|
|
|
726
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|
1,772
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Stock-based compensation
|
6,432
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,432
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Other
|
24
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24
|
|
|||||||
Balance, December 31, 2017
|
$
|
(37,862
|
)
|
|
41,298
|
|
|
$
|
413
|
|
|
988
|
|
|
$
|
10
|
|
|
$
|
356,638
|
|
|
$
|
(395,107
|
)
|
|
$
|
184
|
|
|
$
|
—
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Cash Flows from Operating Activities:
|
|
|
|
|
|
||||||
Net loss
|
$
|
(21,799
|
)
|
|
$
|
(6,858
|
)
|
|
$
|
(11,781
|
)
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
62,102
|
|
|
61,856
|
|
|
62,704
|
|
|||
Depletion of landfill operating lease obligations
|
9,646
|
|
|
9,295
|
|
|
9,428
|
|
|||
Interest accretion on landfill and environmental remediation liabilities
|
4,482
|
|
|
3,606
|
|
|
3,449
|
|
|||
Amortization of debt issuance costs and discounts on long-term debt
|
2,692
|
|
|
3,881
|
|
|
3,977
|
|
|||
Stock-based compensation
|
6,432
|
|
|
3,393
|
|
|
3,079
|
|
|||
Environmental remediation charge
|
—
|
|
|
900
|
|
|
—
|
|
|||
Loss (gain) on sale of property and equipment
|
49
|
|
|
(574
|
)
|
|
(131
|
)
|
|||
Southbridge Landfill non-cash closure charge
|
63,526
|
|
|
—
|
|
|
—
|
|
|||
Divestiture transactions
|
—
|
|
|
—
|
|
|
(5,517
|
)
|
|||
Loss on debt extinguishment
|
517
|
|
|
13,747
|
|
|
999
|
|
|||
Loss on derivative instruments
|
—
|
|
|
—
|
|
|
227
|
|
|||
Impairment of investments
|
—
|
|
|
—
|
|
|
2,099
|
|
|||
Excess tax benefit on the vesting of share based awards
|
—
|
|
|
—
|
|
|
(185
|
)
|
|||
Deferred income taxes
|
(15,525
|
)
|
|
583
|
|
|
795
|
|
|||
Changes in assets and liabilities, net of effects of acquisitions and divestitures:
|
|
|
|
|
|
||||||
Accounts receivable
|
(4,664
|
)
|
|
(1,029
|
)
|
|
(4,419
|
)
|
|||
Accounts payable
|
2,084
|
|
|
76
|
|
|
(3,597
|
)
|
|||
Prepaid expenses, inventories and other assets
|
(1,404
|
)
|
|
(2,256
|
)
|
|
5,240
|
|
|||
Accrued expenses and other liabilities
|
(600
|
)
|
|
(6,186
|
)
|
|
4,140
|
|
|||
Net cash provided by operating activities
|
107,538
|
|
|
80,434
|
|
|
70,507
|
|
|||
Cash Flows from Investing Activities:
|
|
|
|
|
|
||||||
Acquisitions, net of cash acquired
|
(5,056
|
)
|
|
(2,839
|
)
|
|
—
|
|
|||
Acquisition related additions to property, plant and equipment
|
(469
|
)
|
|
(38
|
)
|
|
—
|
|
|||
Additions to property, plant and equipment
|
(64,393
|
)
|
|
(54,200
|
)
|
|
(49,995
|
)
|
|||
Payments on landfill operating lease contracts
|
(7,240
|
)
|
|
(7,249
|
)
|
|
(5,385
|
)
|
|||
Proceeds from divestiture transactions
|
—
|
|
|
—
|
|
|
5,335
|
|
|||
Proceeds from sale of property and equipment
|
711
|
|
|
1,362
|
|
|
715
|
|
|||
Proceeds from property insurance settlement
|
—
|
|
|
—
|
|
|
546
|
|
|||
Net cash used in investing activities
|
(76,447
|
)
|
|
(62,964
|
)
|
|
(48,784
|
)
|
|||
Cash Flows from Financing Activities:
|
|
|
|
|
|
||||||
Proceeds from long-term borrowings
|
185,500
|
|
|
604,850
|
|
|
355,229
|
|
|||
Principal payments on long-term debt
|
(216,966
|
)
|
|
(608,198
|
)
|
|
(370,996
|
)
|
|||
Change in restricted cash
|
—
|
|
|
1,347
|
|
|
4,471
|
|
|||
Payments of debt issuance costs
|
(1,452
|
)
|
|
(8,146
|
)
|
|
(9,025
|
)
|
|||
Payments of debt extinguishment costs
|
—
|
|
|
(7,219
|
)
|
|
(146
|
)
|
|||
Proceeds from the exercise of share based awards
|
1,278
|
|
|
128
|
|
|
161
|
|
|||
Excess tax benefit on the vesting of share based awards
|
—
|
|
|
—
|
|
|
185
|
|
|||
Distribution to noncontrolling interest holders
|
—
|
|
|
—
|
|
|
(1,495
|
)
|
|||
Net cash used in financing activities
|
(31,640
|
)
|
|
(17,238
|
)
|
|
(21,616
|
)
|
|||
Net (decrease) increase in cash and cash equivalents
|
(549
|
)
|
|
232
|
|
|
107
|
|
|||
Cash and cash equivalents, beginning of period
|
2,544
|
|
|
2,312
|
|
|
2,205
|
|
|||
Cash and cash equivalents, end of period
|
$
|
1,995
|
|
|
$
|
2,544
|
|
|
$
|
2,312
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Supplemental Disclosures of Cash Flow Information:
|
|
|
|
|
|
||||||
Cash paid during the period for:
|
|
|
|
|
|
||||||
Interest
|
$
|
25,029
|
|
|
$
|
42,712
|
|
|
$
|
35,232
|
|
Income taxes, net of refunds
|
$
|
146
|
|
|
$
|
274
|
|
|
$
|
282
|
|
Supplemental Disclosures of Non-Cash Investing and Financing Activities:
|
|
|
|
|
|
||||||
Non-current assets acquired through long-term obligations
|
$
|
3,564
|
|
|
$
|
2,299
|
|
|
$
|
3,264
|
|
Standard
|
|
Description
|
|
Effect on the Financial Statements or Other
Significant Matters
|
|
||||
ASU 2017-12: Derivatives and Hedging (Topic 815)
|
|
Requires that an entity align its risk management activities and financial reporting for hedging relationships through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results. The amendments expand and refine hedge accounting for both financial and commodity risk components and align the recognition and presentation of the effects of the hedging instrument and the hedged item in the financial statements.
|
|
The adoption of this guidance affects the designation and measurement guidance for qualifying hedging relationships and the method of presenting hedge results, including the addition of a tabular disclosure related to the effect on the income statement of fair value and cash flow hedges and no longer measuring and reporting hedge ineffectiveness. This guidance is effective January 1, 2019 with early adoption permitted.
|
|
|
|
|
|
ASU 2017-09: Compensation - Stock Compensation (Topic 718)
|
|
Requires that an entity should account for the effects of a modification to an award unless all of the following conditions are met: the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; the vesting conditions of the modified award are the same as the vesting conditions immediately before the original award is modified; and the classification of modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified.
|
|
The adoption of this guidance could affect equity compensation expense and net income if there is a modification of an award. This guidance is effective January 1, 2018 with early adoption permitted.
|
|
|
|
|
|
ASU 2017-04: Intangibles - Goodwill and Other (Topic 350)
|
|
Requires that when an entity is performing its annual, or interim, goodwill impairment test, it should compare the fair value of the reporting unit with its carrying amount when calculating its impairment charge, noting that the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Additionally, if applicable, an entity should consider income tax effects from any tax deductible goodwill on the carrying amount of the reporting unit when calculating its impairment charge.
|
|
As of December 31, 2017, we did not record a goodwill impairment charge related to our annual goodwill impairment test because at that time the fair value of each reporting unit exceeded its respective carrying value. Upon adoption, if the carrying value of any of these reporting units exceeds the fair value when we perform a goodwill impairment test, we would record an impairment charge equal to the amount by which the carrying value exceeds its fair value. This guidance is effective January 1, 2020 with early adoption permitted for interim or annual goodwill impairment tests performed after January 1, 2017.
|
|
|
|
|
|
ASU 2016-02, as amended through September 2017: Leases (Topic 842)
|
|
Requires that a lessee recognize at the commencement date: a lease liability, which is the obligation of the lessee to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term.
