Pond Technologies

Waste Connections Reports Fourth Quarter 2022 Results And Provides 2023 Outlook

15 February 2023

Fourth Quarter Highlights

  • Price-led organic growth and acquisition activity drive Q4 results above expectations and provide higher entry point into 2023
  • Revenue of $1.869 billion, net income(a) of $194.4 million, and adjusted EBITDA(b) of $563.6 million, or 30.2% of revenue, above expectations
  • Net income and adjusted net income(b) of $0.75 and $0.89 per share, respectively

Full Year 2022 Highlights

  • Revenue of $7.212 billion, up 17.2%
  • Net income of $835.7 million, or $3.24 per share, and adjusted net income(b) of $985.3 million, or $3.82 per share, up 18.3%
  • Adjusted EBITDA(b) of $2.221 billion, up 15.7%, and 30.8% of revenue, up 10 basis points year over year, excluding acquisitions
  • Net cash provided by operating activities of $2.022 billion, up 19.1%, and adjusted free cash flow(b) of $1.165 billion, up 15.4%
  • Completes acquisitions with approximately $640 million of total annualized revenue in 2022

Expectations for 2023

  • Strong pricing and acquisition growth to drive both double-digit percentage increase in revenue, and adjusted EBITDA* margin expansion
  • Revenue of approximately $8.05 billion, up 11.6%
  • Net income of approximately $961 million and adjusted EBITDA(b) of approximately $2.50 billion, or about 31.1% of revenue
  • Additional acquisitions, increases in recycled commodities and renewable fuels values, or reduction of inflationary pressures to provide upside to 2023 outlook

TORONTO, Feb. 15, 2023 /CNW/ -- Waste Connections, Inc. (TSX/NYSE: WCN) ("Waste Connections" or the "Company") today announced its results for the fourth quarter of 2022 and outlook for 2023.   

"Q4 topped off an extraordinary year for Waste Connections, highlighted by continuing outperformance during the period and providing a higher entry point and enhanced visibility for 2023.  Strong operational execution and over 10% solid waste pricing, along with acquisitions closed during the period, once again provided for better than expected results.  We more than offset inflationary pressures and commodity-related headwinds to expand adjusted EBITDA* margin by 30 basis points, excluding the margin dilutive impact of acquisitions completed since the year-ago period," said Worthing F. Jackman, President and Chief Executive Officer.

"Looking at the full year, double-digit percentage growth in both revenue and adjusted EBITDA, along with adjusted EBITDA margin expansion excluding the impact of acquisitions, continued to differentiate our results.  We overcame elevated wage, fuel and inflationary pressures, and a 70% drop in recycled commodity values in the second half of the year, with an acceleration in pricing during the year providing momentum for higher core pricing in 2023.  Moreover, we reported full year 2022 adjusted free cash flow of $1.165 billion or 16.2% of revenue, while navigating continuing uncertainties regarding timing of manufacturer fleet deliveries and related payments," continued Mr. Jackman.  "2022 acquisition activity also outpaced expectations for a total of approximately $640 million in acquired annualized revenues, which, along with activity year to date, already provides acquisition contribution of  5% in 2023, with additional dialogue ongoing." 

Mr. Jackman concluded, "Our 2022 results are a testament to the culture of accountability that has been integral to Waste Connections' twenty-five year history of outperformance and value creation.  The tireless efforts of our over 22,000 dedicated employees have positioned us for double-digit revenue growth and additional adjusted EBITDA margin expansion in 2023 in spite of an expected 100 basis points margin headwind at current recovered commodity values, with upside from any improvement in these values or inflationary pressures, as well as any additional acquisition activity."

Q4 2022 Results

Revenue in the fourth quarter totaled $1.869 billion, up from $1.624 billion in the year ago period.  Operating income was $312.0 million, which included $4.7 million primarily in transaction-related expenses.  This compares to operating income of $249.3 million in the fourth quarter of 2021, which included $28.4 million primarily related to impairments and other transaction-related expenses.  Net income in the fourth quarter was $194.4 million, or $0.75 per share on a diluted basis of 258.0 million shares.  In the year ago period, the Company reported net income of $166.3 million, or $0.64 per share on a diluted basis of 261.3 million shares.   

