Delaware | 1-14267 | 65-0716904 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S Employer Identification No.) |
18500 North Allied Way | ||
Phoenix, Arizona | 85054 | |
(Address of principal executive offices) | (Zip Code) |
Exhibit No. | Description | |
99.1 | Press release of Republic Services, Inc. issued April 24, 2014 to announce the financial results for the three months ended March 31, 2014. |
Republic Services, Inc. | |||
Date: April 24, 2014 | By: | /s/ Glenn A. Culpepper | |
Glenn A. Culpepper | |||
Executive Vice President and Chief Financial Officer (Principal Financial Officer) | |||
By: | /s/ Brian A. Goebel | ||
Brian A. Goebel | |||
Vice President and Chief Accounting Officer (Principal Accounting Officer) |
• | Company reports earnings of $0.37 per share; $0.43 as adjusted |
• | Company reports revenue growth of 3.8 percent |
• | Company repurchases 3.9 million shares for approximately $132 million |
Media Inquiries | Investor Inquiries |
Darcie Brossart (480) 627-2700 | Brian DelGhiaccio (480) 627-2741 |
media@republicservices.com | irelations@republicservices.com |
SUPPLEMENTAL UNAUDITED FINANCIAL INFORMATION | |||||||
AND OPERATING DATA | |||||||
REPUBLIC SERVICES, INC. | |||||||
CONSOLIDATED BALANCE SHEETS | |||||||
(in millions, except per share amounts) | |||||||
March 31, | December 31, | ||||||
2014 | 2013 | ||||||
(Unaudited) | |||||||
ASSETS | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 175.8 | $ | 213.3 | |||
Accounts receivable, less allowance for doubtful accounts of $37.1 and $38.3, respectively | 873.2 | 890.7 | |||||
Prepaid expenses and other current assets | 139.6 | 200.3 | |||||
Deferred tax assets | 118.3 | 117.6 | |||||
Total current assets | 1,306.9 | 1,421.9 | |||||
Restricted cash and marketable securities | 161.7 | 169.7 | |||||
Property and equipment, net | 7,053.4 | 7,036.8 | |||||
Goodwill | 10,727.7 | 10,724.1 | |||||
Other intangible assets, net | 301.1 | 315.8 | |||||
Other assets | 291.7 | 280.9 | |||||
Total assets | $ | 19,842.5 | $ | 19,949.2 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 491.1 | $ | 511.4 | |||
Notes payable and current maturities of long-term debt | 5.4 | 15.7 | |||||
Deferred revenue | 307.1 | 301.8 | |||||
Accrued landfill and environmental costs, current portion | 201.6 | 178.7 | |||||
Accrued interest | 69.6 | 68.2 | |||||
Other accrued liabilities | 622.6 | 641.3 | |||||
Total current liabilities | 1,697.4 | 1,717.1 | |||||
Long-term debt, net of current maturities | 7,007.9 | 7,002.4 | |||||
Accrued landfill and environmental costs, net of current portion | 1,464.1 | 1,464.3 | |||||
Deferred income taxes and other long-term tax liabilities | 1,166.1 | 1,185.4 | |||||
Self-insurance reserves, net of current portion | 310.6 | 294.9 | |||||
Other long-term liabilities | 371.7 | 379.0 | |||||
Commitments and contingencies | |||||||
Stockholders' equity: | |||||||
Preferred stock, par value $0.01 per share; 50 shares authorized; none issued | — | — | |||||
Common stock, par value $0.01 per share; 750 shares authorized; 411.7 and 411.0 issued including shares held in treasury, respectively | 4.1 | 4.1 | |||||
Additional paid-in capital | 6,788.1 | 6,764.9 | |||||
Retained earnings | 2,671.9 | 2,632.7 | |||||
Treasury stock, at cost (54.5 and 50.6 shares, respectively) | (1,643.5 | ) | (1,501.2 | ) | |||
Accumulated other comprehensive income, net of tax | 1.4 | 3.0 | |||||
Total Republic Services, Inc. stockholders' equity | 7,822 | 7,903.5 | |||||