|
|
We are currently assessing the provisions of this guidance and evaluating the impact the guidance will have on our consolidated financial statements and related disclosures. We are also in the process of aggregating lease documentation for review. The adoption of this ASU is expected to impact the balance sheet through the recognition of a right-of-use asset and a lease liability for all leases with terms in excess of 12 months. This guidance is effective January 1, 2019 using a modified retrospective transition approach with early adoption permitted.
|
|
|
|
ASU 2016-01: Financial Instruments - Overall (Topic 825-10)
|
|
Requires the following: (1) equity investments (except those accounted for under the equity method of accounting, or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; (2) entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; (3) separate presentation of financial assets and financial liabilities by measurement category and form of financial asset; and (4) the elimination of the disclosure requirement to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost.
|
|
The adoption of this guidance results in a cumulative-effect adjustment to the balance sheet, the recognition of changes in fair value of certain equity investments in net income, and enhanced disclosure. This guidance is effective January 1, 2018 with a cumulative-effect adjustment, and will not have a material impact on our consolidated financial statements.
|
|
|
|
||
ASU 2014-09, as amended through November 2017: Revenue from Contracts with Customers (Topic 606)
|
|
The core principle of the guidance is that using a five step methodology an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard also requires enhanced qualitative and quantitative disclosure regarding revenue recognition from customer contracts.
|
|
The adoption of this guidance requires using either a full retrospective approach for all periods presented or a modified retrospective approach with a cumulative effect adjustment to Retained Earnings as of the date of adoption. We adopted the guidance using the modified retrospective approach effective January 1, 2018 with no adjustment to Retained Earnings. We will record revenue when control is transferred to our customer, generally at the time that we provide services. We adopted the standard through the application of the portfolio approach.
We selected a sample of customer contracts to assess under the guidance of the new standard that were characteristically representative of each portfolio. Upon completion of our review, we concluded that we will not have a significant change to the timing of revenue recognition. We have identified certain consideration payable to customers that will be recorded as a reduction of revenues in accordance with Topic 606. These costs are currently recorded as a component of cost of operations. Additionally, we identified certain immaterial sales commissions, which represent costs of obtaining a contract, that should be capitalized as contract acquisition costs under the guidance and amortized to general and administration expense over the expected life of the customer contract. Based on the immateriality of these sales commissions, no adjustment to Retained Earnings or the accounting of these costs was deemed necessary. In assessing the impact of adopting the guidance on disclosures, we anticipate to have additional disclosures regarding the disaggregation of revenues by business segment, the presentation and roll forward of various contract asset and liability balances, changes to our accounting policy, as well as other significant judgments and disclosures regarding performance obligations and the implementation of the amended guidance.
|
Asset Classification
|
|
Estimated
Useful Life |
Buildings and improvements
|
|
10-30 years
|
Machinery and equipment
|
|
5-10 years
|
Rolling stock
|
|
5-10 years
|
Containers
|
|
5-12 years
|
Furniture and Fixtures
|
|
3-8 years
|
•
|
we control the land on which the expansion is sought;
|
•
|
all technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained;
|
•
|
we have not identified any legal or political impediments which we believe will not be resolved in our favor;
|
•
|
we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and
|
•
|
senior management has approved the project.
|
•
|
a significant decrease in the market price of an asset or asset group;
|
•
|
a significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical condition;
|
•
|
a significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset group, including an adverse action or assessment by a regulator;
|
•
|
an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset;
|
•
|
a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group;
|
•
|
a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life; or
|
•
|
an impairment of goodwill at a reporting unit.
|
•
|
a significant adverse change in legal status or in the business climate;
|
•
|
an adverse action or assessment by a regulator;
|
•
|
a more likely than not expectation that a segment or a significant portion thereof will be sold; or
|
•
|
the testing for recoverability of a significant asset group within the segment.
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Purchase Price:
|
|
|
|
|
|
||||||
Cash used in acquisitions, net of cash acquired
|
$
|
4,823
|
|
|
$
|
2,439
|
|
|
$
|
—
|
|
Notes payable
|
2,400
|
|
|
—
|
|
|
—
|
|
|||
Other non-cash considerations
|
101
|
|
|
—
|
|
|
—
|
|
|||
Contingent consideration and holdbacks
|
736
|
|
|
400
|
|
|
—
|
|
|||
Total
|
8,060
|
|
|
2,839
|
|
|
—
|
|
|||
Current assets
|
93
|
|
|
40
|
|
|
—
|
|
|||
Land
|
—
|
|
|
353
|
|
|
—
|
|
|||
Buildings
|
—
|
|
|
1,360
|
|
|
—
|
|
|||
Equipment
|
2,994
|
|
|
269
|
|
|
—
|
|
|||
Other liabilities, net
|
(49
|
)
|
|
(106
|
)
|
|
—
|
|
|||
Intangible assets
|
2,334
|
|
|
—
|
|
|
—
|
|
|||
Fair value of assets acquired and liabilities assumed
|
5,372
|
|
|
1,916
|
|
|
—
|
|
|||
Excess purchase price to be allocated to goodwill
|
$
|
2,688
|
|
|
$
|
923
|
|
|
$
|
—
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Revenue
|
$
|
602,754
|
|
|
$
|
572,628
|
|
|
$
|
556,569
|
|
Operating (loss) income
|
$
|
(12,314
|
)
|
|
$
|
45,257
|
|
|
$
|
31,940
|
|
Net loss attributable to common stockholders
|
$
|
(21,647
|
)
|
|
$
|
(6,685
|
)
|
|
$
|
(12,947
|
)
|
Basic and diluted net loss per common share attributable to common stockholders
|
$
|
(0.52
|
)
|
|
$
|
(0.16
|
)
|
|
$
|
(0.32
|
)
|
Basic and diluted weighted average shares outstanding
|
41,846
|
|
|
41,233
|
|
|
40,642
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
Non Current:
|
|
|
|
||||
Restricted assets - landfill closure
|
$
|
1,220
|
|
|
$
|
1,002
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
Land
|
$
|
24,224
|
|
|
$
|
24,517
|
|
Landfills
|
513,548
|
|
|
570,464
|
|
||
Landfill operating lease contracts
|
114,462
|
|
|
133,239
|
|
||
Buildings and improvements
|
140,155
|
|
|
143,036
|
|
||
Machinery and equipment
|
139,029
|
|
|
132,748
|
|
||
Rolling stock
|
138,102
|
|
|
133,840
|
|
||
Containers
|
103,501
|
|
|
97,744
|
|
||
|
1,173,021
|
|
|
1,235,588
|
|
||
Less: accumulated depreciation and amortization
|
(811,474
|
)
|
|
(837,122
|
)
|
||
|
$
|
361,547
|
|
|
$
|
398,466
|
|
|
December 31, 2016
|
|
Acquisitions
|
|
December 31, 2017
|
||||||
Eastern
|
$
|
17,429
|
|
|
$
|
1,763
|
|
|
$
|
19,192
|
|
Western
|
88,426
|
|
|
943
|
|
|
89,369
|
|
|||
Recycling
|
12,315
|
|
|
—
|
|
|
12,315
|
|
|||
Other
|
1,729
|
|
|
—
|
|
|
1,729
|
|
|||
Total
|
$
|
119,899
|
|
|
$
|
2,706
|
|
|
$
|
122,605
|
|
|
December 31, 2015
|
|
Acquisitions
|
|
December 31, 2016
|
||||||
Eastern
|
$
|
17,429
|
|
|
$
|
—
|
|
|
$
|
17,429
|
|
Western
|
87,503
|
|
|
923
|
|
|
88,426
|
|
|||
Recycling
|
12,315
|
|
|
—
|
|
|
12,315
|
|
|||
Other
|
1,729
|
|
|
—
|
|
|
1,729
|
|
|||
Total
|
$
|
118,976
|
|
|
$
|
923
|
|
|
$
|
119,899
|
|
|
Covenants
Not-to-Compete
|
|
Client Lists
|
|
Total
|
||||||
Balance, December 31, 2017
|
|
|
|
|
|
||||||
Intangible assets
|
$
|
18,092
|
|
|
$
|
18,087
|
|
|
$
|
36,179
|
|
Less accumulated amortization
|
(16,851
|
)
|
|
(11,179
|
)
|
|
(28,030
|
)
|
|||
|
$
|
1,241
|
|
|
$
|
6,908
|
|
|
$
|
8,149
|
|
|
Covenants
Not-to-Compete
|
|
Client Lists
|
|
Total
|
||||||
Balance, December 31, 2016
|
|
|
|
|
|
||||||
Intangible assets
|
$
|
17,594
|
|
|
$
|
16,071
|
|
|
$
|
33,665
|
|
Less accumulated amortization
|
(16,402
|
)
|
|
(9,567
|
)
|
|
(25,969
|
)
|
|||
|
$
|
1,192
|
|
|
$
|
6,504
|
|
|
$
|
7,696
|
|
|
Fiscal Year Ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
Beginning balance
|
$
|
44,207
|
|
|
$
|
41,041
|
|
Obligations incurred
|
3,022
|
|
|
2,441
|
|
||
Revisions in estimates (1)
|
11,498
|
|
|
(2,052
|
)
|
||
Accretion expense
|
4,401
|
|
|
3,606
|
|
||
Obligations settled (2)
|
(838
|
)
|
|
(829
|
)
|
||
Ending balance
|
$
|
62,290
|
|
|
$
|
44,207
|
|
(1)
|
Relates to changes in estimates and assumptions concerning anticipated waste flow, cost and timing of future final capping, closure and post-closure activities at certain landfills, including the Subtitle D landfill in Southbridge, Massachusetts ("Southbridge Landfill"), as well as changes to expansion airspace. See Note 10,
Commitments and Contingencies
and Note 15,
Other Items and Charges
for disclosure regarding Southbridge Landfill.
