Pond Technologies

Waste Connections Reports Third Quarter 2021 Results And Raises Full Year Outlook

27 October 2021
  • Strong execution, accelerating solid waste pricing growth and continued strength in both resource recovery values and acquisition activity again drive outsized results and increased full year outlook
  • Revenue of $1.597 billion, up 14.9% year over year, exceeding outlook
  • Reports organic growth of 11.3%, including 7.3% solid waste price + volume growth, exceeding outlook
  • Net income(a) of $114.4 million, and adjusted EBITDA(b) of $505.6 million, or 31.7% of revenue, up sequentially from Q2 and up 60 basis points year over year
  • Net income and adjusted net income(b) of $0.44 and $0.89 per share, respectively
  • Year to date net cash provided by operating activities of $1.270 billion and adjusted free cash flow(b) of $825.8 million, or 18.2% of revenue
  • Year to date closed acquisitions of approximately $240 million in annualized revenues
  • Increases regularly quarterly dividend by 12.2%
  • Provides full year 2021 revenue outlook of approximately $6.110 billion, net income of approximately $633 million, adjusted EBITDA(b) of approximately $1.910 billion, net cash from operating activities of approximately $1.689 billion and adjusted free cash flow of approximately $1.025 billion

Waste Connections, Inc. (TSX/NYSE: WCN) ("Waste Connections" or the "Company") today announced its results for the third quarter of 2021.    

Waste Connections logo. (PRNewsFoto/Waste Connections, Inc.) (PRNewsFoto/WASTE CONNECTIONS_ INC_)

"We delivered another top to bottom beat in the period on continued strength in solid waste pricing, higher recycled commodity values, and improving E&P waste activity, along with acquisitions closed during the period.  More importantly, quality of revenue drove 60 basis points year-over-year adjusted EBITDA(b) margin expansion in the quarter, overcoming an estimated 40 basis points impact from margin dilutive acquisitions and hurricanes, putting us firmly on track to exceed the updated full year 2021 outlook we provided in August," said Worthing F. Jackman, President and Chief Executive Officer.  

"Strong execution, proactive acceleration of solid waste pricing to address inflationary pressures, and outsized contribution from acquisitions completed in 2021, already position us for double-digit growth, underlying solid waste margin expansion and strong free cash flow conversion in 2022.  Additional acquisitions expected to be completed later this year, and any continuation of trends in E&P waste activity or commodity-driven revenues, would provide incremental benefit."

Mr. Jackman continued, "As anticipated, the strength of our operating performance, free cash flow generation and balance sheet positioned us for another double-digit increase in our quarterly cash dividend, our eleventh straight year, demonstrating once again our ability to fund our differentiated growth strategy and outsized acquisition activity, along with an increasing return of capital to shareholders."

Q3 2021 Results

Revenue in the third quarter totaled $1.597 billion, up from $1.390 billion in the year ago period.  Operating income was $285.1 million, which included $5.6 million in acquisition-related costs, $3.1 million of impairments and other operating items, and $0.9 million in fair value accounting changes to equity awards.  This compares to operating income of $230.7 million in the third quarter of 2020, which included $7.9 million of costs primarily resulting from impairments and other operating items and acquisition-related costs.  Net income in the third quarter was $114.4 million, or $0.44 per share on a diluted basis of 261.1 million shares, including a net of tax loss on debt extinguishment associated with the prepayment of senior notes of $84.2 million or $0.32 per share.  In the year ago period, the Company reported net income of $158.0 million, or $0.60 per share on a diluted basis of 263.5 million shares. 

Adjusted net income(b) in the third quarter was $233.1 million, or $0.89 per diluted share, versus $188.6 million, or $0.72 per diluted share, in the prior year period.  Adjusted EBITDA(b) in the third quarter was $505.6 million and 31.7% of revenue, as compared to $432.6 million and 31.1% of revenue 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 acquisition-related items, as reflected in the detailed reconciliations in the attached tables.

Nine Months Year to Date Results

For the nine months ended September 30, 2021, revenue was $4.527 billion, up from $4.048 billion in the year ago period.  Operating income, which included $9.8 million in impairments and other operating items, $7.6 million in fair value accounting changes to equity awards and $6.2 million in acquisition-related costs, was $790.3 million, as compared to operating income of $215.3 million for the same period in 2020, which included $453.1 million primarily related to impairments and other operating items. 