Adjusted net income(b) in the fourth quarter was $229.8 million, or $0.89 per diluted share, up from $217.1 million, or $0.83 per diluted share, in the prior year period.  Adjusted EBITDA(b) in the fourth quarter was $563.6 million, as compared to $495.4 million in the prior year period.  Adjusted net income, adjusted net income per diluted share and adjusted EBITDA, all non-GAAP measures, primarily exclude impairments and transaction-related items, as reflected in the detailed reconciliations in the attached tables.

Full Year 2022 Results

For the year ended December 31, 2022, revenue was $7.212 billion, up from $6.151 billion in the year ago period.  Operating income, which included $43.2 million primarily attributable to transaction-related expenses and impairments and other operating items, was $1.242 billion, as compared to operating income of $1.040 billion in 2021, which included $52.0 million in impairments and other operating items, fair value changes in equity awards and transaction-related expenses.

Net income for the year ended December 31, 2022 was $835.7 million, or $3.24 per share on a diluted basis of 258.0 million shares, including a $16.4 million net of tax benefit, or $0.06 per share, primarily as a result of the impact from changes in foreign currency exchange rates on certain debt.  In the year ago period, the Company reported net income of $618.0 million, or $2.36 per share on a diluted basis of 261.7 million shares.  

Adjusted net income(b) for the year ended December 31, 2022 was $985.3 million, or $3.82 per diluted share, as compared to $846.6 million, or $3.23 per diluted share, in the year ago period. Adjusted EBITDA(b) for the year ended December 31, 2022 was $2.221 billion, up from $1.919 billion in the prior year period.

2023 Outlook

Waste Connections also announced its outlook for 2023, which assumes no change in the current economic environment.  The Company's outlook excludes any impact from additional acquisitions that may close during the year, and expensing of transaction-related items.  The outlook provided below is forward looking, and actual results may differ materially depending on risks and uncertainties detailed at the end of this release and in our periodic filings with the U.S. Securities and Exchange Commission and the securities commissions or similar regulatory authorities in Canada. Certain components of the outlook for 2023 are subject to quarterly fluctuations.  See reconciliations in the attached tables.

  • Revenue is estimated at approximately $8.050 billion;
  • Net income is estimated at approximately $961 million;
  • Adjusted EBITDA(b) is estimated at approximately $2.500 billion, or about 31.1% of revenue;
  • Net cash provided by operating activities is estimated at approximately $2.120 billion;
  • Capital expenditures are estimated at $925 million, including $50 million in delayed fleet deliveries from the prior year; proceeds from disposal of assets are estimated at $30 million; and
  • Adjusted free cash flow(b) is estimated at $1.225 billion.

----------------------------------------------------------------------------------------------------------------------------------------------------

 (a) All references to "Net income" refer to the financial statement line item "Net income attributable to Waste Connections".

 (b) A non-GAAP measure; see accompanying Non-GAAP Reconciliation Schedule.

Q4 2022 Earnings Conference Call

Waste Connections will be hosting a conference call related to fourth quarter earnings on February 16th at 8:30 A.M. Eastern Time.  A live audio webcast of the conference call can be accessed by visiting investors.wasteconnections.com and selecting "News & Events" from the website menu. Alternatively, conference call participants can preregister by clicking here.  Registered participants will receive dial-in instructions and a personalized code for entry to the conference call.  A replay of the conference call will be available until February 23, 2023, by calling 877-344-7529 (within North America) or 412-317-0088 (international) and entering Passcode #1793448.

Waste Connections will be filing a Form 8-K on EDGAR and on SEDAR (as an "Other" document) prior to markets opening on February 16th, providing the Company's first quarter 2023 outlook for revenue, price plus volume growth for solid waste, and adjusted EBITDA(b).