|
(2)
|
Includes amounts paid and amounts that are being processed through accounts payable as a part of our disbursement cycle.
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
Senior Secured Credit Facility:
|
|
|
|
||||
Revolving Credit Facility due October 2021; bearing interest at LIBOR plus 2.75%
|
$
|
36,000
|
|
|
$
|
62,600
|
|
Term Loan B Facility due October 2023; bearing interest at LIBOR plus 2.50%
|
346,500
|
|
|
350,000
|
|
||
Tax-Exempt Bonds:
|
|
|
|
||||
New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014 due December 2044 - fixed rate interest period through 2019; bearing interest at 3.75%
|
25,000
|
|
|
25,000
|
|
||
New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014R-2 due December 2044 - fixed rate interest period through 2026; bearing interest at 3.125%
|
15,000
|
|
|
15,000
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-3 due January 2025 - fixed rate interest period through 2025; bearing interest at 5.25%
|
25,000
|
|
|
—
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015 due August 2035 - fixed rate interest period through 2025; bearing interest at 5.125%
|
15,000
|
|
|
15,000
|
|
||
Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2013 due April 2036 - fixed rate interest period through 2018; bearing interest at 4.75%
|
16,000
|
|
|
16,000
|
|
||
Business Finance Authority of the State of New Hampshire Solid Waste Disposal Revenue Bonds Series 2013 due April 2029 - fixed rate interest period through 2019; bearing interest at 4.00%
|
11,000
|
|
|
11,000
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-2 due January 2025 - fixed rate interest period through 2017; bore interest at 6.25%
|
—
|
|
|
21,400
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-1; letter of credit backed due January 2025 - bore interest at SIFMA Index
|
—
|
|
|
3,600
|
|
||
Other:
|
|
|
|
||||
Capital leases maturing through September 2023; bearing interest at up to 7.70%
|
5,595
|
|
|
5,534
|
|
||
Notes payable maturing through June 2027; bearing interest at up to 7.00%
|
2,585
|
|
|
449
|
|
||
Principal amount of long-term debt and capital leases
|
497,680
|
|
|
525,583
|
|
||
Less—unamortized discount and debt issuance costs (1)
|
15,178
|
|
|
16,936
|
|
||
Long-term debt and capital leases less unamortized discount and debt issuance costs
|
482,502
|
|
|
508,647
|
|
||
Less—current maturities of long-term debt
|
4,926
|
|
|
4,686
|
|
||
|
$
|
477,576
|
|
|
$
|
503,961
|
|
(1)
|
A summary of unamortized discount and debt issuance costs by debt instrument follows:
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
Revolving Credit Facility
|
$
|
3,938
|
|
|
$
|
4,965
|
|
Term Loan B Facility (including unamortized discount of $1,482 and $1,712)
|
7,392
|
|
|
7,718
|
|
||
New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014
|
1,034
|
|
|
1,221
|
|
||
New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014R-2
|
511
|
|
|
571
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-3
|
603
|
|
|
—
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015
|
691
|
|
|
760
|
|
||
Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2013
|
573
|
|
|
605
|
|
||
Business Finance Authority of the State of NH Solid Waste Disposal Revenue Bonds Series 2013
|
436
|
|
|
563
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-2
|
—
|
|
|
502
|
|
||
Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-1
|
—
|
|
|
31
|
|
||
|
$
|
15,178
|
|
|
$
|
16,936
|
|
•
|
the write-off of debt issuance costs in connection with the Repricing Amendment in fiscal year 2017;
|
•
|
the write-off of debt issuance costs in connection with the remarketing of the FAME Bonds 2005R-1 and the FAME Bonds 2005R-2 into the FAME Bonds 2005R-3 in fiscal year 2017;
|
•
|
the write-off of debt issuance costs in connection with changes to the borrowing capacity from our ABL Facility to the Credit Facility in fiscal year 2016;
|
•
|
the repurchase price premium and write-off of debt issuance costs and unamortized original issue discount associated with the early redemption, repurchase and retirement of our 2019 Notes in fiscal years 2016 and 2015; and
|
•
|
the write-off of debt issuance costs in connection with changes to the borrowing capacity from our Refinanced Revolving Credit Facility to the ABL Facility in fiscal year 2015.
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Interest expense on long-term debt and capital leases
|
$
|
22,060
|
|
|
$
|
34,741
|
|
|
$
|
35,868
|
|
Amortization of debt issuance costs and discount on long-term debt
|
2,692
|
|
|
3,881
|
|
|
3,977
|
|
|||
Letter of credit fees
|
703
|
|
|
593
|
|
|
637
|
|
|||
Less: capitalized interest
|
(295
|
)
|
|
(273
|
)
|
|
(62
|
)
|
|||
Total interest expense
|
$
|
25,160
|
|
|
$
|
38,942
|
|
|
$
|
40,420
|
|
|
|
|
|
||||
|
Fiscal Year Ended
December 31, |
||||||
|
2017
|
|
2016
|
||||
Beginning balance
|
$
|
—
|
|
|
$
|
—
|
|
Accretion expense
|
82
|
|
|
—
|
|
||
Obligations incurred
|
6,379
|
|
|
—
|
|
||
Obligations settled (1)
|
(525
|
)
|
|
—
|
|
||
Ending balance
|
$
|
5,936
|
|
|
$
|
—
|
|
(1)
|
Includes amounts that are being processed through accounts payable as a part of our disbursements cycle.
|
|
|
||
Undiscounted liability
|
$
|
13,368
|
|
Less discount, net
|
(1,674
|
)
|
|
Liability balance - December 31, 2017
|
$
|
11,694
|
|
|
Stock Options (1)
|
|
Weighted
Average
Exercise Price
|
|
Weighted
Average
Remaining
Contractual
Term (years)
|
|
Aggregate
Intrinsic Value
|
|||||
Outstanding, December 31, 2016
|
1,115
|
|
|
$
|
6.13
|
|
|
|
|
|
||
Granted
|
—
|
|
|
$
|
—
|
|
|
|
|
|
||
Exercised
|
(361
|
)
|
|
$
|
6.20
|
|
|
|
|
|
||
Forfeited or expired
|
(27
|
)
|
|
$
|
13.17
|
|
|
|
|
|
||
Outstanding, December 31, 2017
|
727
|
|
|
$
|
5.82
|
|
|
6.3
|
|
$
|
12,495
|
|
Exercisable, December 31, 2017
|
527
|
|
|
$
|
4.81
|
|
|
5.7
|
|
$
|
9,590
|
|
Unvested, December 31, 2017
|
240
|
|
|
$
|
9.16
|
|
|
8.3
|
|
$
|
3,326
|
|
(1)
|
Market-based performance stock option grants are included at
100%
. Attainment of maximum performance targets and market achievements would result in the issuance of
40
shares of Class A common stock currently included in unvested.
|
|
Fiscal Year Ended
December 31, |
|||||||
|
2017 (1)
|
|
2016 (1)
|
|
2015
|
|||
Expected life
|
0.0 years
|
|
|
0.0 years
|
|
|
7.2 years
|
|
Risk-free interest rate
|
—
|
%
|
|
—
|
%
|
|
2.02
|
%
|
Expected volatility
|
—
|
%
|
|
—
|
%
|
|
81.31
|
%
|
(1)
|
In fiscal years 2017 and 2016, we only granted market-based performance stock options, which are discussed separately below.
