WASTE CONNECTIONS ANNOUNCES PRICING OF $500 MILLION OF SENIOR NOTES

Rhea-AI Summary

Waste Connections (NYSE: WCN) has announced the pricing of a $500 million senior notes offering with a 5.25% interest rate, due in 2035. The notes are priced at 99.874% of face value, with the offering expected to close on June 4, 2025. The company anticipates net proceeds of approximately $495 million after deducting fees and expenses, which will be used to repay a portion of its revolving credit facility borrowings.

The offering is being managed by joint book-runners BofA Securities, J.P. Morgan, PNC Capital Markets LLC, and Truist Securities. Waste Connections operates as an integrated solid waste services company, serving about nine million customers across 46 U.S. states and six Canadian provinces.

Positive

• Company secures $495 million in net proceeds to refinance existing debt
• Long-term debt structure with 10-year maturity provides financial stability
• Fixed interest rate of 5.25% helps manage interest rate risk

Negative

• Additional long-term debt obligation could increase financial burden
• Interest payments of 5.25% will impact cash flow

Insights

Corporate Finance Specialist

Waste Connections' $500M note issuance strategically extends debt maturity while locking in fixed-rate financing amid uncertain rate environment.

Waste Connections' $500 million senior notes offering represents a strategic debt management move that merits attention. The 5.25% coupon rate on these 10-year notes (due 2035) indicates the company is securing medium-term capital at rates that, while elevated compared to historical lows, remain relatively favorable in the current environment where the future direction of interest rates remains uncertain.

What's particularly significant is the purpose: using the $495 million in net proceeds to pay down their revolving credit facility. This essentially transforms short-term, potentially variable-rate debt into fixed-rate, long-term financing. This restructuring provides two key advantages: extended debt maturity which reduces refinancing risk, and interest rate certainty which insulates against potential future rate increases.

The pricing at 99.874% of face value indicates strong market reception—nearly at par—suggesting investor confidence in Waste Connections' credit quality. The company operates in the defensive waste management sector with stable cash flows from their nine million customers across exclusive markets, characteristics that typically appeal to debt investors.

While this transaction will not significantly alter their overall debt load, it improves their debt profile by reducing short-term obligations. For a capital-intensive business like waste management, having predictable, long-term financing in place enables management to focus on operational execution rather than near-term refinancing needs. The strategic timing ahead of any potential economic uncertainty demonstrates prudent financial management.

TORONTO, May 28, 2025 /PRNewswire/ -- Following the previous announcement of the launch of a senior notes offering, Waste Connections, Inc. (TSX/NYSE: WCN) ("Waste Connections" or the "Company") announced today that it has priced an underwritten public offering (the "Offering") of $500 million aggregate principal amount of its 5.25% Senior Notes due 2035 (the "Notes") at a price to the public of 99.874% of their face value.  The Offering is expected to close on June 4, 2025, subject to customary closing conditions.  Net proceeds to Waste Connections from the Offering are expected to be approximately $495 million, after deducting underwriting fees and estimated Offering expenses, and are expected to be used to repay a portion of the borrowings outstanding under its revolving credit facility.

BofA Securities, J.P. Morgan, PNC Capital Markets LLC and Truist Securities are acting as joint book-running managers and underwriters for the Offering.  The Offering is being made pursuant to an effective shelf registration statement filed with the U.S. Securities and Exchange Commission (the "SEC") on October 24, 2024 (the "Registration Statement").  Copies of the prospectus supplement and the accompanying base prospectus for the Offering may be obtained by contacting BofA Securities, Inc. at 201 North Tryon Street, NC1-022-02-25, Charlotte, NC 28255-0001, Attention: Prospectus Department, at dg.prospectus_requests@bofa.com or by telephone at 1-800-294-1322, J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com, PNC Capital Markets LLC at 300 Fifth Avenue, 10th Floor, Pittsburgh, PA 15222, Attention: Debt Capital Markets, Fixed Income Transaction Execution, at pnccmprospectus@pnc.com or by telephone toll-free at 855-881-0697 or Truist Securities, Inc. at 50 Hudson Yards, 70th Floor, New York, NY 10001, Attention: Prospectus Department, at TruistSecurities.prospectus@Truist.com or by telephone at 800-685-4786. Copies of the prospectus supplement and the accompanying base prospectus for the Offering will also be available on the SEC's website at http://www.sec.gov.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any other securities, nor will there be any offer, solicitation or sale of the Notes or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. 

About Waste Connections

Waste Connections is an integrated solid waste services company that provides non-hazardous waste collection, transfer and disposal services, including by rail, along with resource recovery primarily through recycling and renewable fuels generation. The Company serves approximately nine million residential, commercial and industrial customers in mostly exclusive and secondary markets across 46 states in the U.S. and six provinces in Canada. Waste Connections also provides non-hazardous oilfield waste treatment, recovery and disposal services in several basins across the U.S. and Canada, as well as intermodal services for the movement of cargo and solid waste containers in the Pacific Northwest. Waste Connections views its Environmental, Social and Governance ("ESG") efforts as integral to its business, with initiatives consistent with its objective of long-term value creation and focused on reducing emissions, increasing resource recovery of both recyclable commodities and clean energy fuels, reducing reliance on off-site disposal for landfill leachate, further improving safety and enhancing employee engagement.

Safe Harbor and Forward-Looking Information

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995 ("PSLRA"), including "forward-looking information" within the meaning of applicable Canadian securities laws. These forward-looking statements are neither historical facts nor assurances of future performance and reflect Waste Connections' current beliefs and expectations regarding future events, including the potential Offering and the Company's use of proceeds. These forward-looking statements are often identified by the words "may," "might," "believes," "thinks," "expects," "estimate," "continue," "intends" or other words of similar meaning. All of the forward-looking statements included in this press release are made pursuant to the safe harbor provisions of the PSLRA and applicable securities laws in Canada. Forward-looking statements involve risks, assumptions and uncertainties. Forward-looking statements in this press release include, but are not limited to, statements about the timing and other elements of the Offering. Important factors that could cause actual results to differ, possibly materially, from those indicated by the forward-looking statements include, but are not limited to, risk factors detailed in the preliminary prospectus supplement and the accompanying base prospectus, which are both a part of the Registration Statement, the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and those risk factors set forth from time to time in the Company's other filings with the SEC and the securities commissions or similar regulatory authorities in Canada. You should not place undue reliance on forward-looking statements, which speak only as of the date of this press release.  Waste Connections undertakes no obligation to update the forward-looking statements set forth in this press release, whether as a result of new information, future events, or otherwise, unless required by applicable securities laws.

CONTACT:
Mary Anne Whitney / (832) 442-2253	Joe Box / (832) 442-2153
maryannew@wasteconnections.com	joe.box@wasteconnections.com

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SOURCE Waste Connections, Inc.

FAQ

What is the size and interest rate of Waste Connections' (WCN) new senior notes offering?

Waste Connections is offering $500 million in senior notes with a 5.25% interest rate, due in 2035.

How will Waste Connections use the proceeds from its $500M senior notes offering?

The net proceeds of approximately $495 million will be used to repay a portion of the borrowings outstanding under its revolving credit facility.

When will Waste Connections' (WCN) senior notes offering close?

The offering is expected to close on June 4, 2025, subject to customary closing conditions.

Which investment banks are managing Waste Connections' senior notes offering?

BofA Securities, J.P. Morgan, PNC Capital Markets LLC, and Truist Securities are acting as joint book-running managers and underwriters for the offering.