Net income for the nine months ended September 30, 2021 was $451.7 million, or $1.72 per share on a diluted basis of 261.9 million shares.  In the year ago period, the Company reported net income of $74.0 million, or $0.28 per share on a diluted basis of 263.7 million shares. 

Adjusted net income(b) for the nine months ended September 30, 2021 was $629.5 million, or $2.39 per diluted share, compared to $517.2 million, or $1.96 per diluted share, in the year ago period. Adjusted EBITDA(b) for the nine months ended September 30, 2021 was $1.424 billion and 31.4% of revenue, up from $1.235 billion and 30.5% of revenue in the prior year period. 

Updated 2021 Outlook

Waste Connections also updated its outlook for 2021, which assumes no change in the current economic environment or underlying economic trends, including as a result of or related to impacts from the COVID-19 pandemic.  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 2021 are subject to quarterly fluctuations.  See reconciliations in the attached tables.

  • Revenue is estimated at approximately $6.110 billion, as compared to our revised revenue outlook of $5.975 billion provided in August.
  • Net income is estimated at approximately $633 million, and adjusted EBITDA(b) is estimated at approximately $1.910 billion, or about 31.3% of revenue, as compared to our revised adjusted EBITDA(b) outlook of $1.875 billion provided in August.
  • Capital expenditures are estimated at approximately $700 million, as compared to our revised capital expenditures outlook of approximately $675 million provided in August.
  • Net cash provided by operating activities is estimated at $1.689 billion, as compared to our revised outlook of $1.666 billion provided in August; adjusted free cash flow(b) is estimated at approximately $1.025 billion, or about 16.8% of revenue, as compared to our adjusted free cash flow outlook of $1.0 billion provided in August.

Q3 2021 Earnings Conference Call

Waste Connections will be hosting a conference call related to third quarter earnings on October 28th 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, listeners may access the call by dialing 800-915-4731 (within North America) or 212-231-2911 (international) approximately 10 minutes prior to the scheduled start time; a passcode is not required.  A replay of the conference call will be available until November 4, 2021, by calling 800-633-8284 (within North America) or 402-977-9140 (international) and entering Passcode #21998075.

Waste Connections will be filing a Form 8-K on EDGAR and on SEDAR (as an "Other" document) prior to markets opening on October 28th, providing the Company's fourth quarter 2021 outlook for revenue, price plus volume growth for solid waste, and adjusted EBITDA(b).

 (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.

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 44 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 through reduced incidents and enhancing employee engagement through improved voluntary turnover and Servant Leadership scores.  The Company's updated 2021 Sustainability Report provides progress updates on its targets and investments towards their achievement.  For more information, visit the Waste Connections website at 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 2021 and 2022 financial results, outlook and related assumptions, potential acquisition activity and return of capital to shareholders. 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 NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2021

(Unaudited)

(in thousands of U.S. dollars, except share and per share amounts)

 
              
  

Three months ended

September 30,

 

Nine months ended

September 30,

 
  

2020

 

2021

 

2020

 

2021

 
          

Revenues

 

$

1,389,552

 

$

1,597,168

 

$

4,047,739

 

$

4,527,042

 

Operating expenses:

             

Cost of operations

  

828,822

  

946,098

  

2,429,957

  

2,673,209

 

Selling, general and administrative

  

136,003

  

155,520

  

404,213

  

454,885

 

Depreciation

  

157,590

  

171,965

  

459,641

  

498,588

 

Amortization of intangibles

  

32,653

  

35,337

  

96,062

  

100,237

 

Impairments and other operating items

  

3,805

  

3,104

  

442,582

  

9,819

 

Operating income

  

230,679

  

285,144

  

215,284

  

790,304

 
              

Interest expense

  

(40,636)

  

(40,418)

  

(119,562)

  

(124,171)

 

Interest income

  

903

  

495

  

4,396

  

2,342

 

Other income (expense), net

  

702

  

3,140

  

(3,046)

  

5,452

 

Loss on early extinguishment of debt

  

-

  

(115,288)

  

-

  

(115,288)

 

Income before income tax provision

  

191,648

  

133,073

  

97,072

  