|
|
Restricted Stock,
Restricted Stock Units,
and Performance Stock
Units (1)
|
|
Weighted
Average
Grant Price
|
|
Weighted Average
Remaining
Contractual Term
(years)
|
|
Aggregate Intrinsic
Value
|
|||||
Outstanding, December 31, 2016
|
1,099
|
|
|
$
|
7.03
|
|
|
|
|
|
||
Granted
|
439
|
|
|
$
|
12.32
|
|
|
|
|
|
||
Class A common stock vested
|
(420
|
)
|
|
$
|
5.21
|
|
|
|
|
|
||
Forfeited or canceled
|
(27
|
)
|
|
$
|
6.31
|
|
|
|
|
|
||
Outstanding, December 31, 2017
|
1,091
|
|
|
$
|
9.81
|
|
|
1.3
|
|
$
|
14,409
|
|
Unvested, December 31, 2017
|
1,453
|
|
|
$
|
10.48
|
|
|
1.3
|
|
$
|
18,216
|
|
(1)
|
Market-based performance stock unit grants are included at
100%
. Attainment of maximum performance targets and market achievements would result in the issuance of an additional
362
shares of Class A common stock currently included in unvested.
|
|
Marketable
Securities
|
|
Interest Rate Swaps
|
|
Total
|
||||||
Balance as of December 31, 2014
|
$
|
58
|
|
|
$
|
—
|
|
|
$
|
58
|
|
Other comprehensive loss
|
(51
|
)
|
|
—
|
|
|
(51
|
)
|
|||
Balance as of December 31, 2015
|
7
|
|
|
—
|
|
|
7
|
|
|||
Other comprehensive loss
|
(75
|
)
|
|
—
|
|
|
(75
|
)
|
|||
Balance as of December 31, 2016
|
(68
|
)
|
|
—
|
|
|
(68
|
)
|
|||
Other comprehensive income (loss) before reclassifications
|
86
|
|
|
(255
|
)
|
|
(169
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income (loss)
|
—
|
|
|
421
|
|
|
421
|
|
|||
Other comprehensive income, net
|
86
|
|
|
166
|
|
|
252
|
|
|||
Balance as of December 31, 2017
|
$
|
18
|
|
|
$
|
166
|
|
|
$
|
184
|
|
|
Fiscal Year Ended
December 31, |
|
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
|
|
||||||
Details About Accumulated Other Comprehensive Income (Loss) Components
|
Amounts Reclassified Out of Accumulated Other Comprehensive Income (Loss)
|
|
Affected Line Item in the Consolidated
Statements of Operations
|
||||||||||
Interest rate swaps
|
$
|
421
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Interest expense
|
|
421
|
|
|
—
|
|
|
—
|
|
|
Loss before income taxes
|
|||
|
—
|
|
|
—
|
|
|
—
|
|
|
(Benefit) provision for income taxes
|
|||
|
$
|
421
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Net loss
|
|
Fair Value Measurement at December 31, 2017 Using:
|
||||||||||
|
Quoted Prices in
Active Markets for Identical Assets (Level 1) |
|
Significant Other
Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||
Assets:
|
|
|
|
|
|
||||||
Restricted assets - landfill closure
|
$
|
1,220
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest rate swaps
|
—
|
|
|
401
|
|
|
—
|
|
|||
|
$
|
1,220
|
|
|
$
|
401
|
|
|
$
|
—
|
|
Liabilities:
|
|
|
|
|
|
||||||
Interest rate swaps
|
$
|
—
|
|
|
$
|
123
|
|
|
$
|
—
|
|
|
|
|
|
|
|
Pension Fund
|
|
EIN/Pension
Plan Number
|
|
Pension Protection Act Zone Status
|
|
Funding Improvement or Rehabilitation Plan Status
|
|
Contributions to Plan
|
|
Expiration Date of CBA
|
||||||||||||
|
|
|
|
Fiscal Year Ended
December 31, |
|
|||||||||||||||||
|
|
2017
|
|
2016
|
|
|
2017
|
|
2016
|
|
2015
|
|
||||||||||
New England Teamsters and Trucking Industry Pension Fund
|
|
04-6372430
|
|
Critical and declining
|
|
Critical
|
|
Implemented
|
|
$
|
627
|
|
|
$
|
523
|
|
|
$
|
413
|
|
|
June 30, 2020
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Federal
|
|
|
|
|
|
||||||
Current
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,899
|
|
Current benefit of loss carryforwards
|
—
|
|
|
—
|
|
|
(2,899
|
)
|
|||
Deferred
|
(15,614
|
)
|
|
458
|
|
|
395
|
|
|||
|
(15,614
|
)
|
|
458
|
|
|
395
|
|
|||
State
|
|
|
|
|
|
||||||
Current
|
301
|
|
|
(90
|
)
|
|
1,112
|
|
|||
Current benefit of loss carryforwards
|
(28
|
)
|
|
—
|
|
|
(557
|
)
|
|||
Deferred
|
88
|
|
|
126
|
|
|
401
|
|
|||
|
361
|
|
|
36
|
|
|
956
|
|
|||
(Benefit) provision for income taxes
|
$
|
(15,253
|
)
|
|
$
|
494
|
|
|
$
|
1,351
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Federal statutory rate
|
35
|
%
|
|
35
|
%
|
|
35
|
%
|
|||
Tax at statutory rate
|
$
|
(12,968
|
)
|
|
$
|
(2,228
|
)
|
|
$
|
(3,650
|
)
|
State income taxes, net of federal benefit
|
(1,959
|
)
|
|
(265
|
)
|
|
198
|
|
|||
Decrease in net federal deferred tax assets before valuation allowance change due to federal rate change
|
33,700
|
|
|
—
|
|
|
—
|
|
|||
Decrease in valuation allowance by 80% of indefinite lived deferred liabilities due to US tax reform
|
(12,758
|
)
|
|
—
|
|
|
—
|
|
|||
Other changes in valuation allowance, including due to federal rate change
|
(18,848
|
)
|
|
4,370
|
|
|
5,272
|
|
|||
Deductible stock awards
|
(1,825
|
)
|
|
—
|
|
|
—
|
|
|||
Tax credits
|
(1,000
|
)
|
|
(1,085
|
)
|
|
(671
|
)
|
|||
Non-deductible expenses
|
542
|
|
|
100
|
|
|
467
|
|
|||
Non-deductible equity income in subsidiaries
|
—
|
|
|
—
|
|
|
(415
|
)
|
|||
Other, net
|
(137
|
)
|
|
(398
|
)
|
|
150
|
|
|||
(Benefit) provision for income taxes
|
$
|
(15,253
|
)
|
|
$
|
494
|
|
|
$
|
1,351
|
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
Deferred tax assets:
|
|
|
|
||||
|
|
|
|
||||
Net operating loss carryforwards
|
$
|
33,228
|
|
|
$
|
46,846
|
|
Accrued expenses and reserves
|
26,572
|
|
|
32,185
|
|
||
Book over tax depreciation of property and equipment
|
25,615
|
|
|
30,012
|
|
||
General business tax credit carryforwards
|
5,439
|
|
|
4,433
|
|
||
Alternative minimum tax credit carryforwards
|
3,804
|
|
|
3,804
|
|
||
Stock awards
|
1,958
|
|
|
1,720
|
|
||
Other
|
2,050
|
|
|
2,806
|
|
||
Total deferred tax assets
|
98,666
|
|
|
121,806
|
|
||
Less: valuation allowance
|
(68,355
|
)
|
|
(97,589
|
)
|
||
Total deferred tax assets after valuation allowance
|
30,311
|
|
|
24,217
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Amortization of intangibles
|
(20,904
|
)
|
|
(30,296
|
)
|
||
Other
|
(145
|
)
|
|
(99
|
)
|
||
Total deferred tax liabilities
|
(21,049
|
)
|
|
(30,395
|
)
|
||
Net deferred tax asset (liability)
|
$
|
9,262
|
|
|
$
|
(6,178
|
)
|
|
Fiscal Year Ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
Unrecognized tax benefits at beginning of period
|
$
|
3,107
|
|
|
$
|
3,379
|
|
Gross increases for tax positions of prior years
|
1
|
|
|
—
|
|
||
Gross decreases for tax positions of prior years
|
(1,165
|
)
|
|
(2
|
)
|
||
Reductions resulting from lapse of statute of limitations
|
—
|
|
|
(270
|
)
|
||
Settlements
|
(2
|
)
|
|
—
|
|
||
Unrecognized tax benefits at end of period
|
$
|
1,941
|
|
|
$
|
3,107
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Asset impairment charge (1)
|
$
|
47,999
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Project development charge (2)
|
9,149
|
|
|
—
|
|
|
—
|
|
|||
Environmental remediation charge (3)
|
6,379
|
|
|
—
|
|
|
—
|
|
|||
Legal and transaction costs (4)
|
1,656
|
|
|
—
|
|
|
—
|
|
|||
Southbridge Landfill closure charge
|
$
|
65,183
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
We performed a test of recoverability under FASB ASC 360, which indicated that the carrying value of our asset group that includes the Southbridge Landfill was no longer recoverable and, as a result, the asset group was assessed for impairment with an impairment charge allocated to the long-lived assets of the Southbridge Landfill in accordance with FASB ASC 360.
