Waste Management is acquiring Ponte Vedra-based Advanced Disposal, according to a press release distributed by both companies on Monday.
The companies have entered into a definitive agreement under which a subsidiary of Waste Management will acquire all outstanding shares of Advanced Disposal for $33.15 per share in cash, representing a total enterprise value of $4.9 billion when including approximately $1.9 billion of Advanced Disposal’s net debt.
The per share price represents a premium of 22.1 percent to Advanced Disposal’s closing share price as of April 12, 2019, the last trading day prior to the announcement, and a premium of 20.9 percent to Advanced Disposal’s 30-day volume weighted average price as of the same date.
According to the release, this acquisition grows Waste Management’s footprint and allows the company to deliver to Advanced Disposal customers “unparalleled access to differentiated, sustainable waste management and recycling services.”
With 2018 revenues of $1.56 billion, adjusted Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) of $427 million and approximately 6,000 employees, Advanced Disposal serves more than 3 million residential, commercial and industrial customers, including over 800 municipalities primarily in 16 states in the Eastern half of the United States. Advanced Disposal’s solid waste network includes 94 collection operations, 73 transfer stations, 41 landfills and 22 owned or operated recycling facilities.
“We are pleased to have reached this milestone agreement with Waste Management to deliver an immediate cash premium to Advanced Disposal stockholders,” said Richard Burke, chief executive officer of Advanced Disposal, in the release. “We view Waste Management as an industry leader with one of the most respected brands in the nation. This acquisition stands as a testament to the strength of the Advanced Disposal business and brings together two strong waste management teams with extensive environmental services expertise to better serve our customers and communities. We look forward to working with the Waste Management team to complete the transaction and ensure that we continue to deliver the highest quality service to our customers.”
The transaction, which was unanimously approved by the boards of directors of both companies, is expected to close by the first quarter of 2020, subject to the satisfaction of customary closing conditions, including regulatory approvals and approval by a majority of the holders of Advanced Disposal’s outstanding common shares.
In connection with the definitive agreement, Canada Pension Plan Investment Board, which owns approximately 19 percent of Advanced Disposal’s outstanding shares, has, under the terms of a voting agreement, agreed to vote its shares in favor of the transaction.
