1 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 DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED) JULY 26, 2000 Commission file number: 1-14267 REPUBLIC SERVICES, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) DELAWARE 65-0716904 ------------------------ ------------------------------------ (State of Incorporation) (I.R.S. Employer Identification No.) REPUBLIC SERVICES, INC. 110 S.E. 6TH STREET, 28TH FLOOR FORT LAUDERDALE, FLORIDA 33301 ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (954) 769-2400 Page 1 of 3 pages.
2 ITEM 5. OTHER EVENTS On July 26, 2000, Republic Services, Inc. issued a press release to announce operating results for the three and six months ended June 30, 2000, a copy of which is included herein by reference and attached hereto as Exhibit 99.1. On July 26, 2000, Republic Services, Inc. issued a press release to announce that its Board of Directors has approved a common stock repurchase program, a copy of which is included herein by reference and attached hereto as Exhibit 99.2. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (C) Exhibits Exhibit No. Description ----------- ----------- 99.1 Press Release of the Company dated July 26, 2000 to announce operating results for the three and six months ended June 30, 2000. 99.2 Press Release of the Company dated July 26, 2000 to announce the Company's common stock repurchase program. 2
3 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. July 26, 2000 REPUBLIC SERVICES, INC. By: /s/ Tod C. Holmes ------------------------------ Tod C. Holmes Senior Vice President and Chief Financial Officer (Principal Financial Officer) By: /s/ Charles F. Serianni ------------------------------ Charles F. Serianni Chief Accounting Officer (Principal Accounting Officer) 3
1 Exhibit 99.1 REPUBLIC CONTACTS Media Inquiries: Will Flower (954) 769-6392 Investor Inquiries: Tod Holmes (954) 769-2387 Ed Lang (954) 769-3591 REPUBLIC SERVICES, INC. REPORTS SECOND QUARTER EARNINGS OF $0.34 PER SHARE - EARNINGS ARE CONSISTENT WITH CONCENSUS ESTIMATES - COMPANY ON TRACK TO MEET CASH FLOW OBJECTIVES FORT LAUDERDALE, FLA., JULY 26, 2000...Republic Services, Inc. (NYSE: RSG) today reported that for the three months ended June 30, 2000, net income rose to $59.2 million, or $0.34 per share, from $54.5 million, or $0.31 per share, for the comparable period last year. Revenue increased 15% to $533.5 million from $463.8 million for the same period in 1999. Operating income for the three months ended June 30, 2000, increased 13% to $115.9 million, compared to $102.6 million for the same quarter last year. For the six months ended June 30, 2000, net income increased to $109.4 million, or $0.62 per share, from $100.4 million, or $0.57 per share, for the comparable period last year. Revenue increased 19% to $1,035.0 million from $871.4 million for the same period in 1999. Operating income for the six months ended June 30, 2000, increased 17% to $217.6 million compared to $186.0 million for the same period last year. "We are pleased with the Company's performance in the second quarter," said James E. O'Connor, Chief Executive Officer of Republic Services, Inc. "Based on these results, we believe that we will achieve the upper end of our projected free cash flow range of $100 - $120 million for the year. Capital spending to date is in-line with our expectations and our focus on accounts receivable has helped us further reduce receivable days sales outstanding from 45 days at the start of the year to 43 days at the end of the second quarter."
2 Republic Services, Inc. is a leading provider of solid waste collection, transfer and disposal services in the United States. The Company's 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 which 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, whether the Company's estimates and assumptions concerning its selected balance sheet accounts, closure and post-closure costs, available airspace, and projected costs and expenses related to the Company's landfills and property, plant and equipment turn out to be correct or appropriate, and various factors that will impact the actual business and financial performance of the Company such as competition in the solid waste industry; dependence on acquisitions for growth; the Company's ability to manage growth; compliance with and future changes in environmental regulations; the Company's ability to obtain approval from regulatory agencies in connection with expansions at the Company's landfills; the ability to obtain financing on acceptable terms to finance the Company's operations and growth strategy and for the Company to operate within the limitations imposed by financing arrangements; the Company's dependence on key personnel; general economic conditions; dependence on large, long-term collection contracts; risks associated with undisclosed liabilities of acquired businesses; risks associated with pending legal proceedings; and other factors contained in the Company's filings with the Securities and Exchange Commission. ###
3 REPUBLIC SERVICES, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In millions, except per share data) Three Months Ended June 30, Six Months Ended June 30, --------------------------- --------------------------------------- Pro Forma 2000 1999 2000 1999 1999 --------- --------- --------- --------- --------- Revenue $ 533.5 $ 463.8 $ 1,035.0 $ 871.4 $ 871.4 Expenses: Cost of operations 320.5 278.3 626.6 527.1 527.1 Depreciation, amortization and depletion 49.2 39.6 95.5 73.0 73.0 Selling, general and administrative 47.9 40.7 95.3 80.0 80.0 AutoNation overhead charges -- 2.6 -- 5.3 5.3 Other charges -- -- -- 4.0 -- --------- --------- --------- --------- --------- Operating income 115.9 102.6 217.6 182.0 186.0 Interest expense, net (19.9) (14.0) (40.2) (22.7) (22.7) Other income (expense), net 0.2 -- 0.4 (0.1) (0.1) --------- --------- --------- --------- --------- Income before income taxes 96.2 88.6 177.8 159.2 163.2 Provision for income taxes 37.0 34.1 68.4 61.3 62.8 --------- --------- --------- --------- --------- Net income $ 59.2 $ 54.5 $ 109.4 $ 97.9 $ 100.4 ========= ========= ========= ========= ========= Basic and diluted earnings per share $ 0.34 $ 0.31 $ 0.62 $ 0.56 $ 0.57 ========= ========= ========= ========= ========= Weighted average common shares 175.9 176.5 175.7 176.0 176.0 ========= ========= ========= ========= ========= Amortization of Goodwill and Other Intangibles $ 10.0 $ 7.6 $ 19.4 $ 14.7 $ 14.7 EBITDA $ 165.1 $ 142.2 $ 313.1 $ 255.0 $ 259.0 Note: The Pro Forma Unaudited Consolidated Statement of Operations for the six months ended June 30, 1999, excludes $4.0 million in Other Charges recorded in the first quarter of fiscal 1999 for costs related to the Company's separation from its former parent company, AutoNation, Inc. Certain amounts in the fiscal 1999 financial statements, as previously reported, have been reclassified to conform to the fiscal 2000 presentation.