About Waste Connections

Waste Connections is an integrated solid waste services company that provides non-hazardous waste collection, transfer and disposal services, along with resource recovery primarily through recycling and renewable fuels generation.  The Company serves more than eight million residential, commercial and industrial customers in mostly exclusive and secondary markets across 43 states in the U.S. and six provinces in Canada.  Waste Connections also provides non-hazardous oilfield waste treatment, recovery and disposal services in several basins across the U.S., as well as intermodal services for the movement of cargo and solid waste containers in the Pacific Northwest.  For more information, visit Waste Connections at wasteconnections.com

Environmental, Social and Governance

Waste Connections views its Environmental, Social and Governance ("ESG") efforts as integral to its business, with initiatives consistent with its objective of long-term value creation.  In 2020, the Company introduced long-term, aspirational ESG targets and committed over $500 million for investments to meet or exceed such sustainability targets. These investments primarily focus on reducing emissions, increasing resource recovery of both recyclable commodities and clean energy fuels, reducing reliance on off-site disposal for landfill leachate, further improving safety and enhancing employee engagement.  The Company's 2022 Sustainability Report provides progress updates on its targets and investments towards their achievement, and introduces new emissions reduction targets.  For more information, visit wasteconnections.com/sustainability.

Safe Harbor and Forward-Looking Information

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995 ("PSLRA"), including "forward-looking information" within the meaning of applicable Canadian securities laws. These forward-looking statements are neither historical facts nor assurances of future performance and reflect Waste Connections' current beliefs and expectations regarding future events and operating performance. These forward-looking statements are often identified by the words "may," "might," "believes," "thinks," "expects," "estimate," "continue," "intends" or other words of similar meaning. All of the forward-looking statements included in this press release are made pursuant to the safe harbor provisions of the PSLRA and applicable securities laws in Canada. Forward-looking statements involve risks and uncertainties. Forward-looking statements in this press release include, but are not limited to, statements about expected 2023 financial results, outlook and related assumptions, and potential acquisition activity. Important factors that could cause actual results to differ, possibly materially, from those indicated by the forward-looking statements include, but are not limited to, risk factors detailed from time to time in the Company's filings with the SEC and the securities commissions or similar regulatory authorities in Canada.  You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.  Waste Connections undertakes no obligation to update the forward-looking statements set forth in this press release, whether as a result of new information, future events, or otherwise, unless required by applicable securities laws.

– financial tables attached –

CONTACT:

 

Mary Anne Whitney / (832) 442-2253

Joe Box / (832) 442-2153

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WASTE CONNECTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF NET INCOME
THREE AND TWELVE MONTHS ENDED DECEMBER 31, 2021 AND 2022
(Unaudited)
(in thousands of U.S. dollars, except share and per share amounts)

              
  

Three months ended
December 31,

 

Twelve months ended
December 31,

 
  

2021

 

2022

 

2021

 

2022

 
          

Revenues

 

$

1,624,319

 

$

1,869,302

 

$

6,151,361

 

$

7,211,859

 

Operating expenses:

             

Cost of operations

  

980,865

  

1,137,973

  

3,654,074

  

4,336,012

 

Selling, general and administrative

  

157,452

  

177,763

  

612,337

  

696,467

 

Depreciation

  

175,142

  

201,111

  

673,730

  

763,285

 

Amortization of intangibles

  

39,042

  

41,719

  

139,279

  

155,675

 

Impairments and other operating items

  

22,497

  

(1,237)

  

32,316

  

18,230

 

Operating income

  

249,321

  

311,973

  

1,039,625

  

1,242,190

 
              

Interest expense

  

(38,625)

  

(64,766)

  

(162,796)

  

(202,331)

 

Interest income

  

573

  

3,376

  

2,916

  

5,950

 

Other income, net

  

833

  

781

  

6,285

  

3,154

 

Loss on early extinguishment of debt

  

-

  

-

  

(115,288)

  

-

 

Income before income tax provision

  

212,102

  

251,364

  

770,742

  

1,048,963

 
              

Income tax provision

  

(45,675)

  

(57,063)

  

(152,253)

  

(212,962)

 

Net income

  

166,427

  

194,301

  

618,489

  

836,001

 

Plus/(less): Net loss (income) attributable to   noncontrolling interests

  