558,639

 
              

Income tax provision

  

(33,657)

  

(18,419)

  

(23,654)

  

(106,578)

 

Net income

  

157,991

  

114,654

  

73,418

  

452,061

 

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

  

58

  

(273)

  

594

  

(325)

 

Net income attributable to Waste Connections

 

$

158,049

 

$

114,381

 

$

74,012

 

$

451,736

 
              

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

             

Basic

 

$

0.60

 

$

0.44

 

$

0.28

 

$

1.73

 
              

Diluted

 

$

0.60

 

$

0.44

 

$

0.28

 

$

1.72

 
              

Shares used in the per share calculations:

             

Basic

  

262,998,317

  

260,550,774

  

263,253,087

  

261,372,827

 

Diluted

  

263,507,486

  

261,145,220

  

263,718,001

  

261,879,754

 
              
              

Cash dividends per common share

 

$

0.185

 

$

0.205

 

$

0.555

 

$

0.615

 

WASTE CONNECTIONS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands of U.S. dollars, except share and per share amounts)

 
        
  

December 31,

2020

 

September 30,

2021

 

ASSETS

       

Current assets:

       

Cash and equivalents

 

$

617,294

 

$

339,479

 

Accounts receivable, net of allowance for credit losses of $19,380 and $20,306 at December 31, 2020 and September 30, 2021, respectively

  

630,264

  

692,051

 

Prepaid expenses and other current assets

  

160,714

  

128,758

 

Total current assets

  

1,408,272

  

1,160,288

 

Restricted cash

  

97,095

  

118,893

 

Restricted investments

  

57,516

  

58,430

 

Property and equipment, net

  

5,284,506

  

5,414,789

 

Operating lease right-of-use assets

  

170,923

  

162,640

 

Goodwill

  

5,726,650

  

6,006,533

 

Intangible assets, net

  

1,155,079

  

1,264,728

 

Other assets, net

  

92,323

  

88,531

 

Total assets

 

$

13,992,364

 

$

14,274,832

 

LIABILITIES AND EQUITY

       

Current liabilities:

       

Accounts payable

 

$

290,820

 

$

341,211

 

Book overdraft

  

17,079

  

16,527

 

Deferred revenue

  

233,596

  

254,135

 

Accrued liabilities

  

404,923

  

448,541

 

Current portion of operating lease liabilities

  

30,671

  

37,236

 

Current portion of contingent consideration

  

43,297

  

42,359

 

Current portion of long-term debt and notes payable

  

8,268

  

5,289

 

Total current liabilities

  

1,028,654

  

1,145,298

 
        

Long-term portion of debt and notes payable

  

4,708,678

  

4,869,213

 

Long-term portion of operating lease liabilities

  

147,223

  

132,589

 

Long-term portion of contingent consideration

  

28,439

  

24,592

 

Deferred income taxes

  

760,044

  

777,968

 

Other long-term liabilities

  

455,888

  

442,016

 

Total liabilities

  

7,128,926

  

7,391,676

 

Commitments and contingencies

       

Equity:

       

Common shares: 262,899,174 shares issued and 262,824,990 shares outstanding at December 31, 2020; 260,526,784 shares issued and 260,453,918 shares outstanding at September 30, 2021

  

4,030,368

  

3,726,134

 

Additional paid-in capital

  

170,555

  

184,995

 

Accumulated other comprehensive income (loss)

  

(651)

  

17,553

 

Treasury shares: 74,184 and 72,866 shares at December 31, 2020 and September 30, 2021, respectively

  

-

  

-

 

Retained earnings

  

2,659,001

  

2,949,984

 

Total Waste Connections' equity

  

6,859,273

  

6,878,666

 

Noncontrolling interest in subsidiaries

  

4,165

  

4,490

 

Total equity

  

6,863,438

  

6,883,156

 
  

$

13,992,364

 

$

14,274,832

 

WASTE CONNECTIONS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

NINE MONTHS ENDED SEPTEMBER 30, 2020 AND 2021

(Unaudited)

(in thousands of U.S. dollars)

 
        
  

Nine months ended September 30,

 
  

2020

 

2021

 

Cash flows from operating activities:

       

Net income

 

$

73,418

 

$

452,061

 

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

       

Loss on disposal of assets and impairments

  

