STOCK TITAN

Waste Connections Q3 2026 net income rises to $359M

Year-to-date share repurchase outlays were over $1 billion for 2.5% of outstanding shares.

(High)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

Form Type
8-K

Rhea-AI Filing Summary

Waste Connections, Inc. (WCN) reported third-quarter 2026 revenue of $2.638 billion, up from $2.458 billion a year earlier. Operating income was $541.7 million, versus $439.6 million, and net income was $359.2 million, versus $286.3 million; diluted earnings per share were $1.43, versus $1.11. Adjusted EBITDA, a non-GAAP measure, was $895.8 million versus $830.3 million, with a 34.0% margin versus 33.8%. Third-quarter cash dividends per common share were $0.350 versus $0.315.

For the nine months ended September 30, 2026, revenue was $7.570 billion, net income was $875.0 million and net cash provided by operating activities was $1.971 billion, compared with $7.094 billion, $818.1 million and $1.857 billion, respectively, in the prior-year period.

The updated 2026 outlook lists adjusted EBITDA of $3.345 billion and adjusted free cash flow of $1.400 billion to $1.450 billion. It assumes no change in the current economic environment or underlying economic trends and excludes any impact from additional acquisitions that may close during the year and expensing of transaction-related items.

5 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 0 points

How the balance works

Positive

  • Moderate pointThird-quarter revenue reached $2.638 billion, up from $2.458 billion.
  • Moderate pointThird-quarter net income was $359.2 million, versus $286.3 million.
  • Moderate pointThird-quarter adjusted EBITDA was $895.8 million, versus $830.3 million.
  • Moderate pointNine-month operating cash flow reached $1.971 billion, versus $1.857 billion.
  • Minor pointQuarterly cash dividends per common share were $0.350, versus $0.315.

Negative

  • None.

Filing Explained

The adjusted free-cash-flow outlook is not cash left after debt service and other non-discretionary spending.

The October 21, 2026 Form 8-K reports Waste Connections’ third-quarter results and raises its 2026 outlook; the outlook is a forecast, not completed full-year performance. The outlook lists adjusted free cash flow of $1,400,000 to $1,450,000 thousand, but the company says this measure is not residual cash available for acquisitions, share repurchases or dividends because it does not deduct mandatory debt service and other non-discretionary expenditures.

The company reports year-to-date share-repurchase outlays of over $1 billion, described as 2.5% of outstanding shares; its balance sheet lists 250,247,624 shares outstanding on September 30, 2026, versus 255,614,663 on December 31, 2025.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01 Regulation FD Disclosure Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Revenue $2.638 billion Three months ended September 30, 2026; $2.458 billion in the prior-year period
Net income $359.2 million Three months ended September 30, 2026; $286.3 million in the prior-year period
Diluted earnings per share $1.43 per share Three months ended September 30, 2026; $1.11 in the prior-year period
Adjusted EBITDA $895.8 million Three months ended September 30, 2026; $830.3 million in the prior-year period
Net cash provided by operating activities $1.971 billion Nine months ended September 30, 2026; $1.857 billion in the prior-year period
Cash dividends per common share $0.350 per share Three months ended September 30, 2026; $0.315 in the prior-year period
2026 adjusted EBITDA outlook $3.345 billion Updated 2026 outlook
2026 adjusted free cash flow outlook $1.400 billion to $1.450 billion Updated 2026 outlook
Adjusted EBITDA financial
"Adjusted EBITDA, a non-GAAP financial measure"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Adjusted free cash flow financial
"Adjusted free cash flow, a non-GAAP financial measure"
Adjusted free cash flow is the amount of money a company generates from its operations after accounting for essential expenses and investments, like maintaining or upgrading equipment. It shows how much cash is truly available to grow the business, pay debts, or return to shareholders, helping investors see the company's financial health more clearly.
Yield financial
"Yield, or change in average price per unit of service"
Yield is the income an investment generates, expressed as a percentage of the money you put in or the asset’s current price — for example, interest from a bond or dividends from a stock. It matters to investors because it shows how much cash return they can expect relative to cost, much like comparing the annual rent you get from a house to what you paid for it, and helps assess income versus risk and price changes.
Core Price financial
"Core Price is defined as the revenue growth attributable to price increases"
Core price is a measure of general price changes that excludes highly volatile items—typically food and energy—so it highlights the underlying trend in what things cost. Investors watch core price because it gives a clearer signal of persistent inflation that can influence central bank decisions, interest rates and asset values; think of it as looking at the steady pattern after removing short-term weather-driven spikes.
Days Sales Outstanding financial
"Days Sales Outstanding for the three months ended September 30, 2026"
Days Sales Outstanding (DSO) measures the average number of days a company takes to collect payment after making a sale. It tells investors how quickly sales are turning into cash—shorter DSO means the company gets paid faster and has more cash on hand, while longer DSO suggests cash is tied up with customers and increases the risk of late or lost payments; think of it like how long a borrower takes to repay a loan.
Revenue $2.638 billion Up from $2.458 billion in the prior-year quarter
Operating income $541.7 million Up from $439.6 million in the prior-year quarter
Net income $359.2 million Up from $286.3 million in the prior-year quarter
Diluted earnings per share $1.43 Up from $1.11 in the prior-year quarter
Adjusted EBITDA $895.8 million Up from $830.3 million in the prior-year quarter
Guidance