(117)

  

51

  

(442)

  

(339)

 

Net income attributable to Waste Connections

 

$

166,310

 

$

194,352

 

$

618,047

 

$

835,662

 
              

Earnings per common share attributable to Waste Connections' common shareholders:

             

Basic

 

$

0.64

 

$

0.76

 

$

2.37

 

$

3.25

 
              

Diluted

 

$

0.64

 

$

0.75

 

$

2.36

 

$

3.24

 
              

Shares used in the per share calculations:

             

Basic

  

260,547,806

  

257,219,843

  

261,166,723

  

257,383,578

 

Diluted

  

261,258,425

  

257,974,749

  

261,728,470

  

258,038,801

 
              
              

Cash dividends per common share

 

$

0.23

 

$

0.255

 

$

0.845

 

$

0.945

 

WASTE CONNECTIONS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands of U.S. dollars, except share and per share amounts)

        
  

December 31,
2021

 

December 31,
2022

 

ASSETS

       

Current assets:

       

Cash and equivalents

 

$

147,441

 

$

78,637

 

Accounts receivable, net of allowance for credit losses of $18,480 and $22,939 at
December 31, 2021 and 2022, respectively

  

709,614

  

833,862

 

Prepaid expenses and other current assets

  

175,722

  

205,146

 

Total current assets

  

1,032,777

  

1,117,645

 

Restricted cash

  

72,174

  

102,727

 

Restricted investments

  

59,014

  

68,099

 

Property and equipment, net

  

5,721,949

  

6,950,915

 

Operating lease right-of-use assets

  

160,567

  

192,506

 

Goodwill

  

6,187,643

  

6,902,297

 

Intangible assets, net

  

1,350,597

  

1,673,917

 

Other assets, net

  

115,203

  

126,497

 

Total assets

 

$

14,699,924

 

$

17,134,603

 

 

LIABILITIES AND EQUITY

       

Current liabilities:

       

Accounts payable

 

$

392,868

 

$

638,728

 

Book overdraft

  

16,721

  

15,645

 

Deferred revenue

  

273,720

  

325,002

 

Accrued liabilities

  

442,596

  

431,247

 

Current portion of operating lease liabilities

  

38,017

  

35,170

 

Current portion of contingent consideration

  

62,804

  

60,092

 

Current portion of long-term debt and notes payable

  

6,020

  

6,759

 

Total current liabilities

  

1,232,746

  

1,512,643

 
        

Long-term portion of debt and notes payable

  

5,040,500

  

6,890,149

 

Long-term portion of operating lease liabilities

  

129,628

  

165,462

 

Long-term portion of contingent consideration

  

31,504

  

21,323

 

Deferred income taxes

  

850,921

  

1,013,742

 

Other long-term liabilities

  

421,080

  

417,640

 

Total liabilities

  

7,706,379

  

10,020,959

 

Commitments and contingencies

       

Equity:

       

Common shares: 260,283,158 shares issued and 260,212,496 shares outstanding at
December 31, 2021; 257,211,175 shares issued and 257,145,716 shares outstanding at
December 31, 2022

  

3,693,027

  

3,271,958

 

Additional paid-in capital

  

199,482

  

244,076

 

Accumulated other comprehensive income (loss)

  

39,584

  

(56,830)

 

Treasury shares: 70,662 and 65,459 shares at December 31, 2021 and 2022, respectively

  

-

  

-

 

Retained earnings

  

3,056,845

  

3,649,494

 

Total Waste Connections' equity

  

6,988,938

  

7,108,698

 

Noncontrolling interest in subsidiaries

  

4,607

  

4,946

 

Total equity

  

6,993,545

  

7,113,644

 

 Total liabilities and equity

 

$

14,699,924

 

$

17,134,603

 

WASTE CONNECTIONS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
TWELVE MONTHS ENDED DECEMBER 31, 2021 AND 2022
(Unaudited)
(in thousands of U.S. dollars)

        
  

Twelve months ended December 31,

 
  

2021

 

2022

 

Cash flows from operating activities:

       

Net income

 

$

618,489

 

$

836,001

 

Adjustments to reconcile net income to net cash provided by operating activities:

       

Loss on disposal of assets and impairments

  

27,727

  

9,519

 

Depreciation

  

673,730

  

763,285

 

Amortization of intangibles

  

139,279

  

155,675

 

Loss on early extinguishment of debt

  

115,288

  

-

 

Deferred income taxes, net of acquisitions

  

14,563

  

93,481

 

Current period provision for expected credit losses

  

9,719

  

17,353

 

Amortization of debt issuance costs

  

5,055

  

5,454

 

Share-based compensation

  

58,221

  

63,485

 

Interest accretion

  

15,970

  

17,668

 

Payment of contingent consideration recorded in earnings

  

(520)

  

(2,982)

 

Adjustments to contingent consideration

  

2,954

  

(1,030)

 

Other

  

(1,260)

  

(8,217)

 

Net change in operating assets and liabilities, net of acquisitions

  

19,014

  

72,800

 

Net cash provided by operating activities

  

1,698,229

  

2,022,492

 
        

Cash flows from investing activities:

       

Payments for acquisitions, net of cash acquired

  

(960,449)

  

(2,206,901)

 

Capital expenditures for property and equipment

  

(744,315)

  

(912,677)

 

Investment in noncontrolling interests

  

(25,000)

  

-

 

Proceeds from disposal of assets

  

42,768

  

30,676

 

Other

  

(6,486)

  

1,731

 

Net cash used in investing activities

  

(1,693,482)

  

(3,087,171)

 
        

Cash flows from financing activities:

       

Proceeds from long-term debt

  

2,112,193

  

4,816,146

 

Principal payments on notes payable and long-term debt

  

(1,893,100)

  

(3,073,985)

 

Premiums paid on early extinguishment of debt

  

(110,617)

  

-

 

Payment of contingent consideration recorded at acquisition date

  

(12,934)

  

(16,911)

 

Change in book overdraft

  

(367)

  

(1,076)

 

Payments for repurchase of common shares

  

(338,993)

  

(424,999)

 

Payments for cash dividends

  

(220,203)

  

(243,013)

 

Tax withholdings related to net share settlements of equity-based compensation

  

(18,606)

  

(18,358)

 

Debt issuance costs

  

(18,521)

  

(13,271)

 

Proceeds from issuance of shares under employee share purchase plan

  

1,222

  

3,270

 

Proceeds from sale of common shares held in trust

  

430

  

660

 

Net cash provided by (used in) financing activities

  

(499,496)

  

1,028,463

 
        

Effect of exchange rate changes on cash, cash equivalents and restricted cash

  

(25)

  

(2,035)

 
        

Net decrease in cash, cash equivalents and restricted cash

  

(494,774)

  

(38,251)

 

Cash, cash equivalents and restricted cash at beginning of year

  

714,389

  

219,615

 

Cash, cash equivalents and restricted cash at end of year

 

$

219,615

 

$

181,364

 

ADDITIONAL STATISTICS
(in thousands of U.S. dollars, except where noted)

Solid Waste Internal Growth:  The following table reflects a breakdown of the components of our solid waste internal growth for the three and twelve month periods ended December 31, 2022:

  

Three months ended

December 31, 2022

 

Twelve months ended

December 31, 2022

Core Price

  

9.0 %

  

7.7 %

Surcharges

  

1.6 %

  

1.5 %

Volume

  

(2.5 %)

  

(1.1 %)

Recycling

  

(2.9 %)

  

(0.7 %)

Foreign Exchange Impact

  

(0.9 %)

  

(0.5 %)

Total

  

4.3 %

  

6.9 %

Revenue Breakdown: The following table reflects a breakdown of our revenue for the three month periods ended December 31, 2021 and 2022:

             
  

 Three months ended December 31, 2021

 
  

Revenue

 

Inter-company
Elimination

 

Reported
Revenue

 

%

Solid Waste Collection

 

$

1,169,428

 

$

(2,780)

 

$

1,166,648

 

