UNITED STATES
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) August 4, 1999
Waste Industries, Inc.
(Exact name of registrant as specified in its charter)
North Carolina 0-22417 56-0954929
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification No.)
of incorporation)
3949 Browning Place, Raleigh, North Carolina 27609
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (919) 782-0095
Not applicable
(Former name or former address, if changed since last report.)
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TEM 5. OTHER EVENTS.
Attached as Exhibit 99.1 is a press release issued by Waste
Industries, Inc., dated August 4, 1999, which is incorporated by
reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
99.1 Press Release dated August 4, 1999
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SIGNATURE
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.
Date: August 4, 1999
Waste Industries, Inc.
By: /s/ Stephen C. Shaw
-------------------
Stephen C. Shaw
Vice President, Finance
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EXHIBIT INDEX
Exhibit
Number Description
99.1 Press Release dated August 4, 1999
Exhibit 99.1
WASTE INDUSTRIES, INC. Reports Second Quarter 1999 Financial Results
Raleigh, NC, Wednesday, August 4, 1999 -- Waste Industries, Inc. (NASDAQ:WWIN),
a regional, non-hazardous solid waste services company, today reported financial
results for the second quarter 1999:
o Revenues up 27.3%
o EBITDA up 33.9%
o Operating income up 34.0%
o Net income up 15.7%
o Pro forma diluted earnings per share (excluding merger and start-up
costs) up 15.0%
For the quarter ended June 30, 1999, the Company reported revenue of $52.9
million, a 27.3% increase over the same period last year. EBITDA (net income
plus taxes, interest (net of interest income), depreciation and amortization)
was $12.1 million, a 33.9% increase over the same period last year. Operating
income for the quarter was $6.6 million, a 34.0% increase over the same period
last year, and pro forma diluted earnings per share excluding merger and
start-up costs for the quarter increased to $0.23 compared to $0.20 in 1998, a
15.0% increase. Certain companies acquired in fiscal 1998 in
poolings-of-interests transactions were previously taxed as S-Corporations. The
1998 pro forma information has been computed as if the Company were subject to
federal and all applicable state corporate income taxes.
Lonnie C. Poole, Jr., Chairman and CEO of Waste Industries, Inc., stated "During
the quarter we successfully executed our growth strategy to become more
vertically integrated by adding disposal capacity in the Southeast. We entered
two new markets by acquiring a landfill operation in Jacksonville, Florida and a
collection operation in Charlotte, North Carolina. In addition, we made five
tuck-in acquisitions of collection companies in existing markets. Combined with
5% internal growth, our revenues increased over 27%," added Poole.
Waste Industries, Inc. is a vertically integrated solid waste services company
that provides collection, transfer, disposal and recycling services to
commercial, industrial and residential customer locations in the states of North
Carolina, South Carolina, Virginia, Tennessee, Mississippi, Alabama, Georgia and
Florida.
Certain parts of this press release are "forward-looking statements" under the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements can generally be identified as such because the statement will
include words such as the Company "believes," "anticipates," "expects" or words
of similar import. Similarly, statements that describe the Company's future
plans, objectives or goals are also forward-looking statements. Forward-looking
statements are subject to risks and uncertainties such as acquisition risks and
difficulties in managing rapid growth that could cause actual results to differ
materially from those currently anticipated. Consider these factors carefully in
evaluating the forward-looking statements. Additional information concerning
factors that could cause actual results to differ materially from those in the
forward-looking statements is contained from time to time in the Company's SEC
filings. The forward-looking statements made herein are only made as of the date
of this press release and the Company undertakes no obligation to publicly
update such forward-looking statements.
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WASTE INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
THREE-MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
1998 1999 1998 1999
---- ---- ---- ----
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED)
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
REVENUES:
Service revenues $41,099,832 $52,601,008 $80,088,501 $99,891,659
Equipment sales 426,969 254,402 778,027 500,181
----------- ------------ ------------ -----------
Total revenues 41,526,801 52,855,410 80,866,528 100,391,840
OPERATING COSTS AND EXPENSES:
Cost of operations 25,829,972 33,002,638 50,289,254 62,235,085
Cost of equipment sales 307,762 190,079 501,337 293,597
Selling, general and
administrative 6,358,258 7,427,033 12,720,740 14,519,545
Depreciation and amortization
expense 3,938,089 5,405,292 7,644,494 10,462,026
Merger and start up costs 169,977 233,151 247,077 233,151
----------- ------------ ------------ -----------
Total operating costs and
expenses 36,604,058 46,258,193 71,402,902 87,743,404
----------- ------------ ------------ -----------
OPERATING INCOME 4,922,743 6,597,217 9,463,626 12,648,436
----------- ------------ ------------ -----------
OTHER EXPENSE (INCOME):
Interest expense 1,048,812 2,123,603 1,995,591 3,935,073
Interest income (45,471) (332,636) (71,951) (525,961)
Other (145,851) (58,115) (264,018) (151,631)
----------- ------------ ------------ -----------
TOTAL OTHER EXPENSE (INCOME) 857,490 1,732,852 1,659,622 3,257,481
----------- ------------ ------------ -----------
NET INCOME BEFORE INCOME TAXES 4,065,253 4,864,366 7,804,004 9,390,955
INCOME TAX EXPENSE 1,416,000 1,799,300 2,776,000 3,474,600
----------- ------------ ------------ -----------
NET INCOME AFTER TAX -
HISTORICAL BASIS $2,649,253 $3,065,066 $5,028,004 $5,916,355
============ ============ ============ ===========
PRO FORMA INCOME TAX EXPENSE (1) $1,506,000 $2,891,000
============ ============
PRO FORMA NET INCOME (1) $2,559,253 $4,913,004
============ ============
EBITDA (2) 9,006,683 12,060,624 17,372,138 23,262,093
============ ============ ============ ==========
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Shares:
Basic 12,651,701 13,760,605 12,651,701 13,632,272
Diluted 13,047,772 14,124,327 13,041,787 13,994,898
Historical - Earnings Per Share
Basic $0.21 $0.22 $0.40 $0.43
Diluted $0.20 $0.22 $0.39 $0.42
Pro forma - Earnings Per Share (1)
Basic $0.20 $0.39
Diluted $0.20 $0.38
Pro forma Earnings Per Share - Excluding Merger and Start - Up Costs (1), (3)
Basic $0.21 $0.23 $0.40 $0.44
Diluted $0.20 $0.23 $0.39 $0.43
</TABLE>
(1) Certain companies acquired in fiscal 1998 poolings-of-interest
transactions were previously taxed as S Corporations. The 1998 pro forma
information has been computed as if the Company were subject to federal
and all applicable state corporate income taxes for each of the periods
presented assuming the tax rate that would have applied had the Company
been taxed as a Corporation.
(2) EBITDA is defined as income before income taxes plus interest expense (net
of interest income), depreciation and amortization.
(3) Earnings per share data has been adjusted to exclude merger and start-up
costs, net of taxes, of approximately $107,000 and $147,000 for
three-months ended June 30, 1998 and 1999, respectively, and approximately
$156,000 and $147,000 for the six-months ended June 30, 1998 and 1999,
respectively. These costs primarily relate to professional fees incurred
in connection with poolings-of-interest transactions and nonrecurring
start-up costs related to the deployment of service equipment and
personnel associated with a new service contract