Noncontrolling interests | 2.7 | 2.6 | |||||
Total stockholders' equity | 7,824.7 | 7,906.1 | |||||
Total liabilities and stockholders' equity | $ | 19,842.5 | $ | 19,949.2 |
REPUBLIC SERVICES, INC. | |||||||
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME | |||||||
(in millions, except per share data) | |||||||
Three Months Ended March 31, | |||||||
2014 | 2013 | ||||||
Revenue | $ | 2,073.7 | $ | 1,998.6 | |||
Expenses: | |||||||
Cost of operations | 1,321.2 | 1,223.1 | |||||
Depreciation, amortization and depletion | 213.1 | 209.6 | |||||
Accretion | 19.5 | 19.2 | |||||
Selling, general and administrative | 213.8 | 206.5 | |||||
Negotiation and withdrawal costs - Central States Pension and Other Funds | — | 62.2 | |||||
Gain on disposition of assets and impairments, net | — | (1.1 | ) | ||||
Restructuring charges | — | 4.9 | |||||
Operating income | 306.1 | 274.2 | |||||
Interest expense | (87.0 | ) | (89.6 | ) | |||
Loss on extinguishment of debt | — | (1.8 | ) | ||||
Interest income | 0.1 | 0.3 | |||||
Other income, net | 1.0 | 0.2 | |||||
Income before income taxes | 220.2 | 183.3 | |||||
Provision for income taxes | 87.6 | 58.4 | |||||
Net income | 132.6 | 124.9 | |||||
Net income attributable to noncontrolling interests | (0.1 | ) | (0.3 | ) | |||
Net income attributable to Republic Services, Inc. | $ | 132.5 | $ | 124.6 | |||
Basic earnings per share attributable to Republic Services, Inc. stockholders: | |||||||
Basic earnings per share | $ | 0.37 | $ | 0.34 | |||
Weighted average common shares outstanding | 359.8 | 362.7 | |||||
Diluted earnings per share attributable to Republic Services, Inc. stockholders: | |||||||
Diluted earnings per share | $ | 0.37 | $ | 0.34 | |||
Weighted average common and common equivalent shares outstanding | 361.0 | 364.1 | |||||
Cash dividends per common share | $ | 0.260 | $ | 0.235 |
REPUBLIC SERVICES, INC. | |||||||
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS | |||||||
(in millions) | |||||||
Three Months Ended March 31, | |||||||
2014 | 2013 | ||||||
Cash provided by operating activities: | |||||||
Net income | $ | 132.6 | $ | 124.9 | |||
Adjustments to reconcile net income to cash provided by operating activities: | |||||||
Depreciation, amortization, depletion and accretion | 232.6 | 228.8 | |||||
Non-cash interest expense | 11.2 | 11.8 | |||||
Restructuring related charges | — | 4.9 | |||||
Stock-based compensation | 6.7 | 7.7 | |||||
Deferred tax benefit | (19.2 | ) | (17.6 | ) | |||
Provision for doubtful accounts, net of adjustments | 3.4 | 2.9 | |||||
Loss on extinguishment of debt | — | 1.8 | |||||
Gain on disposition of assets, net and asset impairments | (1.6 | ) | (3.1 | ) | |||
Withdrawal liability - Central States Pension Fund and Other Funds | — | 57.9 | |||||
Environmental adjustments | 36.2 | 5.8 | |||||
Excess income tax benefit from stock option exercises and other non-cash items | 0.4 | (0.1 | ) | ||||
Change in assets and liabilities, net of effects from business acquisitions and divestitures: | |||||||
Accounts receivable | 14.0 | 18.8 | |||||
Prepaid expenses and other assets | (4.4 | ) | (4.3 | ) | |||
Accounts payable | (22.1 | ) | (11.9 | ) | |||
Restructuring and synergy related expenditures | — | (7.2 | ) | ||||
Capping, closure and post-closure expenditures | (8.7 | ) | (26.7 | ) | |||
Remediation expenditures | (27.1 | ) | (18.9 | ) | |||
Other liabilities | 42.4 | 44.3 | |||||
Cash provided by operating activities | 396.4 | 419.8 | |||||
