Waste Management Enters Material Definitive Agreement

TL;DR

WM just signed a big deal, details to come.

AI Summary

Waste Management, Inc. (WM) announced on June 24, 2024, that it has entered into a material definitive agreement. The company, previously known as USA Waste Services Inc., filed an 8-K report detailing this agreement. The filing does not specify the nature of the agreement or any associated financial figures.

Why It Matters

This filing indicates a significant new contract or partnership for Waste Management, which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — The lack of specific details in the filing regarding the material definitive agreement introduces uncertainty about its implications.

Key Players & Entities

• Waste Management, Inc. (company) — Registrant
• USA Waste Services Inc. (company) — Former company name
• June 24, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common Stock, $0.01 par value WM New York Stock Exchang
• $750,000,000 — of its 4.950% Senior Notes due 2027 and $750,000,000 aggregate principal amount of its 4.950
• $3.5 billion — ich is fully supported by the Company's $3.5 billion revolving credit facility. Certain of t

Filing Documents

• tm2417732d5_8k.htm (8-K) — 38KB
• tm2417732d5_ex1-1.htm (EX-1.1) — 243KB
• tm2417732d5_ex4-2.htm (EX-4.2) — 98KB
• tm2417732d5_ex4-3.htm (EX-4.3) — 98KB
• tm2417732d5_ex4-6.htm (EX-4.6) — 20KB
• tm2417732d5_ex4-7.htm (EX-4.7) — 19KB
• tm2417732d5_ex5-1.htm (EX-5.1) — 17KB
• tm2417732d5_ex5-1img001.jpg (GRAPHIC) — 9KB
• tm2417732d5_ex5-1img002.jpg (GRAPHIC) — 2KB
• 0001104659-24-074797.txt ( ) — 830KB
• wm-20240624.xsd (EX-101.SCH) — 3KB
• wm-20240624_lab.xml (EX-101.LAB) — 33KB
• wm-20240624_pre.xml (EX-101.PRE) — 22KB
• tm2417732d5_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. The description in Item 8.01 of this Current Report on Form 8-K under the heading "Issuance and Sale of Notes" is incorporated into this Item 1.01 by reference.

01 Other Events

Item 8.01 Other Events. Underwriting Agreement On June 24, 2024, Waste Management, Inc. (the "Company") commenced and priced an underwritten public offering of $ 750,000,000 aggregate principal amount of its 4.950% Senior Notes due 2027 and $750,000,000 aggregate principal amount of its 4.950% Senior Notes due 2031 (collectively, the "Notes") under the Company's Registration Statement on Form S-3 (No. 333-264493). The Notes, which will be fully and unconditionally guaranteed by the Company's wholly-owned subsidiary Waste Management Holdings, Inc. ("WM Holdings"), will be sold pursuant to an underwriting agreement (the "Underwriting Agreement") entered into on June 24, 2024 among the Company, WM Holdings and BNP Paribas Securities Corp., SMBC Nikko Securities America, Inc., Truist Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein. The Underwriting Agreement includes the terms and conditions for the issuance and sale of the Notes, indemnification and contribution obligations and other terms and conditions customary in agreements of this type. Certain of the underwriters or their respective affiliates in the offering are dealers under the Company's commercial paper program and may receive 5% or more of the net proceeds of this offering by reason of the repayment of amounts outstanding under the Company's commercial paper program, which is fully supported by the Company's $3.5 billion revolving credit facility. Certain of the underwriters or one of their respective affiliates are lenders under the Company's $3.5 billion revolving credit facility and have, from time to time, performed, and may in the future perform, various financial advisory, investment banking, commercial services and brokerage services for the Company, for which they have received or will receive customary fees and expense reimbursements. A copy of the Underwriting Agreement is being filed as Exhibit 1.1 to this Current Report on Form

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit Index Exhibit Number Description 1.1 Underwriting Agreement dated June 24, 2024 by and among the Company, WM Holdings and BNP Paribas Securities Corp., SMBC Nikko Securities America, Inc., Truist Securities, Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein. 4.1 Indenture dated September 10, 1997 by and between the Company and The Bank of New York Mellon Trust Company, N.A. (the current successor to Texas Commerce Bank National Association), as trustee, relating to senior debt securities of the Company (incorporated by reference to Exhibit 4.1 to Current Report on Form 8-K filed September 24, 1997). 4.2 Form of Officers' Certificate delivered pursuant to Section 3.01 of the Indenture establishing the terms and form of the 4.950% Senior Notes due 2027. 4.3 Form of Officers' Certificate delivered pursuant to Section 3.01 of the Indenture establishing the terms and form of the 4.950% Senior Notes due 2031. 4.4 Form of 4.950% Senior Note due 2027 (included in Exhibit 4.2 above). 4.5 Form of 4.950% Senior Note due 2031 (included in Exhibit 4.3 above). 4.6 Form of Guarantee Agreement by WM Holdings in favor of the holders of the Company's 4.950% Senior Notes due 2027. 4.7 Form of Guarantee Agreement by WM Holdings in favor of the holders of the Company's 4.950% Senior Notes due 2031. 5.1 Opinion of Baker Botts L.L.P. 104 Cover Page Interactive Data File ( embedded within the Inline XBRL document ).

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. WASTE MANAGEMENT, INC. Date: June 25, 2024 By: /s/ Charles C. Boettcher Charles C. Boettcher Executive Vice President, Corporate Development and Chief Legal Officer

View Full Filing

View this 8-K filing on SEC EDGAR