423,832

  

9,302

 

Depreciation

  

459,641

  

498,588

 

Amortization of intangibles

  

96,062

  

100,237

 

Loss on early extinguishment of debt

  

-

  

115,288

 

Deferred income taxes, net of acquisitions

  

(77,613)

  

(24,282)

 

Amortization of debt issuance costs

  

6,146

  

3,887

 

Share-based compensation

  

38,316

  

42,694

 

Interest accretion

  

12,843

  

12,068

 

Payment of contingent consideration recorded in earnings

  

-

  

(520)

 

Adjustments to contingent consideration

  

16,852

  

89

 

Other

  

936

  

(1,286)

 

Net change in operating assets and liabilities, net of acquisitions

  

135,140

  

61,835

 

Net cash provided by operating activities

  

1,185,573

  

1,269,961

 
        

Cash flows from investing activities:

       

Payments for acquisitions, net of cash acquired

  

(173,810)

  

(561,276)

 

Capital expenditures for property and equipment

  

(420,694)

  

(479,480)

 

Capital expenditures for undeveloped landfill property

  

(66,809)

  

-

 

Proceeds from disposal of assets

  

11,564

  

10,109

 

Other

  

(317)

  

(4,193)

 

Net cash used in investing activities

  

(650,066)

  

(1,034,840)

 
        

Cash flows from financing activities:

       

Proceeds from long-term debt

  

1,790,625

  

1,943,192

 

Principal payments on notes payable and long-term debt

  

(1,505,641)

  

(1,814,034)

 

Premiums paid on early extinguishment of debt

  

-

  

(110,617)

 

Payment of contingent consideration recorded at acquisition date

  

(2,812)

  

(7,998)

 

Change in book overdraft

  

(862)

  

(563)

 

Payments for repurchase of common shares

  

(105,654)

  

(305,640)

 

Payments for cash dividends

  

(145,921)

  

(160,754)

 

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

  

(23,390)

  

(18,576)

 

Debt issuance costs

  

(11,117)

  

(17,997)

 

Proceeds from issuance of shares under employee share purchase plan

  

-

  

1,275

 

Proceeds from sale of common shares held in trust

  

679

  

131

 

Net cash used in financing activities

  

(4,093)

  

(491,581)

 

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

  

980

  

443

 

Net increase (decrease) in cash, cash equivalents and restricted cash

  

532,394

  

(256,017)

 

Cash, cash equivalents and restricted cash at beginning of period

  

423,221

  

714,389

 

Cash, cash equivalents and restricted cash at end of period

 

$

955,615

 

$

458,372

 

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
nine month periods ended September 30, 2021:

 
       
  

Three months ended
September 30, 2021

 

Nine months ended
September 30, 2021

          Core Price

 

4.7

%

 

4.6

%

          Surcharges

 

0.4

%

 

0.1

%

          Volume

 

2.2

%

 

1.8

%

          Recycling

 

2.1

%

 

1.5

%

          Foreign Exchange Impact

 

0.7

%

 

1.0

%

          Total

 

10.1

%

 

9.0

%

Revenue Breakdown: The following table reflects a breakdown of our revenue for the three month periods ended September 30, 2020 and 2021:

             
  

 Three months ended September 30, 2020

 
  

Revenue

 

Inter-company

Elimination

 

Reported

Revenue

 

%

Solid Waste Collection

 

$

1,010,497

 

$

(3,940)

 

$

1,006,557

 

72.4

%

Solid Waste Disposal and Transfer

  

514,705

  

(203,136)

  

311,569

 

22.4

%

Solid Waste Recycling

  

21,377

  

(656)

  

20,721

 

1.5

%

E&P Waste Treatment, Recovery and Disposal

  

26,218

  

(2,575)

  

23,643

 

1.7

%

Intermodal and Other

  

27,141

  

(79)

  

27,062

 

2.0

%

Total

 

$

1,599,938

 

$

(210,386)

 

$

1,389,552

 

100.0

%

 
  

 Three months ended September 30, 2021

 
  

Revenue

 

Inter-company

Elimination

 

Reported

Revenue

 

%

Solid Waste Collection

 

$

1,137,206

 

$

(3,091)

 

$

1,134,115

 