Updated 2026 outlook: adjusted EBITDA of $3.345 billion and adjusted free cash flow of $1.400 billion to $1.450 billion. The outlook assumes no change in the current economic environment or underlying economic trends and excludes impacts from additional acquisitions that may close during the year and expensing of transaction-related items.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were WCN's third-quarter 2026 revenue and net income?

Waste Connections reported third-quarter 2026 revenue of $2.638 billion, compared with $2.458 billion in the prior-year quarter, and net income of $359.2 million, compared with $286.3 million. Diluted earnings per share were $1.43, versus $1.11.

What is WCN's updated 2026 outlook?

The updated outlook lists adjusted EBITDA of $3.345 billion and adjusted free cash flow of $1.400 billion to $1.450 billion. It assumes no change in the current economic environment or underlying trends and excludes impacts from additional acquisitions that may close during the year and expensing of transaction-related items.

How much did WCN spend on share repurchases?

Waste Connections said year-to-date share repurchase outlays were over $1 billion for 2.5% of outstanding shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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0001318220falseNYSETX0001318220exch:XNYS2026-10-212026-10-210001318220exch:XCHI2026-10-212026-10-210001318220dei:FormerAddressMember2026-10-212026-10-2100013182202026-10-212026-10-21

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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): October 21, 2026

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Waste Connections, Inc.

(Exact name of registrant as specified in its charter)

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Ontario, Canada

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1-34370

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98-1202763

(State or other jurisdiction
of Incorporation)

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(Commission
File Number)

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(I.R.S. Employer
Identification No.)

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3 Waterway Square Place, Suite 110

The Woodlands, Texas 77380

United States

(Address of principal executive offices)

Registrant’s telephone number, including area code: (905) 532-7510

6220 Hwy 7, Suite 600

Woodbridge

Ontario L4H 4G3

Canada

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Shares, no par value

WCN

New York Stock Exchange

NYSE Texas
Toronto Stock Exchange

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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):

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☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

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☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 2.02  Results of Operations and Financial Condition.

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See Item 7.01 below.

Item 7.01 Regulation FD Disclosure.

On October 21, 2026, Waste Connections, Inc., a corporation organized under the laws of Ontario, Canada (“Waste Connections” or the “Company”), issued a press release announcing its third quarter 2026 results and updated outlook for 2026.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The information furnished in Items 2.02 and 7.01 is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, is not subject to the liabilities of that section, and is not deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

Safe Harbor and Forward-Looking Information

This document 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 and operating performance. 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 document are made pursuant to the safe harbor provisions of the PSLRA and applicable securities laws in Canada. Forward-looking statements involve risks and uncertainties. Forward-looking statements in this document include, but are not limited to, statements about expected 2026 financial results, outlook and related assumptions, and potential acquisition activity. 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 from time to time in the Company's 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 document.  Waste Connections undertakes no obligation to update the forward-looking statements set forth in this document, whether as a result of new information, future events, or otherwise, unless required by applicable securities laws.

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Item 9.01 Financial Statements and Exhibits.

(d)Exhibits.

Exhibit No.

Description

99.1

Press Release, dated October 21, 2026, issued by Waste Connections, Inc.