|
(2)
|
We wrote-off deferred costs associated with Southbridge Landfill permitting activities no longer deemed viable.
|
(3)
|
We recorded an environmental remediation charge associated with the future installation of a municipal waterline. See Note 10,
Commitments and Contingencies
for additional disclosure.
|
(4)
|
We incurred legal and other transaction costs associated with various matters as part of the Southbridge Landfill closure. See Note 10,
Commitments and Contingencies
for additional disclosure.
|
|
|
|
|
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Loss before income taxes
|
$
|
(21,799
|
)
|
|
$
|
(6,849
|
)
|
|
$
|
(12,969
|
)
|
Denominator:
|
|
|
|
|
|
||||||
Class A common stock
|
41,298
|
|
|
40,572
|
|
|
40,064
|
|
|||
Class B common stock
|
988
|
|
|
988
|
|
|
988
|
|
|||
Unvested restricted stock
|
(38
|
)
|
|
(88
|
)
|
|
(115
|
)
|
|||
Effect of weighted average shares outstanding
|
(402
|
)
|
|
(239
|
)
|
|
(295
|
)
|
|||
Weighted average common shares outstanding
|
41,846
|
|
|
41,233
|
|
|
40,642
|
|
|||
Antidilutive potentially issuable shares
|
2,219
|
|
|
2,442
|
|
|
2,259
|
|
Segment
|
Outside
revenues
|
|
Inter-company
revenue
|
|
Depreciation and
amortization
|
|
Operating (loss) income
|
|
Interest
expense, net
|
|
Capital
expenditures
|
|
Goodwill
|
|
Total assets
|
||||||||||||||||
Eastern
|
$
|
181,170
|
|
|
$
|
50,335
|
|
|
$
|
23,815
|
|
|
$
|
(51,867
|
)
|
|
$
|
3
|
|
|
$
|
17,153
|
|
|
$
|
19,192
|
|
|
$
|
157,248
|
|
Western
|
250,771
|
|
|
71,510
|
|
|
30,766
|
|
|
35,035
|
|
|
(220
|
)
|
|
42,082
|
|
|
89,369
|
|
|
344,324
|
|
||||||||
Recycling
|
62,307
|
|
|
246
|
|
|
4,125
|
|
|
2,805
|
|
|
143
|
|
|
2,006
|
|
|
12,315
|
|
|
48,612
|
|
||||||||
Other
|
105,061
|
|
|
1,881
|
|
|
3,396
|
|
|
1,444
|
|
|
24,961
|
|
|
3,621
|
|
|
1,729
|
|
|
64,765
|
|
||||||||
Eliminations
|
—
|
|
|
(123,972
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total
|
$
|
599,309
|
|
|
$
|
—
|
|
|
$
|
62,102
|
|
|
$
|
(12,583
|
)
|
|
$
|
24,887
|
|
|
$
|
64,862
|
|
|
$
|
122,605
|
|
|
$
|
614,949
|
|
Segment
|
Outside
revenues |
|
Inter-company
revenue |
|
Depreciation and
amortization |
|
Operating (loss) income
|
|
Interest
expense, net |
|
Capital
expenditures |
|
Goodwill
|
|
Total assets
|
||||||||||||||||
Eastern
|
$
|
176,539
|
|
|
$
|
45,728
|
|
|
$
|
27,036
|
|
|
$
|
9,697
|
|
|
$
|
(16
|
)
|
|
$
|
18,363
|
|
|
$
|
17,429
|
|
|
$
|
202,420
|
|
Western
|
233,168
|
|
|
67,985
|
|
|
27,511
|
|
|
30,576
|
|
|
(248
|
)
|
|
31,637
|
|
|
88,426
|
|
|
327,628
|
|
||||||||
Recycling
|
52,911
|
|
|
1,003
|
|
|
4,212
|
|
|
2,542
|
|
|
156
|
|
|
2,218
|
|
|
12,315
|
|
|
49,931
|
|
||||||||
Other
|
102,412
|
|
|
1,615
|
|
|
3,097
|
|
|
2,130
|
|
|
38,760
|
|
|
2,020
|
|
|
1,729
|
|
|
51,533
|
|
||||||||
Eliminations
|
—
|
|
|
(116,331
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total
|
$
|
565,030
|
|
|
$
|
—
|
|
|
$
|
61,856
|
|
|
$
|
44,945
|
|
|
$
|
38,652
|
|
|
$
|
54,238
|
|
|
$
|
119,899
|
|
|
$
|
631,512
|
|
Segment
|
Outside
revenues |
|
Inter-company
revenue |
|
Depreciation and
amortization |
|
Operating (loss) income
|
|
Interest
expense, net |
|
Capital
expenditures |
|
Goodwill
|
|
Total assets
|
||||||||||||||||
Eastern
|
$
|
167,467
|
|
|
$
|
43,560
|
|
|
$
|
25,977
|
|
|
$
|
7,338
|
|
|
$
|
(200
|
)
|
|
$
|
24,840
|
|
|
$
|
17,429
|
|
|
$
|
212,922
|
|
Western
|
231,951
|
|
|
68,284
|
|
|
29,488
|
|
|
26,035
|
|
|
165
|
|
|
20,282
|
|
|
87,503
|
|
|
318,730
|
|
||||||||
Recycling
|
46,338
|
|
|
995
|
|
|
4,480
|
|
|
(2,406
|
)
|
|
25
|
|
|
1,770
|
|
|
12,315
|
|
|
49,355
|
|
||||||||
Other
|
100,744
|
|
|
1,014
|
|
|
2,759
|
|
|
899
|
|
|
40,100
|
|
|
3,103
|
|
|
1,729
|
|
|
52,662
|
|
||||||||
Eliminations
|
—
|
|
|
(113,853
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Total
|
$
|
546,500
|
|
|
$
|
—
|
|
|
$
|
62,704
|
|
|
$
|
31,866
|
|
|
$
|
40,090
|
|
|
$
|
49,995
|
|
|
$
|
118,976
|
|
|
$
|
633,669
|
|
|
Fiscal Year Ended
December 31, |
|||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
Collection
|
$
|
263,688
|
|
|
44.0
|
%
|
|
$
|
249,640
|
|
|
44.2
|
%
|
|
$
|
238,301
|
|
|
43.6
|
%
|
Disposal
|
160,073
|
|
|
26.7
|
%
|
|
154,211
|
|
|
27.3
|
%
|
|
156,536
|
|
|
28.6
|
%
|
|||
Power generation
|
5,375
|
|
|
0.9
|
%
|
|
5,921
|
|
|
1.0
|
%
|
|
6,796
|
|
|
1.2
|
%
|
|||
Processing
|
7,994
|
|
|
1.3
|
%
|
|
6,282
|
|
|
1.1
|
%
|
|
6,061
|
|
|
1.1
|
%
|
|||
Solid waste operations
|
437,130
|
|
|
72.9
|
%
|
|
416,054
|
|
|
73.6
|
%
|
|
407,694
|
|
|
74.5
|
%
|
|||
Organics
|
39,815
|
|
|
6.6
|
%
|
|
41,587
|
|
|
7.4
|
%
|
|
39,134
|
|
|
7.2
|
%
|
|||
Customer solutions
|
60,057
|
|
|
10.1
|
%
|
|
54,478
|
|
|
9.6
|
%
|
|
53,334
|
|
|
9.8
|
%
|
|||
Recycling
|
62,307
|
|
|
10.4
|
%
|
|
52,911
|
|
|
9.4
|
%
|
|
46,338
|
|
|
8.5
|
%
|
|||
Total revenues
|
$
|
599,309
|
|
|
100.0
|
%
|
|
$
|
565,030
|
|
|
100.0
|
%
|
|
$
|
546,500
|
|
|
100.0
|
%
|
Fiscal Year 2017
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
Revenues
|
$
|
133,802
|
|
|
$
|
154,016
|
|
|
$
|
160,269
|
|
|
$
|
151,222
|
|
Operating income (loss)
|
$
|
6,564
|
|
|
$
|
(47,279
|
)
|
|
$
|
18,277
|
|
|
$
|
9,855
|
|
Net (loss) income
|
$
|
(224
|
)
|
|
$
|
(53,675
|
)
|
|
$
|
12,080
|
|
|
$
|
20,020
|
|
Earnings per common share:
|
|
|
|
|
|
|
—
|
|
|||||||
Basic weighted average common shares outstanding
|
41,584
|
|
|
41,811
|
|
|
41,951
|
|
|
42,033
|
|
||||
Basic earnings per share
|
$
|
(0.01
|
)
|
|
$
|
(1.28
|
)
|
|
$
|
0.29
|
|
|
$
|
0.48
|
|
Diluted weighted average common shares outstanding
|
41,584
|
|
|
41,811
|
|
|
43,295
|
|
|
43,394
|
|
||||
Diluted earnings per share
|
$
|
(0.01
|
)
|
|
$
|
(1.28
|
)
|
|
$
|
0.28
|
|
|
$
|
0.46
|
|
Fiscal Year 2016
|
First
Quarter
|
|
Second
Quarter
|
|
Third
Quarter
|
|
Fourth
Quarter
|
||||||||
Revenues
|
$
|
125,432
|
|
|
$
|
144,670
|
|
|
$
|
151,133
|
|
|
$
|
143,795
|
|
Operating income
|
$
|
1,974
|
|
|
$
|
15,596
|
|
|
$
|
17,378
|
|
|
$
|
9,997
|
|
Net (loss) income
|
$
|
(7,614
|
)
|
|
$
|
5,192
|
|
|
$
|
7,537
|
|
|
$
|
(11,973
|
)
|
Net (loss) income attributable to common stockholders
|
$
|
(7,608
|
)
|
|
$
|
5,195
|
|
|
$
|
7,537
|
|
|
$
|
(11,973
|
)
|
Earnings per common share:
|
|
|
|
|
|
|
|
||||||||
Basic weighted average common shares outstanding
|
40,996
|
|
|
41,132
|
|
|
41,377
|
|
|
41,422
|
|
||||
Basic earnings per share
|
$
|
(0.19
|
)
|
|
$
|
0.13
|
|
|
$
|
0.18
|
|
|
$
|
(0.29
|
)
|
Diluted weighted average common shares outstanding
|
40,996
|
|
|
41,598
|
|
|
42,287
|
|
|
41,422
|
|
||||
Diluted earnings per share
|
$
|
(0.19
|
)
|
|
$
|
0.12
|
|
|
$
|
0.18
|
|
|
$
|
(0.29
|
)
|
(1)
|
Performance stock units, including market-based performance stock units, and market-based performance stock options are included at the 100% attainment level. Attainment of maximum performance targets and market achievements could result in the issuance of an additional 402 shares of Class A common stock.
|
(2)
|
The weighted average exercise price of outstanding options, warrants and rights excludes restricted stock units and other equity-based awards that do not have an exercise price.
|
(3)
|
Includes 1,929,958 shares of our Class A common stock issuable under our 2016 Incentive Plan and 143,235 shares of our Class A common stock issuable under our Amended and Restated 1997 Employee Stock Purchase Plan.
|
(a)(1)
|
|
Consolidated Financial Statements included under Item 8.
|
|
|
Report of Independent Registered Public Accounting Firm – RSM US LLP.
|
|
|
Consolidated Balance Sheets as of December 31, 2017 and December 31, 2016.
|
|
|
Consolidated Statements of Operations for fiscal years 2017, 2016 and 2015.
|
|
|
Consolidated Statements of Comprehensive Loss for fiscal years 2017, 2016 and 2015.
|
|
|
Consolidated Statement of Stockholders’ Deficit for fiscal years 2017, 2016 and 2015.
|
|
|
Consolidated Statements of Cash Flows for fiscal years 2017, 2016 and 2015.
|
|
|
Notes to Consolidated Financial Statements.
|
|
|
|
(a)(2)
|
|
Financial Statement Schedules:
|
|
|
Schedule II – Valuation and Qualifying Accounts.
|
|
|
|
|
|
All other schedules have been omitted because the required information is not significant or is included in the consolidated financial statements or notes thereto, or is not applicable.
|
|
|
|
(a)(3)
|
|
Exhibits:
|
Exhibit
No.
|
|
Description
|
|
|
|
2.1
|
|
Agreement and Plan of Merger dated as of January 12, 1999 and as amended by Amendments No. 1, 2 and 3 thereto, among Casella Waste Systems, Inc. (“Casella”), KTI, Inc. (“KTI”) and Rutland Acquisition Sub, Inc. (incorporated herein by reference to Annex A to the registration statement on Form S-4 of Casella as filed November 12, 1999
(file no. 333-90913)).
|
|
|
|
2.2
|
|
Purchase and Sale Agreement dated as of January 23, 2011 among Casella, KTI, CE Holdings II, LLC and CE Holding Company, LLC (incorporated herein by reference to Exhibit 2.1 to the quarterly report on Form 10-Q of Casella as filed on March 3, 2011 (file no. 000-23211)).
|
|
|
|
2.3
|
|
Stock Purchase Agreement dated as of December 6, 2012 among Casella, Blow Bros., the stockholders of Blow Bros. named therein, Arthur E. St. Hilaire (solely in his capacity as the Representative), and Trash Lady, LLC and Trash Lady NH, LLC (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed on December 10, 2012 (file no. 000-23211)).
|
|
|
|
2.4
|
|
Membership Interest Purchase Agreement dated December 5, 2013, by and among Casella Waste Systems, Inc. and the other parties named therein (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed on December 5, 2013 (file no. 000-23211)).
|
|
|
|
3.1
|
|
Second Amended and Restated Certificate of Incorporation of Casella Waste Systems, Inc., as amended (incorporated herein by reference to Exhibit 3.1 to the quarterly report on Form 10-Q of Casella as filed on December 7, 2007
(file no. 000-23211)).
|
|
|
|
3.2
|
|
Third Amended and Restated By-Laws of Casella Waste Systems, Inc., as amended (incorporated herein by reference to Exhibit 3.1 to the current report on Form 8-K of Casella as filed on February 27, 2009 (file no. 000-23211)).
|
|
|
|
4.1
|
|
Form of stock certificate of Casella Class A common stock (incorporated herein by reference to Exhibit 4 to Amendment No. 2 to the registration statement on Form S-1 of Casella as filed on October 9, 1997 (file no. 333-33135)).
|
|
|
|
4.2
|
|
Certificate of Designation creating Series A Convertible Preferred Stock (incorporated herein by reference to Exhibit 4.1 to the current report on Form 8-K of Casella as filed on August 18, 2000 (file no. 000-23211)).
|
|
|
|
4.7
|
|
FAME Financing Agreement, dated as of August 1, 2015, between Casella and the Finance Authority of Maine (incorporated herein by reference to Exhibit 4.1 to the current report on Form 8-K of Casella as filed on August 27, 2015 (file no. 000-23211)).
|
|
|
Exhibit
No.
|
|
Description
|
4.8
|
|
FAME Guaranty Agreement, dated as of August 1, 2015, by and between the guarantors named therein and U.S. Bank National Association, as trustee (incorporated herein by reference to Exhibit 4.2 to the current report on Form 8-K of Casella as filed on August 27, 2015 (file no. 000-23211)).
|
|
|
|
4.9
|
|
Loan Agreement, dated as of December 1, 2014, between New York State Environmental Facilities Corporation and Casella (incorporated herein by reference to Exhibit 4.1 to the current report on Form 8-K of Casella as filed on December 18, 2014 (file no. 000-23211)).
|
|
|
|
4.10
|
|
NYSEFC Amended and Restated Guaranty Agreement, dated as of June 1, 2016, by and between the guarantors named therein and U.S. Bank National Association, as Trustee (incorporated herein by reference to Exhibit 4.1 to the current report on Form 8-K of Casella as filed on June 2, 2016 (file no. 000-23211)).
|
|
|
|
4.11
|
|
BFA Guaranty Agreement, dated as of October 1, 2014, by and among U.S. Bank National Association, as Trustee, and the guarantors identified therein (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed on October 16, 2014 (file no. 000-23211)).
|
|
|
|
4.12
|
|
Financing Agreement dated as of March 1, 2013 between Casella and the Vermont Economic Development Authority, relating to issuance of Vermont Economic Development Authority Solid Waste Disposal Revenue Bonds (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed April 5, 2013 (file no. 000-23211)).