71.8

%

Solid Waste Disposal and Transfer

  

533,122

  

(216,957)

  

316,165

 

19.5

%

Solid Waste Recycling

  

75,317

  

(5,646)

  

69,671

 

4.3

%

E&P Waste Treatment, Recovery and Disposal

  

37,570

  

(3,244)

  

34,326

 

2.1

%

Intermodal and Other

  

39,592

  

(2,083)

  

37,509

 

2.3

%

Total

 

$

1,855,029

 

$

(230,710)

 

$

1,624,319

 

100.0

%

  

 Three months ended December 31, 2022

 
  

Revenue

 

Inter-company
Elimination

 

Reported
Revenue

 

%

Solid Waste Collection

 

$

1,385,682

 

$

(6,093)

 

$

1,379,589

 

73.8

%

Solid Waste Disposal and Transfer

  

619,176

  

(254,381)

  

364,795

 

19.5

%

Solid Waste Recycling

  

26,031

  

(496)

  

25,535

 

1.4

%

E&P Waste Treatment, Recovery and Disposal

  

55,857

  

(3,296)

  

52,561

 

2.8

%

Intermodal and Other

  

48,865

  

(2,043)

  

46,822

 

2.5

%

Total

 

$

2,135,611

 

$

(266,309)

 

$

1,869,302

 

100.0

%

Contribution from Acquisitions: The following table reflects revenues from acquisitions, net of divestitures, for the three and twelve month periods ended December 31, 2021 and 2022:

             
  

Three months ended
December 31,

 

Twelve months ended
December 31,

  

2021

 

2022

 

2021

 

2022

Acquisitions, net

 

$

79,363

 

$

149,994

 

$

215,398

 

$

552,001

               

ADDITIONAL STATISTICS (continued)
(in thousands of U.S. dollars, except where noted)

Other Cash Flow Items: The following table reflects cash interest and cash taxes for the three and twelve month periods ended December 31, 2021 and 2022:

             
  

Three months ended
December 31,

 

Twelve months ended
December 31,

  

2021

 

2022

 

2021

 

2022

Cash Interest Paid

 

$

36,839

 

$

58,883

 

$

157,485

 

$

177,424

Cash Taxes Paid

  

56,094

  

46,556

  

146,198

  

100,156

Debt to Book Capitalization as of December 31, 2022:  49%

Internalization for the three months ended December 31, 2022:  54%

Days Sales Outstanding for the three months ended December 31, 2022:  41 (25 net of deferred revenue)

Share Information for the three months ended December 31, 2022:

   

Basic shares outstanding

 

257,219,843

Dilutive effect of equity-based awards 

 

754,906

Diluted shares outstanding

 

257,974,749

 

NON-GAAP RECONCILIATION SCHEDULE
(in thousands of U.S. dollars, except where noted)

Reconciliation of Adjusted EBITDA:

Adjusted EBITDA, a non-GAAP financial measure, is provided supplementally because it is widely used by investors as a performance and valuation measure in the solid waste industry.  Management uses adjusted EBITDA as one of the principal measures to evaluate and monitor the ongoing financial performance of Waste Connections' operations.  Waste Connections defines adjusted EBITDA as net income attributable to Waste Connections, plus or minus net income (loss) attributable to noncontrolling interests, plus income tax provision, plus interest expense, less interest income, plus depreciation and amortization expense, plus closure and post-closure accretion expense, plus or minus any loss or gain on impairments and other operating items, plus other expense, less other income, plus loss on early extinguishment of debt.  Waste Connections further adjusts this calculation to exclude the effects of other items management believes impact the ability to assess the operating performance of its business.  This measure is not a substitute for, and should be used in conjunction with, GAAP financial measures.  Other companies may calculate adjusted EBITDA differently. 