71.0

%

Solid Waste Disposal and Transfer

  

553,974

  

(217,899)

  

336,075

 

21.0

%

Solid Waste Recycling

  

55,772

  

(1,354)

  

54,418

 

3.4

%

E&P Waste Treatment, Recovery and Disposal

  

38,519

  

(3,560)

  

34,959

 

2.2

%

Intermodal and Other

  

38,377

  

(776)

  

37,601

 

2.4

%

Total

 

$

1,823,848

 

$

(226,680)

 

$

1,597,168

 

100.0

%

Contribution from Acquisitions: The following table reflects revenues from acquisitions, net of divestitures, for the three and nine month periods
ended September 30, 2020 and 2021:

             
  

Three months ended
September 30,

 

Nine months ended

September 30,

  

2020

 

2021

 

2020

 

2021

Acquisitions, net

 

$

44,214

 

$

51,368

 

$

144,509

 

$

136,035

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 nine month periods ended September 30, 2020 and 2021:

             
  

Three months ended

September 30,

 

Nine months ended

September 30,

  

2020

 

2021

 

2020

 

2021

Cash Interest Paid

 

$

23,572

 

$

38,685

 

$

86,400

 

$

120,647

Cash Taxes Paid

  

47,965

  

29,411

  

61,015

  

90,104

Debt to Book Capitalization as of September 30, 2021: 41%

Internalization for the three months ended September 30, 2021: 56%

Days Sales Outstanding for the three months ended September 30, 2021: 40 (25 net of deferred revenue)

Share Information for the three months ended September 30, 2021:

   

          Basic shares outstanding

 

260,550,774

          Dilutive effect of equity-based awards 

 

594,446

          Diluted shares outstanding

 

261,145,220

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.  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

September 30,

 

Nine months ended

September 30,

  

2020

 

2021

 

2020

 

2021

Net income attributable to Waste Connections

 

$

158,049

 

$

114,381

 

$

74,012

 

$

451,736

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

  

(58)

  

273

  

(594)

  

325

Plus: Income tax provision

  

33,657

  

18,419

  

23,654

  

106,578

Plus: Interest expense

  

40,636

  

40,418

  

119,562

  

124,171

Less: Interest income

  

(903)

  

(495)

  

(4,396)

  

(2,342)

Plus: Depreciation and amortization

  

190,243

  

207,302

  

555,703

  

598,825

Plus: Closure and post-closure accretion

  

3,723

  

3,544

  

11,340

  

10,919

Plus: Impairments and other operating items

  

3,805

  

3,104

  

442,582

  

9,819

Plus/(Less): Other expense (income), net

  

(702)

  

(3,140)

  

3,046

  

(5,452)

Plus: Loss on early extinguishment of debt

  

-

  

115,288

  

-

  

115,288

Adjustments:

            

Plus: Transaction-related expenses(a)

  

2,335

  

5,637

  

4,497

  

6,220

Plus: Fair value changes to equity awards(b)

  

1,798

  

914

  

6,021

  

7,638

Adjusted EBITDA

 

$

432,583

 

$

505,645

 

$

1,235,427

 

$

1,423,725

             

As % of revenues

  

31.1%

  

31.7%

  

30.5%

  

31.4%

(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. 

 
             
  

Three months ended

September 30,

 

Nine months ended

September 30,

  

2020

 

2021

 

2020

 

2021

Net cash provided by operating activities

 

$

432,388

 

$

421,482

 

$

1,185,573

 

$

1,269,961

Less: Change in book overdraft

  

(256)

  

(373)

  

(862)

  

(563)

Plus: Proceeds from disposal of assets

  

922

  

2,204

  

11,564

  

10,109

Less: Capital expenditures for property and equipment

  

(151,983)

  

(208,089)

  

(420,694)

  

(479,480)

Adjustments:

            

   Payment of contingent consideration recorded in earnings(a)

  

-

  

-

  

-

  

520

Cash received for divestitures(b)

  

-

  

-

  

(4,974)

  

-

Transaction-related expenses(c)

  

2,335

  

25,090

  

4,497

  

25,673

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

  

1,015

  

173

  

7,455

  

317

Tax effect(e)

  

(599)

  

(485)

  

(4,168)

  

(699)

Adjusted free cash flow

 

$

283,822

 