|
|
|
|
4.13
|
|
VEDA Guaranty Agreement, dated as of March 1, 2013, by and among U.S. Bank National Association, as Trustee, and the guarantors identified therein (incorporated herein by reference to Exhibit 4.8 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
4.14
|
|
Financing Agreement dated as of March 1, 2013 between Casella and the Business Finance Authority of the State of New Hampshire, relating to issuance of Business Finance Authority of the State of New Hampshire Solid Waste Disposal Revenue Bonds (incorporated herein by reference to Exhibit 10.2 to the current report on Form 8-K of Casella as filed on April 5, 2013 (file no. 000-23211)).
|
|
|
|
4.15
|
|
Financing Agreement between Casella and Finance Authority of Maine, dated as of December 1, 2005, relating to issuance of Finance Authority of Maine Solid Waste Disposal Revenue Bonds (Casella Waste Services, Inc. Project) Series 2005 (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed on January 4, 2006 (file no. 000-23211)).
|
|
|
|
4.16
|
|
First Amendment dated as of February 1, 2012 to Financing Agreement dated as of December 1, 2005, by and among Finance Authority of Maine, U.S. Bank National Association, as Trustee, Bank of America, as Credit Provider, and Casella (incorporated herein by reference to Exhibit 10.1 to the quarterly report on Form 10-Q of Casella as filed on March 2, 2012 (file no. 000-23211)).
|
|
|
|
4.17
|
|
Second Amendment dated as of February 1, 2017 to Financing Agreement dated as of December 1, 2005, by and among Finance Authority of Maine, U.S. Bank National Association, as Trustee, Bank of America, as Credit Provider, and Casella (incorporated herein by reference to Exhibit 4.2 to the current report on Form 8-K as filed on February 7, 2017 (file no. 000-23211)).
|
|
|
|
4.18
|
|
FAME Amended and Restated Guaranty Agreement, dated as of February 1, 2017, by and among U.S. Bank National Association, as Trustee, and the guarantors identified therein (incorporated herein by reference to Exhibit 4.1 to the current report on Form 8-K of Casella as filed on February 7, 2017 (file no. 000-23211)).
|
|
|
|
10.1*
|
|
1997 Non-Employee Director Stock Option Plan (incorporated herein by reference to Exhibit 10.5 to Amendment No. 1 to the registration statement on Form S-1 of Casella as filed on September 24, 1997 (file no. 333-33135)).
|
|
|
|
10.2*
|
|
Form of Nonstatutory Stock Option Agreement granted under the Amended and Restated 1997 Non-Employee Director Stock Option Plan (incorporated herein by reference to Exhibit 10.2 to the quarterly report on Form 10-Q of Casella as filed on September 9, 2004 (file no. 000-23211)).
|
|
|
|
10.3*
|
|
Amended and Restated 1997 Stock Incentive Plan (incorporated herein by reference to Appendix 1 to the Definitive Proxy Statement on Schedule 14A of Casella as filed on September 21, 1998).
|
|
|
|
10.4*
|
|
Form of Incentive Stock Option Agreement granted under the Amended and Restated 1997 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.1 to the quarterly report on Form 10-Q of Casella as filed on September 9, 2004 (file no. 000-23211)).
|
|
|
|
10.5
|
|
Lease Agreement, as Amended, between Casella Associates and Casella Waste Management, Inc., dated August 1, 1993 (Rutland lease) (incorporated herein by reference to Exhibit 10.17 to the registration statement on Form S-1 of Casella as filed on August 7, 1997 (file no. 333-33135)).
|
Exhibit
No.
|
|
Description
|
|
|
|
10.6
|
|
Second Amendment to Lease Agreement, by and between Casella Associates and Casella Waste Management, Inc., dated as of November 20, 1997 (Rutland lease). (incorporated herein by reference to Exhibit 10.25 to the registration statement on Form S-1 of Casella as filed on June 25, 1998 (file no. 333-57745)).
|
|
|
|
10.7
|
|
Amendment to Lease Agreement dated as of March 13, 2008, between Casella Associates and Casella, amending Lease Agreement dated August 1, 1993, as amended (Rutland lease) (incorporated herein by reference to Exhibit 10.7 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.8
|
|
Lease Agreement, as Amended, between Casella Associates and Casella Waste Management, Inc., dated August 1, 1993 (Montpelier lease) (incorporated herein by reference to Exhibit 10.18 to the registration statement on Form S-1 of Casella as filed on August 7, 1997 (file no. 333-33135)).
|
|
|
|
10.9
|
|
Amendment to Lease Agreement dated as of March 13, 2008, between Casella Associates and Casella, amending Lease Agreement dated August 1, 1993, as amended (Montpelier lease) (incorporated herein by reference to Exhibit 10.9 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.10
|
|
Lease, Operations and Maintenance Agreement between CV Landfill, Inc. and Casella Waste Systems, Inc. dated June 30, 1994 (incorporated herein by reference to Exhibit 10.20 to the registration statement on Form S-1 of Casella as filed on August 7, 1997 (file no. 333-33135)).
|
|
|
|
10.11*
|
|
Employment Agreement between Casella and John W. Casella dated December 8, 1999 (incorporated herein by reference to Exhibit 10.43 to the annual report on Form 10-K of Casella as filed on August 4, 2000 (file no. 000-23211)).
|
|
|
|
10.12*
|
|
Amendment to Employment Agreement by and between Casella and John W. Casella dated as of December 30, 2008 (incorporated herein by reference to Exhibit 10.3 to the quarterly report on Form 10-Q of Casella as filed on March 6, 2009 (file no. 000-23211)).
|
|
|
|
10.13*
|
|
2006 Stock Incentive Plan, as amended (incorporated herein by reference to Exhibit 10.13 to the annual report on Form 8-K of Casella as filed on March 2, 2016 (file no. 000-023211)).
|
|
|
|
10.14*
|
|
Form of Incentive Stock Option Agreement granted under 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.14 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.15*
|
|
Form of Restricted Stock Agreement granted under 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.15 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.16*
|
|
Form of Restricted Share Unit Agreement granted under 2006 Stock Incentive Plan (employee with employment contract) (incorporated herein by reference to Exhibit 10.16 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.17*
|
|
Form of Restricted Share Unit Agreement granted under 2006 Stock Incentive Plan (employee with no employment contract) (incorporated herein by reference to Exhibit 10.17 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.18*
|
|
Form of Restricted Stock Unit Agreement granted under 2006 Stock Incentive Plan (employee with employment contract) (incorporated herein by reference to Exhibit 10.18 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.19*
|
|
Form of Restricted Stock Unit Agreement granted under 2006 Stock Incentive Plan (employee with no employment contract) (incorporated herein by reference to Exhibit 10.19 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.20*
|
|
Form of Performance Share Unit Agreement granted under 2006 Stock Incentive Plan (incorporated herein by reference to Exhibit 10.2 to the quarterly report on Form 10-Q of Casella as filed on September 4, 2008 (file no. 000-23211)).
|
|
|
|
10.21*
|
|
Form of Restricted Stock Unit Agreement granted under 2006 Stock Incentive Plan (adopted March 1, 2016) (employee with employment contract) (incorporated herein by reference to Exhibit 10.2 to the current report on Form 8-K of Casella as filed on March 7, 2016 (file no. 000-23211)).
|
|
|
|
Exhibit
No.
|
|
Description
|
10.22*
|
|
Form of Restricted Stock Unit Agreement granted under 2006 Stock Incentive Plan (adopted March 1, 2016) (employee with no employment contract) (incorporated herein by reference to Exhibit 10.3 to the current report on Form 8-K of Casella as filed on March 7, 2016 (file no. 000-23211)).
|
|
|
|
10.23
|
|
Third Amendment to Amended and Restated Credit Agreement, dated as of June 25, 2013, by and among Casella, Bank of America, N.A., as Administrative Agent, Swing Line Lender and LIC Issuer, and the Lenders party thereto (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8- K of Casella as filed on June 26, 2013 (file no. 000-23211)).
|
|
|
|
10.24
|
|
Loan and Security Agreement, dated as of February 27, 2015, among Casella, the subsidiaries of Casella identified therein and Bank of America, N.A., as agent for the lenders party thereto (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed on March 3, 2015 (file no. 00-23211)).
|
|
|
|
10.25
|
|
First Amendment to Loan and Security Agreement, dated as of June 26, 2015, by and among Casella, its subsidiaries listed in Schedule 1 to the Loan and Security Agreement, dated as of February 27, 2015, the lenders from time to time party thereto, and Bank of America, N.A., as Agent (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed on March 3, 2015 (file no. 00-23211)).
