Republic Services, Inc.
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported) |
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February 5, 2008 |
Republic Services, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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1-14267
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65-0716904 |
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(Commission File Number)
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(IRS Employer Identification No.) |
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110 SE 6th Street, 28th Floor, Fort Lauderdale, Florida
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33301 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
(954) 769-2400
(Registrants Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01. OTHER EVENTS
On February 5, 2008, Republic Services, Inc. (the Company) issued a press release to
announce that its Board of Directors had approved an additional common stock
repurchase program. A copy of the press release is incorporated herein by reference and attached
hereto as Exhibit 99.1.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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Exhibit No. |
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Description |
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99.1
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Press Release of the Company dated February 5, 2008 to announce an additional common
stock repurchase program. |
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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.
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February 5, 2008 |
REPUBLIC SERVICES, INC.
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By: |
/s/ Tod C. Holmes
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Tod C. Holmes |
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Senior Vice President and
Chief Financial Officer
(Principal Financial Officer) |
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By: |
/s/ Charles F. Serianni
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Charles F. Serianni |
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Vice President and
Chief Accounting Officer
(Principal Accounting Officer) |
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EX-99.1 Press Release
Exhibit 99.1
NEWS
Republic Contacts:
Media Inquiries: Will Flower (954) 769-6392
Investor Inquiries: Tod Holmes (954) 769-2387
Ed Lang (954) 769-3591
Republic Services, Inc. Authorizes
Additional $250 million for stock repurchases
Fort Lauderdale, FL, Feb. 5, 2008Republic Services, Inc. (NYSE: RSG) announced
today that its Board of Directors has approved an additional $250 million stock repurchase program.
At December 31, 2007, the Company had $136 million remaining under its existing share repurchase
program. Combined, the Company has the authority to repurchase $386 million of its common stock.
The Company expects this combined authorization to be fully utilized by mid-2009. At current
prices, the $386 million represents approximately 7 percent of the Companys outstanding shares of
stock.
Commenting on the stock repurchase program, James E. OConnor, Chairman and Chief Executive Officer
of Republic Services, Inc., said, Republic consistently generates substantial amounts of free cash
flow. Our stock repurchase program is the cornerstone of our cash utilization strategy and has
proven to be an excellent way to return value to our shareholders.
During 2007, Republic repurchased 11.1 million shares, or 5.7 percent, of Company stock for a total
of $362.8 million. Since the inception of Republics stock repurchase program in 2000, the
Company has repurchased $2.2 billion, or approximately 41 percent, of the Companys outstanding
shares.
Republics stock repurchases will be funded primarily with cash flows from operations. The stock
repurchases may be made in the open market, in privately negotiated transactions, or a combination
of both. The timing and amounts of any repurchases will be at the discretion of management and
will depend on many factors, including the market price of the common stock, overall market
conditions, and possible acquisitions.
Republic Services, Inc. is a leading provider of solid waste collection, transfer, and
disposal services in the United States. The Companys operating units are focused on providing
solid waste services for commercial, industrial, municipal, and residential customers.
Certain statements and information included herein constitute forward-looking statements within
the meaning of the Federal Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties, and other factors that may cause the
actual results, performance, or achievements of the Company to be materially different from any
future results, performance, or achievements expressed or implied in or by such forward-looking
statements. Such factors include, among other things:
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whether the Companys estimates and assumptions concerning its selected balance sheet
accounts, income tax accounts, final capping, closure, post-closure and remediation costs,
available airspace, and projected costs and expenses related to the Companys landfills and
property and equipment, and labor, fuel rates and economic, and inflationary trends, turn
out to be correct or appropriate; |
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various factors that will impact the actual business and financial performance of the
Company such as competition and demand for services in the solid waste industry; |
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the Companys ability to manage growth; |
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compliance with, and future changes in, environmental regulations; |
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the Companys ability to obtain approvals from regulatory agencies in connection with
operating and expanding the Companys landfills; |
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the ability to obtain financing on acceptable terms to finance the Companys operations
and growth strategy and for the Company to operate within the limitations imposed by
financing arrangements; |
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the ability of the Company to repurchase common stock at prices that are accretive to
earnings per share; |
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the Companys dependence on key personnel; |
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general economic and market conditions including, but not limited to, inflation and
changes in commodity pricing, fuel, labor, risk and health insurance, and other variable
costs that are generally not within control of the Company; |
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the Companys dependence on large, long-term collection, transfer and disposal
contracts; |
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the Companys dependence on acquisitions for growth; |
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risks associated with undisclosed liabilities of acquired businesses; |
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risks associated with pending legal proceedings; and |
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other factors contained in the Companys filings with the Securities and Exchange
Commission. |
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