Cash used in investing activities: | |||||||
Purchases of property and equipment | (213.7 | ) | (214.8 | ) | |||
Proceeds from sales of property and equipment | 2.5 | 3.2 | |||||
Cash used in business acquisitions and development projects, net of cash acquired | (6.2 | ) | (10.2 | ) | |||
Cash proceeds from divestitures, net of cash divested | — | 1.0 | |||||
Change in restricted cash and marketable securities | 8.0 | (0.1 | ) | ||||
Other | (0.7 | ) | (0.8 | ) | |||
Cash used in investing activities | (210.1 | ) | (221.7 | ) | |||
Cash used in financing activities: | |||||||
Proceeds from notes payable and long-term debt | — | 702.9 | |||||
Payments of notes payable and long-term debt | (13.8 | ) | (745.5 | ) | |||
Fees paid to issue tax exempt financings | — | (1.2 | ) | ||||
Issuances of common stock | 15.9 | 59.9 | |||||
Excess income tax benefit from stock option exercises | 0.2 | 0.4 | |||||
Purchases of common stock for treasury | (132.2 | ) | (67.2 | ) | |||
Cash dividends paid | (93.7 | ) | (84.9 | ) | |||
Other | (0.2 | ) | — | ||||
Cash used in financing activities | (223.8 | ) | (135.6 | ) | |||
(Decrease) increase in cash and cash equivalents | (37.5 | ) | 62.5 | ||||
Cash and cash equivalents at beginning of year | 213.3 | 67.6 | |||||
Cash and cash equivalents at end of period | $ | 175.8 | $ | 130.1 |
Three Months Ended March 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Collection: | ||||||||||||||
Residential | $ | 537.9 | 26.0 | % | $ | 535.2 | 26.8 | % | ||||||
Commercial | 664.2 | 32.0 | 643.3 | 32.2 | ||||||||||
Industrial | 402.4 | 19.4 | 376.8 | 18.8 | ||||||||||
Other | 9.0 | 0.4 | 8.3 | 0.4 | ||||||||||
Total collection | 1,613.5 | 77.8 | 1,563.6 | 78.2 | ||||||||||
Transfer | 237.6 | 233.3 | ||||||||||||
Less: Intercompany | (148.6 | ) | (141.8 | ) | ||||||||||
Transfer, net | 89.0 | 4.3 | 91.5 | 4.6 | ||||||||||
Landfill | 446.3 | 431.6 | ||||||||||||
Less: Intercompany | (209.5 | ) | (207.2 | ) | ||||||||||
Landfill, net | 236.8 | 11.4 | 224.4 | 11.2 | ||||||||||
Sale of recycled commodities | 95.5 | 4.6 | 88.0 | 4.4 | ||||||||||
Other non-core | 38.9 | 1.9 | 31.1 | 1.6 | ||||||||||
Other | 134.4 | 6.5 | 119.1 | 6.0 | ||||||||||
Total revenue | $ | 2,073.7 | 100.0 | % | $ | 1,998.6 | 100.0 | % | ||||||
Three Months Ended March 31, | ||||||
2014 | 2013 | |||||
Average yield | 1.2 | % | 1.2 | % | ||
Fuel recovery fees | 0.1 | 0.3 | ||||
Total price | 1.3 | 1.5 | ||||
Volume | 1.5 | (0.5 | ) | |||
Workday impact | — | (0.5 | ) | |||
Total volume | 1.5 | (1.0 | ) | |||
Recycled commodities | 0.4 | (0.2 | ) | |||
Total internal growth | 3.2 | 0.3 | ||||
Acquisitions / divestitures, net | 0.6 | 0.5 | ||||
Total | 3.8 | % | 0.8 | % | ||
Core price | 3.2 | % | 3.2 | % | ||
Three Months Ended March 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Labor and related benefits | $ | 416.0 | 20.1 | % | $ | 400.5 | 20.0 | % | ||||||||
Transfer and disposal costs | 150.5 | 7.3 | 142.7 | 7.1 | ||||||||||||
Maintenance and repairs | 182.9 | 8.8 | 173.5 | 8.7 | ||||||||||||
Transportation and subcontract costs | 114.4 | 5.5 | 104.6 | 5.2 | ||||||||||||
Fuel | 129.3 | 6.2 | 127.6 | 6.4 | ||||||||||||
Franchise fees and taxes | 96.9 | 4.7 | 96.3 | 4.8 | ||||||||||||
Landfill operating costs | 35.1 | 1.7 | 40.9 | 2.1 | ||||||||||||
Risk management | 42.9 | 2.1 | 41.5 | 2.1 | ||||||||||||
Cost of goods sold | 39.9 | 1.9 | 28.3 | 1.4 | ||||||||||||
Other | 77.2 | 3.7 | 67.2 | 3.4 | ||||||||||||
Subtotal | 1,285.1 | 62.0 | 1,223.1 | 61.2 | ||||||||||||