|
|
|
|
10.26*
|
|
Employment Agreement between Casella and Edwin D. Johnson dated as of July 6, 2010 (incorporated herein by reference to Exhibit 10.1 to the quarterly report on Form 10-Q of Casella as filed on September 3, 2010 (file no. 000-23211)).
|
|
|
|
10.27*
|
|
Letter Agreement between Casella and Edwin D. Johnson dated as of February 12, 2013 (incorporated herein by reference to Exhibit 10.26 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.28*
|
|
Employment Agreement between Casella and David L. Schmitt dated as of May 31, 2006, as amended (incorporated herein by reference to Exhibit 10.27 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.29*
|
|
Employment Agreement between Casella and Edmond Coletta dated as of September 1, 2012 (incorporated herein by reference to Exhibit 10.28 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.30*
|
|
Employment Agreement between Casella and Christopher B. Heald dated as of March 1, 2016 (incorporated herein by reference to Exhibit 10.4 to the current report on Form 8-K of Casella as filed on March 7, 2016 (file no. 000-23211)).
|
|
|
|
10.31
|
|
Extension of Lease Agreements dated as of April 23, 2013, between Casella Associates and Casella, amending (i) Lease Agreement dated August 1, 1993, as amended (Montpelier lease) and (ii) Lease Agreement dated August 1, 1993, as amended (Rutland lease) (incorporated herein by reference to Exhibit 10.29 to the annual report on Form 10-K of Casella as filed on June 27, 2014 (file no. 000-23211)).
|
|
|
|
10.32
|
|
Credit Agreement, dated as of October 17, 2016, among Casella Waste Systems, Inc., the subsidiaries of Casella Waste Systems, Inc. identified therein and Bank of America, N.A., as agent for the lender party thereto (incorporated herein by reference to Exhibit 10.1 of the current report on Form 8-K as filed October 17, 2016 (file no. 000-23211)).
|
|
|
|
10.33
|
|
First Amendment to Credit Agreement, dated as of April 18, 2017, by and among Casella Waste Systems, Inc., the subsidiaries of Casella Waste Systems, Inc. identified therein, the lenders party thereto and Bank of America N.A., as administrative agent (incorporated herein by reference to Exhibit 10.1 to the Current Report on Form 8-K of Casella as filed on April 18, 2017 (file No. 000-23211)).
|
|
|
|
10.34*
|
|
Casella Waste Systems, Inc. Non-Equity Incentive Plan (incorporated herein by reference to Exhibit 10.1 of the current report on Form 8-K of Casella as filed on March 7, 2016 (file no. 000-23211)).
|
|
|
|
10.35*
|
|
Casella Waste Systems, Inc. 2016 Incentive Plan (incorporated herein by reference to Exhibit 99.1 to the Registration Statement on Form S-8 of Casella as filed on November 17, 2016 (file No. 333-214683)).
|
|
|
|
10.36*
|
|
Form of Restricted Stock Unit Agreement under 2016 Incentive Plan (employee with employment contract) (incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.37*
|
|
Form of Restricted Stock Unit Agreement under 2016 Incentive Plan (employee with no employment contract) (incorporated herein by reference to Exhibit 10.2 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
Exhibit
No.
|
|
Description
|
|
|
|
10.38*
|
|
Form of Performance-Based Stock Unit Agreement under 2016 Incentive Plan (employee with employment contract) (incorporated herein by reference to Exhibit 10.3 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.39*
|
|
Form of Performance-Based Stock Unit Agreement under 2016 Incentive Plan (employee with no employment contract) (incorporated herein by reference to Exhibit 10.4 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.40*
|
|
Form of Restricted Stock Agreement under 2016 Incentive Plan (incorporated herein by reference to Exhibit 10.5 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.41*
|
|
Form of Incentive Stock Option Agreement under 2016 Incentive Plan (employee with employment contract) (incorporated herein by reference to Exhibit 10.6 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.42*
|
|
Form of Nonstatutory Stock Option Agreement under 2016 Incentive Plan (employee with employment contract) (incorporated herein by reference to Exhibit 10.7 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.43*
|
|
Form of Incentive Stock Option Agreement under 2016 Incentive Plan (employee with no employment contract) (incorporated herein by reference to Exhibit 10.8 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.44*
|
|
Form of Nonstatutory Stock Option Agreement under 2016 Incentive Plan (employee with no employment contract) (incorporated herein by reference to Exhibit 10.9 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.45*
|
|
Form of Performance-Based Stock Option Agreement under 2016 Incentive Plan (employee with employment contract) (incorporated herein by reference to Exhibit 10.10 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.46*
|
|
Form of Performance-Based Stock Option Agreement under 2016 Incentive Plan (employee with no employment contract) (incorporated herein by reference to Exhibit 10.11 to the current report on Form 8-K of Casella as filed on November 22, 2016 (file No. 000-23211)).
|
|
|
|
10.47*
|
|
Form of Restricted Stock Unit Agreement under 2016 Incentive Plan (non-employee director) (incorporated herein by reference to Exhibit 10.1 to the quarterly report on Form 10-Q of Casella as filed on November 2, 2017 (file No. 000-23211)).
|
|
|
|
|
Statement of Computation of Ratio of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and Preferred Stock Dividends.
|
|
|
|
|
|
Subsidiaries of Casella Waste Systems, Inc.
|
|
|
|
|
|
Consent of RSM US LLP
|
|
|
|
|
|
Certification of Principal Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
|
|
|
|
|
|
Certification of Principal Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as amended.
|
|
|
|
|
|
Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.
|
|
|
|
|
101.INS
|
|
XBRL Instance Document.**
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document.**
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Calculation Linkbase Document.**
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Label Linkbase Document.**
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Presentation Linkbase Document.**
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document.**
|
|
Casella Waste Systems, Inc.
|
|
|
Dated: March 2, 2018
|
By: /s/ John W. Casella
|
|
John W. Casella
|
|
Chairman of the Board of Directors and Chief
Executive Officer
(Principal Executive Officer)
|
Signature
|
|
Title
|
|
Date
|
|
|
|
|
|
/s/ John W. Casella
|
|
Chairman of the Board of Directors and Chief Executive Officer
|
|
March 2, 2018
|
John W. Casella
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
/s/ Edmond R. Coletta
|
|
Senior Vice President and Chief Financial Officer
|
|
March 2, 2018
|
Edmond R. Coletta
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|
/s/ Christopher B. Heald
|
|
Vice President and Chief Accounting Officer
|
|
March 2, 2018
|
Christopher B. Heald
|
|
(Principal Accounting Officer)
|
|
|
|
|
|
|
|
/s/ Douglas R. Casella
|
|
Director
|
|
March 2, 2018
|
Douglas R. Casella
|
|
|
|
|
|
|
|
|
|
/s/ Joseph G. Doody
|
|
Director
|
|
March 2, 2018
|
Joseph G. Doody
|
|
|
|
|
|
|
|
|
|
/s/ Gregory B. Peters
|
|
Director
|
|
March 2, 2018
|
Gregory B. Peters
|
|
|
|
|
|
|
|
|
|
/s/ James F. Callahan, Jr.
|
|
Director
|
|
March 2, 2018
|
James F. Callahan, Jr.
|
|
|
|
|
|
|
|
|
|
/s/ James E. O’Connor
|
|
Director
|
|
March 2, 2018
|
James E. O’Connor
|
|
|
|
|
|
|
|
|
|
/s/ William P. Hulligan
|
|
Director
|
|
March 2, 2018
|
William P. Hulligan
|
|
|
|
|
|
|
|
|
|
/s/ Michael K. Burke
|
|
Director
|
|
March 2, 2018
|
Michael K. Burke
|
|
|
|
|
|
|
|
|
|
/s/ Emily Nagle Green
|
|
Director
|
|
March 2, 2018
|
Emily Nagle Green
|
|
|
|
|
|
Fiscal Year Ended
December 31, |
||||||||||
2017
|
|
2016
|
|
2015
|
|||||||
Balance at beginning of period
|
$
|
1,069
|
|
|
$
|
988
|
|
|
$
|
2,153
|
|
Additions—charged to expense
|
290
|
|
|
1,107
|
|
|
1,344
|
|
|||
Deductions—bad debts written off, net of recoveries
|
(550
|
)
|
|
(1,026
|
)
|
|
(2,509
|
)
|
|||
Balance at end of period
|
$
|
809
|
|
|
$
|
1,069
|
|
|
$
|
988
|
|
1 Year Casella Waste Systems Chart |
1 Month Casella Waste Systems Chart |
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