Waste Connections Reports Material Agreements & New Financial Obligation
Ticker: WCN · Form: 8-K · Filed: Feb 29, 2024 · CIK: 1318220
| Field | Detail |
|---|---|
| Company | Waste Connections, Inc. (WCN) |
| Form Type | 8-K |
| Filed Date | Feb 29, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $3.0 billion, $1.0 billion, $4.0 billion, $320 million, $100 m |
| Sentiment | mixed |
Sentiment: mixed
Topics: material-agreement, debt, corporate-action
TL;DR
**Waste Connections just entered and exited a major deal, plus took on new debt, all on Feb 27th!**
AI Summary
Waste Connections, Inc. filed an 8-K on February 29, 2024, reporting events that occurred on February 27, 2024. The filing indicates the entry into and termination of a material definitive agreement, as well as the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement. The specific details of these agreements and obligations are not provided in the excerpt.
Why It Matters
This filing signals significant changes in Waste Connections' financial commitments and operational agreements, which could impact its future financial performance and strategic direction.
Risk Assessment
Risk Level: medium — The lack of specific details regarding the material agreements and financial obligations introduces uncertainty about their potential impact on the company.
Key Players & Entities
- Waste Connections, Inc. (company) — Registrant
- February 27, 2024 (date) — Date of earliest event reported
- February 29, 2024 (date) — Filing date
- Ontario, Canada (location) — Jurisdiction of incorporation
FAQ
What was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on February 27, 2024.
What types of events did Waste Connections, Inc. report in this 8-K?
Waste Connections, Inc. reported the entry into a Material Definitive Agreement, the termination of a Material Definitive Agreement, and the creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
When was this 8-K filed with the SEC?
This 8-K was filed with the SEC on February 29, 2024.
What is the full legal name of the registrant as specified in its charter?
The exact name of the registrant as specified in its charter is Waste Connections, Inc.
Where is Waste Connections, Inc. incorporated?
Waste Connections, Inc. is incorporated in Ontario, Canada.
Filing Stats: 1,542 words · 6 min read · ~5 pages · Grade level 10.4 · Accepted 2024-02-29 16:05:30
Key Financial Figures
- $3.0 billion — up to an aggregate principal amount of $3.0 billion at any one time outstanding (subject to
- $1.0 billion — the aggregate principal amount by up to $1.0 billion (to an aggregate principal amount of up
- $4.0 billion — an aggregate principal amount of up to $4.0 billion). The Revolving Credit Agreement provid
- $320 million — it in an aggregate amount not to exceed $320 million and swing line loans in an aggregate am
- $100 m — ns in an aggregate amount not to exceed $100 million, in each case, to be issued at th
Filing Documents
- tm247559d1_8k.htm (8-K) — 36KB
- tm247559d1_ex4-1.htm (EX-4.1) — 1062KB
- 0001104659-24-029357.txt ( ) — 1498KB
- wcn-20240227.xsd (EX-101.SCH) — 3KB
- wcn-20240227_lab.xml (EX-101.LAB) — 33KB
- wcn-20240227_pre.xml (EX-101.PRE) — 22KB
- tm247559d1_8k_htm.xml (XML) — 4KB
01
Item 1.01. Entry into a Material Definitive Agreement. The information contained in Item 2.03 below is incorporated herein by reference.
02
Item 1.02. Termination of a Material Definitive Agreement. 2021 Revolving Credit and Term Loan Agreement On February 27, 2024 (the "Effective Date"), Waste Connections, Inc., a corporation organized under the laws of Ontario, Canada (the "Company"), used a portion of the proceeds from borrowings under the Revolving Credit Agreement (as defined and described in Item 2.03 below) to (i) prepay the amounts outstanding under that certain Second Amended and Restated Revolving Credit and Term Loan Agreement, dated as of July 30, 2021 (as amended, restated, supplemented or otherwise modified from time to time prior to the Effective Date, the "2021 Revolving and Term Credit Agreement"), among the Company, as borrower, Bank of America, N.A., acting through its Canada Branch, as the global agent, the swing line lender and an L/C issuer, Bank of America, N.A., as the U.S. Agent and an L/C issuer, and the lenders and any other financial institutions from time to time party thereto and (ii) terminate the 2021 Revolving and Term Credit Agreement and the loan documents associated therewith. 2022 Term Loan Agreement On the Effective Date, the Company used a portion of the proceeds from borrowings under the Revolving Credit Agreement to (i) prepay the amounts outstanding under that certain Term Loan Agreement, dated as of October 31, 2022 (as amended, restated, supplemented or otherwise modified from time to time prior to the Effective Date, the "2022 Term Credit Agreement"), among the Company, as borrower, Bank of America, N.A., as administrative agent, and the lenders and any other financial institutions from time to time party thereto and (ii) terminate the 2022 Term Credit Agreement and the loan documents associated therewith.
03
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. On the Effective Date, the Company entered into a new financing agreement, as described herein. All references herein to "dollars" or "
quot; are to U.S. dollars and references to C$ are to Canadian dollars. Revolving Credit Agreement On the Effective Date, the Company, as borrower, Bank of America, N.A., acting through its Canada Branch, as the global agent, the swing line lender, and an L/C issuer, Bank of America, N.A., as the U.S. agent and an L/C issuer, and the other lenders from time to time party thereto (the "Lenders") entered into that certain Revolving Credit Agreement (as amended, restated, supplemented or otherwise modified from time to time, the "Revolving Credit Agreement"), pursuant to which the Lenders made loans and other credit extensions to the Company under a revolving credit facility. The Company intends to use substantially all of the proceeds of the borrowings under the Revolving Credit Agreement (i) to repay certain outstanding indebtedness under other credit facilities, (ii) to finance acquisitions, dividends or other equity distributions, in each case as permitted thereunder, (iii) for capital expenditures, working capital and payment of certain transaction fees, costs and expenses and (iv) other lawful corporate purposes. Pursuant to the terms and conditions of the Revolving Credit Agreement, the Lenders committed to provide the revolving credit facility as set forth above. The Revolving Credit Agreement (i) has a five year term from the Effective Date (subject to certain extension mechanics therein by which the Company may request two additional one-year maturity date extensions), (ii) provides for revolving advances up to an aggregate principal amount of $3.0 billion at any one time outstanding (subject to satisfaction of certain conditions at the time advances are made) and (iii) provides for, at the Company'Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits. Exhibit Number Description 4.1 Revolving Credit Agreement, dated as of February 27, 2024. 104 The cover page of Waste Connections, Inc. on Current Report on Form 8-K formatted in Inline XBRL.
SIGNATURES
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. Date: February 29, 2024 WASTE CONNECTIONS, INC. By: /s/ Mary Anne Whitney Mary Anne Whitney Executive Vice President and Chief Financial Officer