UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
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Item 7.01 Regulation FD Disclosure.
During our earnings conference call on July 30, 2019, we highlighted the following outlook for the third quarter 2019.
(Dollar amounts are approximations)
For the third quarter of the year, we estimate our revenue to be approximately $1.405 billion. We expect price growth for solid waste to be approximately 5.0%, with volume growth of approximately 0.5%. Net income attributable to Waste Connections is estimated to be approximately $166.1 million. Adjusted EBITDA, as reconciled below, is estimated to be approximately 31.5% of revenue, or about $442 million.
Q3 2019 OUTLOOK
NON-GAAP RECONCILIATION SCHEDULE
(in thousands of U.S. dollars, except where noted)
Reconciliation of Adjusted EBITDA:
| Q3 2019 Outlook | ||||||
| Estimate | Observation | |||||
| Net income attributable to Waste Connections | $ | 166,100 | ||||
| Plus: Income tax provision | 46,900 | Approximately 22.0% effective rate* | ||||
| Plus: Interest expense, net of interest income | 36,000 | |||||
| Plus: Depreciation and depletion | 158,000 | Approximately 11.3% of revenue | ||||
| Plus: Amortization | 31,500 | Approximately 2.2% of revenue, or about $0.09 per diluted share net of taxes | ||||
| Plus: Closure and post-closure accretion | 3,500 | |||||
| Adjusted EBITDA | $ | 442,000 | Approximately 31.5% of revenue | |||
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*Our effective tax rate in the third quarter is estimated to be about 22%. We estimate that the Q3 rate would increase to approximately 30.5% in the event that the proposed regulations as originally drafted are enacted during the period, which would result in an impact of approximately $0.07 per share.
These estimates assume no change in the current economic and operating environment. They also exclude any impact from additional acquisitions that may close during the remainder of the year, and expensing of transaction-related items during the period.
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 our operations. We define 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 foreign currency transaction loss, less foreign currency transaction gain. We further adjust this calculation to exclude the effects of other items management believes impact the ability to assess the operating performance of our 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.
The information furnished in Item 7.01 is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section, and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.
Safe Harbor and Forward-Looking Information
This document 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 document 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 document include, but are not limited to, statements about expected third quarter 2019 outlook for financial results. 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 document. Waste Connections undertakes no obligation to update the forward-looking statements set forth in this document, whether as a result of new information, future events, or otherwise, unless required by applicable securities laws.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WASTE CONNECTIONS, INC. | |||
| Date: July 30, 2019 | BY: | /s/ Mary Anne Whitney | |
| Mary Anne Whitney | |||
| Senior Vice President and Chief Financial Officer | |||