Waste Management Enters Material Definitive Agreement

TL;DR

WM just signed a big deal, could mean new debt or obligations.

AI Summary

Waste Management, Inc. entered into a material definitive agreement on August 28, 2024. This agreement involves a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The filing also includes financial statements and exhibits related to this event.

Why It Matters

This filing indicates a significant new financial commitment or arrangement for Waste Management, which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new financial risks or obligations that may not be immediately apparent.

Key Players & Entities

• Waste Management, Inc. (company) — Registrant
• August 28, 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
• $7.2 billion — greement in a principal amount of up to $7.2 billion (the "Credit Agreement"), with the bank
• $200 million — ng aggregate consideration in excess of $200 million occurs during a fiscal quarter, the Com

Filing Documents

• tm2422979d1_8k.htm (8-K) — 41KB
• tm2422979d1_ex10-1.htm (EX-10.1) — 842KB
• 0001104659-24-096357.txt ( ) — 1226KB
• wm-20240828.xsd (EX-101.SCH) — 3KB
• wm-20240828_lab.xml (EX-101.LAB) — 33KB
• wm-20240828_pre.xml (EX-101.PRE) — 22KB
• tm2422979d1_8k_htm.xml (XML) — 4KB

01

Item 1.01 Entry into a Material Definitive Agreement On August 28, 2024 (the "Closing Date"), Waste Management, Inc. (the "Company") entered into a delayed draw Term Credit Agreement in a principal amount of up to $7.2 billion (the "Credit Agreement"), with the banks party thereto (the "Banks") and JPMorgan Chase Bank, N.A., as administrative agent for the Banks (the "Agent"). Waste Management Holdings, Inc., a wholly-owned subsidiary of the Company, guaranteed the Company's obligations under the Credit Agreement. Borrowings under the Credit Agreement are to be used to pay all or a portion of the consideration for the Company's pending acquisition of Stericycle, Inc. (the "Acquisition"); to pay, prepay or otherwise refinance certain existing indebtedness of Stericycle, Inc.; and/or to pay fees and expenses incurred in connection with the Acquisition and the Credit Agreement. The Company currently has no outstanding borrowings under the Credit Agreement. Subject to customary conditions precedent, the funding of the Credit Agreement will occur substantially concurrently with the consummation of the Acquisition (the "Funding Date"). The term of the lending commitments under the Credit Agreement is to be consistent with the term of the Agreement and Plan of Merger dated as of June 3, 2024 by and among the Company, Stag Merger Sub, Inc., a wholly-owned subsidiary of the Company, and Stericycle, Inc. (the "Acquisition Agreement"). The lending commitments under the Credit Agreement shall automatically terminate upon any termination of the Acquisition Agreement. The Company has the right to request funding in an amount that is less than the $7.2 billion aggregate commitment amount under the Credit Agreement, and any undrawn commitments under the Credit Agreement shall automatically terminate on the Funding Date. The Company also has the right at any time and from time to time upon three business days' notice to reduce, or to terminate entirely, the lending commitments u

03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 above is incorporated herein by reference as if fully set forth herein.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Index Exhibit Number Description 10.1 Term Credit Agreement dated as of August 28, 2024 by and among Waste Management, Inc., Waste Management Holdings, Inc., the banks party thereto, and JPMorgan Chase Bank, N.A., as administrative agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 4

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: September 3, 2024 By: /s/ Charles C. Boettcher Charles C. Boettcher Executive Vice President & Chief Legal Officer

View Full Filing

View this 8-K filing on SEC EDGAR