$

240,002

 

$

778,391

 

$

825,838

             

As % of revenues

  

20.4%

  

15.0%

  

19.2%

  

18.2%

(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 settlement of an acquired compensation 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

September 30,

 

Nine months ended

September 30,

  

2020

 

2021

 

2020

 

2021

Reported net income attributable to Waste Connections

 

$

158,049

 

$

114,381

 

$

74,012

 

$

451,736

Adjustments:

            

Amortization of intangibles(a)

  

32,653

  

35,337

  

96,062

  

100,237

Impairments and other operating items(b)

  

3,805

  

3,104

  

442,582

  

9,819

Transaction-related expenses(c) 

  

2,335

  

5,637

  

4,497

  

6,220

Fair value changes to equity awards(d)

  

1,798

  

914

  

6,021

  

7,638

Loss on early extinguishment of debt(e)

  

-

  

115,288

  

-

  

115,288

Tax effect(f)

  

(10,000)

  

(41,531)

  

(137,523)

  

(61,466)

Tax items(g)

  

-

  

-

  

31,508

  

-

Adjusted net income attributable to Waste Connections

 

$

188,640

 

$

233,130

 

$

517,159

 

$

629,472

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

            

Reported net income

 

$

0.60

 

$

0.44

 

$

0.28

 

$

1.72

Adjusted net income

 

$

0.72

 

$

0.89

 

$

1.96

 

$

2.39

             

(a)

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

(b)

Reflects the addback of 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.

(g)

Reflects the impact of a portion of the Company's 2019 inter-entity payments no longer being deductible for tax purposes due to the finalization of tax regulations on April 7, 2020 under Internal Revenue Code section 267A and an increase in deferred tax liabilities resulting from the E&P impairment.

UPDATED 2021 OUTLOOK

NON-GAAP RECONCILIATION SCHEDULE

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

 

Reconciliation of Adjusted EBITDA:

         
 

2021 Outlook

  

August
Estimates

  

Current 
Estimates

  

Observation

Net income attributable to Waste Connections

$

690,000

 

$

633,000

    

    Plus: Income tax provision (a)

 

184,294

  

156,487

  

Approximate 20.5% effective rate

 

    Plus: Interest expense, net

 

162,000

  

162,000

    

    Plus: Depreciation and Depletion

 

680,000

  

671,000

  

Approximately 11.0% of revenue

 

    Plus: Amortization

 

132,000

  

139,000

    

    Plus: Closure and post-closure accretion

 

15,000

  

15,000

    

    Plus: Loss on early extinguishment of debt (b)

 

-

  

115,288

    

    Plus: Impairments and other operating items (b)

 

6,712

  

9,819

    

    Plus: Other income, net (b)

 

(2,312)

  

(5,452)

    

    Adjustments: (b)

         

        Plus: Transaction-related expenses

 

583

  

6,220

    

        Plus: Fair value changes to equity awards

 

6,723

  

7,638

    

Adjusted EBITDA

$

1,875,000

 

$

1,910,000

  

Approximately 31.3% of revenue

 

(a)

Approximately 20.5% full year effective tax rate, including amounts reported for the nine month period ended September 30, 2021; figure excludes tax impact from early debt extinguishment costs.

(b)

Reflects amounts reported for the nine month period ended September 30, 2021, as shown on page 9.

Reconciliation of Adjusted Free Cash Flow:

 
 

 2021 Outlook

 
   

August 
Estimates

  

Current
Estimates

Net cash provided by operating activities

 

$

1,666,061

 

$

1,689,080

 

Plus: Proceeds from disposal of assets (a)

  

7,906

  

10,109

 

Less: Capital expenditures for property and equipment         

  

(675,000)

  

(700,000)

 

Adjustments: (a)

       

    Payment of contingent consideration recorded in earnings

  

520

  

520

 

    Transaction-related expenses

  

583

  

25,673

 

    Pre-existing Progressive Waste share-based grants

  

144

  

317

 

    Tax effect

  

(214)

  

(699)

 

Adjusted free cash flow

 

$

1,000,000

 

$

1,025,000

 
        

As % of revenues

  

16.7%

  

16.8%

 
        

(a)

Reflects amounts reported for the nine month period ended September 30, 2021, as shown on page 10.

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