4 REPUBLIC SERVICES, INC. SUPPLEMENTAL UNAUDITED FINANCIAL INFORMATION The following information should be read in conjunction with the Company's audited Consolidated Financial Statements and notes thereto appearing in the Company's Form 10-K as of and for the year ended December 31, 1999. It should also be read in conjunction with the Company's Unaudited Condensed Consolidated Financial Statements and notes thereto appearing in the Company's Form 10-Q as of and for the three months ended March 31, 2000. CASH FLOW The following table reflects certain components of the Company's consolidated statements of cash flows for the three months ended in each of the periods presented (in millions): June 30, March 31, June 30, March 31, 2000 2000 1999 1999 -------- --------- -------- --------- Depreciation, amortization and depletion of property and equipment $ 39.2 $ 36.9 $ 32.0 $ 26.3 Amortization of intangible assets $ 10.0 $ 9.4 $ 7.6 $ 7.1 Capital expenditures $ (48.6) $ (49.2) $ (81.4) $ (57.1) During December 1999, the Company entered into a $100.0 million operating lease facility established to finance the acquisition of operating equipment (primarily revenue-producing vehicles). At June 30, 2000, $64.2 million was outstanding under the lease facility, of which $20.3 and $7.7 million was added during the three months ended June 30, and March 31, 2000, respectively. Capital expenditures include $.8 million and $1.3 million of capitalized interest for the three months ended June 30, 2000 and 1999, respectively, and $.7 million and $1.7 million of capitalized interest for the three months ended March 31, 2000 and 1999, respectively. As of June 30, 2000, accounts receivable were $246.8 million, net of allowance for doubtful accounts of $13.8 million, resulting in days sales outstanding of approximately 43 (or 32 days net of deferred revenue). REVENUE The following table reflects total revenue of the Company by revenue source for the three months ended in each of the periods presented (in millions): June 30, March 31, June 30, March 31, 2000 2000 1999 1999 -------- --------- -------- --------- Collection: Residential $ 105.5 $ 100.7 $ 93.5 $ 83.4 Commercial 154.4 150.1 132.5 125.3 Industrial 123.5 114.8 107.5 89.6 Other 15.6 15.4 11.9 11.0 ------- ------- ------- ------- Total collection 399.0 381.0 345.4 309.3 Transfer and disposal 155.4 133.7 118.4 90.3 Less: Intercompany (63.6) (49.6) (39.8) (27.5) ------- ------- ------- ------- Transfer and disposal, net 91.8 84.1 78.6 62.8 Other 42.7 36.4 39.8 35.5 ------- ------- ------- ------- Total revenue $ 533.5 $ 501.5 $ 463.8 $ 407.6 ======= ======= ======= =======
5 The following table reflects the Company's revenue growth for the three months ended in each of the periods presented from the comparable period in the previous year: June 30, March 31, June 30, March 31, 2000 2000 1999 1999 -------- -------- -------- -------- Price 2.5% 2.6% 2.2% 2.2% Volume 5.3 5.8 6.1 5.9 -------- -------- -------- -------- Total internal growth 7.8 8.4 8.3 8.1 Acquisitions 7.2 14.7 28.6 26.8 -------- -------- -------- -------- Total revenue growth 15.0% 23.1% 36.9% 34.9% ======== ======== ======== ========
1 Exhibit 99.2 REPUBLIC CONTACTS Media Inquiries: Will Flower (954) 769-6392 Investor Inquiries: Tod Holmes (954) 769-2387 Ed Lang (954) 769-3591 REPUBLIC SERVICES, INC. ANNOUNCES $50 MILLION STOCK REPURCHASE PROGRAM FORT LAUDERDALE, FLA., JULY 26, 2000...Republic Services, Inc. (NYSE: RSG) announced today that the Company will begin a common stock repurchase program. Under this program, the Company will repurchase up to $50 million of its common stock. 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 and overall market conditions. The common stock that is repurchased will be held in treasury. Republic Services, Inc. is a leading provider of solid waste collection, transfer and disposal services in the United States. The Company's 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 which 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, whether the Company's estimates and assumptions concerning its selected balance sheet accounts, closure and post-closure costs, available airspace, and projected costs and expenses related to the Company's landfills and property, plant and equipment turn out to be correct or appropriate, and various factors that will impact the actual business and financial performance of the Company such as competition in the solid waste industry; dependence on acquisitions for growth; the Company's ability to manage growth; compliance with and future changes in environmental regulations; the Company's ability to obtain approval from regulatory agencies in connection with expansions at the Company's landfills; the ability to obtain financing on acceptable terms to finance the Company's operations and growth strategy and for the Company to operate within the limitations imposed by financing arrangements; the Company's dependence on key personnel; general economic conditions; dependence on large, long-term collection contracts; risks associated with undisclosed liabilities of acquired businesses; risks associated with pending legal proceedings; and other factors contained in the Company's filings with the Securities and Exchange Commission. ###