Bridgeton remediation | 36.1 | 1.7 | — | — | ||||||||||||
Total cost of operations | $ | 1,321.2 | 63.7 | % | $ | 1,223.1 | 61.2 | % |
Three Months Ended March 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Salaries | $ | 141.8 | 6.8 | % | $ | 137.1 | 6.9 | % | ||||||||
Provision for doubtful accounts | 3.4 | 0.2 | 2.9 | 0.1 | ||||||||||||
Other | 68.6 | 3.3 | 66.5 | 3.3 | ||||||||||||
Total selling, general and administrative expenses | $ | 213.8 | 10.3 | % | $ | 206.5 | 10.3 | % | ||||||||
Three Months Ended March 31, | |||||||
2014 | 2013 | ||||||
Net income attributable to Republic Services, Inc. | $ | 132.5 | $ | 124.6 | |||
Net income attributable to noncontrolling interests | 0.1 | 0.3 | |||||
Provision for income taxes | 87.6 | 58.4 | |||||
Other income, net | (1.0 | ) | (0.2 | ) | |||
Interest income | (0.1 | ) | (0.3 | ) | |||
Loss on extinguishment of debt | — | 1.8 | |||||
Interest expense | 87.0 | 89.6 | |||||
Depreciation, amortization and depletion | 213.1 | 209.6 | |||||
Accretion | 19.5 | 19.2 | |||||
EBITDA | $ | 538.7 | $ | 503.0 |
Three Months Ended March 31, 2014 | Three Months Ended March 31, 2013 | |||||||||||||||||||||||||||||||
Net | Diluted | Net | Diluted | |||||||||||||||||||||||||||||
Pre-tax | Income - | Earnings | Pre-tax | Income - | Earnings | |||||||||||||||||||||||||||
EBITDA | Income | Republic | per Share | EBITDA | Income | Republic | per Share | |||||||||||||||||||||||||
As reported | $ | 538.7 | $ | 220.2 | $ | 132.5 | $ | 0.37 | $ | 503.0 | $ | 183.3 | $ | 124.6 | $ | 0.34 | ||||||||||||||||
Negotiation and withdrawal costs - Central States Pension and Other Funds | — | — | — | — | 62.2 | 62.2 | 38.7 | 0.11 | ||||||||||||||||||||||||
Restructuring charges | — | — | — | — | 4.9 | 4.9 | 3.5 | 0.01 | ||||||||||||||||||||||||
Loss on extinguishment of debt | — | — | — | — | 1.8 | 1.1 | — | |||||||||||||||||||||||||
Gain on disposition of assets and impairments, net | — | — | — | — | (0.8 | ) | (0.8 | ) | (0.5 | ) | — | |||||||||||||||||||||
Bridgeton remediation | 36.1 | 36.1 | 21.8 | 0.06 | — | — | — | — | ||||||||||||||||||||||||
Adjusted | $ | 574.8 | $ | 256.3 | $ | 154.3 | $ | 0.43 | $ | 569.3 | $ | 251.4 | $ | 167.4 | $ | 0.46 | ||||||||||||||||
Three Months Ended March 31, | |||||||
2014 | 2013 | ||||||
Cash provided by operating activities | $ | 396.4 | $ | 419.8 | |||
Property and equipment received | (215.8 | ) | (217.1 | ) | |||
Proceeds from sales of property and equipment | 2.5 | 3.2 | |||||
Cash paid related to negotiation and withdrawal costs - Central States Pension and Other Funds, net of tax | 2.5 | 2.6 | |||||
Restructuring payments, net of tax | — | 4.3 | |||||
Adjusted free cash flow | $ | 185.6 | $ | 212.8 |
Three Months Ended March 31, | ||||||||
2014 | 2013 | |||||||
Purchases of property and equipment per the unaudited consolidated statements of cash flows | $ | 213.7 | $ | 214.8 | ||||
Adjustments for property and equipment received during the prior period but paid for in the following period, net | 2.1 | 2.3 | ||||||
Property and equipment received during the period | $ | 215.8 | $ | 217.1 | ||||
• | general economic and market conditions, including inflation and changes in commodity pricing, fuel, interest rates, labor, risk, health insurance and other variable costs that generally are not within our control, and our exposure to credit and counterparty risk; |