             
  

Three months ended
December 31,

 

Twelve months ended
December 31,

  

2021

 

2022

 

2021

 

2022

Net income attributable to Waste Connections

 

$

166,310

 

$

194,352

 

$

618,047

 

$

835,662

Plus/(Less): Net income (loss) attributable to noncontrolling interests

  

117

  

(51)

  

442

  

339

Plus: Income tax provision

  

45,675

  

57,063

  

152,253

  

212,962

Plus: Interest expense

  

38,625

  

64,766

  

162,796

  

202,331

Less: Interest income

  

(573)

  

(3,376)

  

(2,916)

  

(5,950)

Plus: Depreciation and amortization

  

214,184

  

242,830

  

813,009

  

918,960

Plus: Closure and post-closure accretion

  

3,579

  

4,105

  

14,497

  

16,253

Plus/(Less): Impairments and other operating items

  

22,497

  

(1,237)

  

32,316

  

18,230

Less: Other income, net

  

(833)

  

(781)

  

(6,285)

  

(3,154)

Plus:  Loss on early extinguishment of debt

  

-

  

-

  

115,288

  

-

Adjustments:

            

Plus: Transaction-related expenses(a)

  

5,098

  

6,239

  

11,318

  

24,933

Plus/(Less): Fair value changes to equity awards(b)

  

755

  

(263)

  

8,393

  

86

Adjusted EBITDA

 

$

495,434

 

$

563,647

 

$

1,919,158

 

$

2,220,652

             

As % of revenues

  

30.5 %

  

30.2 %

  

31.2 %

  

30.8 %

  

____________________________

(a)

Reflects the addback of acquisition-related transaction costs.

(b)

Reflects fair value accounting changes associated with certain equity awards.

NON-GAAP RECONCILIATION SCHEDULE (continued)
(in thousands of U.S. dollars, except where noted)

Reconciliation of Adjusted Free Cash Flow:

Adjusted free cash flow, a non-GAAP financial measure, is provided supplementally because it is widely used by investors as a valuation and liquidity measure in the solid waste industry.  Management uses adjusted free cash flow as one of the principal measures to evaluate and monitor the ongoing financial performance of Waste Connections' operations.  Waste Connections defines adjusted free cash flow as net cash provided by operating activities, plus or minus change in book overdraft, plus proceeds from disposal of assets, less capital expenditures for property and equipment and distributions to noncontrolling interests.  Waste Connections further adjusts this calculation to exclude the effects of items management believes impact the ability to assess the operating performance of its business.  This measure is not a substitute for, and should be used in conjunction with, GAAP liquidity or financial measures.  Other companies may calculate adjusted free cash flow differently. 

             
   

Twelve months ended
December 31,

 
   

2021

 

2022

 

Net cash provided by operating activities

  

$

1,698,229

 

$

2,022,492

 

Less: Change in book overdraft

   

(367)

  

(1,076)

 

Plus: Proceeds from disposal of assets

   

42,768

  

30,676

 

Less: Capital expenditures for property and equipment

   

(744,315)

  

(912,677)

 

Adjustments:

        

   Payment of contingent consideration recorded in earnings(a)

   

520

  

2,982

 

Cash received for divestitures(b)

   

(17,118)

  

(5,671)

 

Transaction-related expenses(c)

   

30,771

  

30,825

 

Pre-existing Progressive Waste share-based grants(d)

   

397

  

286

 

Tax effect(e)

   

(1,287)

  

(2,993)

 

Adjusted free cash flow

  

$

1,009,598

 

$

1,164,844

 
         

As % of revenues

   

16.4 %

  

16.2 %

 
                  
  

___________________________

(a)

Reflects the addback of acquisition-related payments for contingent consideration that were recorded as expenses in earnings and as a component of
cash flows from operating activities as the amounts paid exceeded the fair value of the contingent consideration recorded at the acquisition date.

(b)

Reflects the elimination of cash received in conjunction with the divestiture of certain operations.

(c)

Reflects the addback of acquisition-related transaction costs and the settlement of an acquired tax liability.

(d)

Reflects the cash settlement of pre-existing Progressive Waste share-based awards during the period.

(e)

The aggregate tax effect of footnotes (a) through (d) is calculated based on the applied tax rates for the respective periods.