• | whether our estimates and assumptions concerning our selected balance sheet accounts, income tax accounts, the recoverability of long-lived assets, the depletion and amortization of landfill development costs, accruals for final capping, closure and post-closure costs, available airspace, valuation allowances for accounts receivable, self-insurance, liabilities for potential litigation, claims and assessments, and liabilities for environmental remediation, employee benefit and pension plans, and labor, fuel rates and economic and inflationary trends, turn out to be correct or appropriate; |
• | competition and demand for services in the solid waste industry; |
• | price increases to our customers may not be adequate to offset the impact of increased costs, including labor, third-party disposal and fuel, and may cause us to lose volume; |
• | our ability to manage growth and execute our growth strategy; |
• | our compliance with, and future changes in, environmental and flow control regulations and our ability to obtain approvals from regulatory agencies in connection with operating and expanding our landfills; |
• | the impact on us of our substantial indebtedness, including on our ability to obtain financing on acceptable terms to finance our operations and growth strategy and to operate within the limitations imposed by financing arrangements; |
• | our ability to retain our investment grade ratings for our debt; |
• | our dependence on key personnel; |
• | our dependence on large, long-term collection, transfer and disposal contracts; |
• | our business is capital intensive and may consume cash in excess of cash flow from operations; |
• | any exposure to environmental liabilities or remediation requirements, to the extent not adequately covered by insurance, could result in substantial expenses; |
• | risks associated with undisclosed liabilities of acquired businesses; |
• | risks associated with pending and future legal proceedings, including litigation, audits or investigations brought by or before any governmental body; |
• | severe weather conditions, which could impair our financial results by causing increased costs, loss of revenue, reduced operational efficiency or disruptions to our operations; |
• | compliance with existing and future legal and regulatory requirements, including limitations or bans on disposal of certain types of wastes or on the transportation of waste, which could limit our ability to conduct or grow our business, increase our costs to operate or require additional capital expenditures; |
• | potential increases in our expenses if we are required to provide additional funding to any multiemployer pension plan to which we contribute or if a withdrawal event or events occur with respect to any multiemployer pension plan to which we contribute; |
• | the negative impact on our operations of union organizing campaigns, work stoppages or labor shortages; |
• | the negative effect that trends toward requiring recycling, waste reduction at the source and prohibiting the disposal of certain types of wastes could have on volumes of waste going to landfills; |
• | changes by the Financial Accounting Standards Board or other accounting regulatory bodies to generally accepted accounting principles or policies; and |
• | acts of war, riots or terrorism, including the continuing war on terrorism, as well as actions taken or to be taken by the United States or other governments as a result of further acts or threats of terrorism, and the impact of these acts on economic, financial and social conditions in the United States. |