NON-GAAP RECONCILIATION SCHEDULE (continued)
(in thousands of U.S. dollars, except per share amounts)

Reconciliation of Adjusted Net Income attributable to Waste Connections and Adjusted Net Income per Diluted Share attributable to Waste Connections:

Adjusted net income attributable to Waste Connections and adjusted net income per diluted share attributable to Waste Connections, both non-GAAP financial measures, are provided supplementally because they are widely used by investors as a valuation measure in the solid waste industry.  Management uses adjusted net income attributable to Waste Connections and adjusted net income per diluted share attributable to Waste Connections as one of the principal measures to evaluate and monitor the ongoing financial performance of Waste Connections' operations.  Waste Connections provides adjusted net income attributable to Waste Connections to exclude the effects of items management believes impact the comparability of operating results between periods.  Adjusted net income attributable to Waste Connections has limitations due to the fact that it excludes items that have an impact on the Company's financial condition and results of operations.  Adjusted net income attributable to Waste Connections and adjusted net income per diluted share attributable to Waste Connections are not a substitute for, and should be used in conjunction with, GAAP financial measures.  Other companies may calculate these non-GAAP financial measures differently. 

             
  

Three months ended
December 31,

 

Twelve months ended
December 31,

  

2021

 

2022

 

2021

 

2022

Reported net income attributable to Waste Connections

 

$

166,310

 

$

194,352

 

$

618,047

 

$

835,662

Adjustments:

            

Amortization of intangibles(a)

  

39,042

  

41,719

  

139,279

  

155,675

Impairments and other operating items(b)

  

22,497

  

(1,237)

  

32,316

  

18,230

Transaction-related expenses(c) 

  

5,098

  

6,239

  

11,318

  

24,933

Fair value changes to equity awards(d)

  

755

  

(263)

  

8,393

  

86

Loss on early extinguishment of debt(e)

  

-

  

-

  

115,288

  

-

Tax effect(f)

  

(16,574)

  

(11,053)

  

(78,041)

  

(49,312)

Adjusted net income attributable to Waste Connections

 

$

217,128

 

$

229,757

 

$

846,600

 

$

985,274

Diluted earnings per common share attributable to Waste Connections' common shareholders:

            

Reported net income

 

$

0.64

 

$

0.75

 

$

2.36

 

$

3.24

Adjusted net income

 

$

0.83

 

$

0.89

 

$

3.23

 

$

3.82

             
  

____________________________

(a)

Reflects the elimination of the non-cash amortization of acquisition-related intangible assets.

(b)

Reflects adjustments for impairments and other operating items.

(c)

Reflects the addback of acquisition-related transaction costs.

(d)

Reflects fair value accounting changes associated with certain equity awards.

(e)

Reflects the make-whole premium and related fees associated with the early termination of $1.5 billion in senior notes. 

(f)

The aggregate tax effect of the adjustments in footnotes (a) through (e) is calculated based on the applied tax rates for the respective periods.

2023 OUTLOOK
NON-GAAP RECONCILIATION SCHEDULE
(in thousands of U.S. dollars, except where noted)

Reconciliation of Adjusted EBITDA:

   

2023 Outlook

   

Estimates

 

Observation

Net income attributable to Waste Connections

 

$

961,000

  

    Plus: Net income attributable to noncontrolling interests

  

1,000

  

    Plus: Income tax provision

  

271,000

 

Approximate 22.0% effective rate

    Plus: Interest expense, net

  

255,000

  

    Plus: Depreciation and Depletion

  

842,000

 

Approximately 10.5% of revenue

    Plus: Amortization

  

153,000

  

    Plus: Closure and post-closure accretion

  

17,000

  

Adjusted EBITDA

 

$

2,500,000

 

Approximately 31.1% of revenue

Reconciliation of Adjusted Free Cash Flow:

    
  

2023 Outlook

  Estimates        

Net cash provided by operating activities

 

$

2,120,000

    Less: Capital expenditures, net(a)

  

(895,000)

Adjusted free cash flow

 

$

1,225,000

 

____________________________

(a)  Reflects proceeds from disposal of assets estimated at $30 million; capital expenditures of $925 million includes $50 million in delayed fleet deliveries
       from the prior year.

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