104

The cover page of Waste Connections, Inc. on Current Report on Form 8-K formatted in Inline XBRL.

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SIGNATURES

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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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WASTE CONNECTIONS, INC.

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Date: October 21, 2026

BY:

/s/ Mary Anne Whitney

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Mary Anne Whitney

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Executive Vice President and Chief Financial Officer

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Exhibit 99.1

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WASTE CONNECTIONS REPORTS THIRD QUARTER 2026 RESULTS AND RAISES FULL YEAR OUTLOOK

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-Strong execution, improving solid waste landfill volumes and further strength in commodity-related revenues drive outsized results and another increase to full year outlook
-Revenue of $2.638 billion, exceeding expectations
-Net income of $359.2 million, and adjusted EBITDA* of $895.8 million, or 34.0% of revenue, above expectations
-Net income and adjusted net income* of $1.43 and $1.58 per share, respectively
-Year to date closed acquisitions of approximately $130 million in annualized revenues
-Increases regular quarterly dividend by 10% and completes year to date share repurchases of over $1 billion
-Second increase to full year 2026 outlook for revenue and adjusted EBITDA*

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THE WOODLANDS, TX, October 21, 2026 - Waste Connections, Inc. (TSX/NYSE: WCN) (“Waste Connections” or the “Company”) today announced its results for the third quarter of 2026.   

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"Another top to bottom beat in the period was driven by continued strength in operational execution along with improving trends in landfill activity and commodity-driven revenue.  Sequential improvement of 70 basis points in solid waste unit volumes was led by an uptick in landfill volumes, with operating results continuing to reflect the benefits of elevated employee retention and record safety performance,” said Ronald J. Mittelstaedt, President and Chief Executive Officer. 

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"Most importantly, we overcame a late quarter surge in diesel pricing to deliver adjusted EBITDA margin* of 34% on underlying margin expansion of 50 basis points,” continued Mr. Mittelstaedt.  “Our performance puts us firmly on track to exceed the increased full year 2026 outlook we provided in July for revenue and adjusted EBITDA*, and we remain positioned to deliver double-digit growth in adjusted free cash flow* of at least $1.4 billion.  Additional acquisitions completed later this year, and further improvement in E&P waste activity or other commodity-driven revenues, would provide incremental benefit."

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Mr. Mittelstaedt continued, "As anticipated, the strength of our operating performance, free cash flow generation and balance sheet positioned us for another double-digit annual increase in our quarterly cash dividend, our sixteenth in a row.  Additionally, we continued our opportunistic share repurchases, bringing year to date outlays to over $1 billion for 2.5% of outstanding shares, demonstrating once again our ability to fund our differentiated growth strategy and acquisition activity, along with record return of capital to shareholders."

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Q3 2026 Results

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Revenue in the third quarter totaled $2.638 billion, up from $2.458 billion in the year ago period.  Operating income was $541.7 million, which included $3.0 million in transaction-related expenses and $1.9 million in impairments and other operating items, partially offset by $0.6 million associated with fair value changes to equity awards.  This compares to operating income of $439.6 million in the third quarter of 2025 that included $63.5 million primarily from the write-down of contracts and a non-operating E&P waste facility permit, an environmental liability at an operating facility and transaction-related expenses.  Net income in the third quarter was $359.2 million, or $1.43 per share on a diluted basis of 251.9 million shares.  In the year ago period, the Company reported net income of $286.3 million, or $1.11 per share on a diluted basis of 257.6 million shares.  

-1-


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Adjusted net income* in the third quarter was $398.9 million, or $1.58 per diluted share, versus $372.0 million, or $1.44 per diluted share, in the prior year period.  Adjusted EBITDA* in the third quarter was $895.8 million, as compared to $830.3 million in the prior year period.  Adjusted net income, adjusted net income per diluted share and adjusted EBITDA, all non-GAAP measures, primarily exclude impairments and acquisition-related items, as reflected in the detailed reconciliations in the attached tables.

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Nine Months Year to Date Results

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For the nine months ended September 30, 2026, revenue was $7.570 billion, up from $7.094 billion in the year ago period.  Operating income was $1.343 billion, which included $139.9 million from impairments and other operating items and $13.0 million in transaction-related expenses, partially offset by $1.8 million associated with fair value changes to equity awards.  This compares to operating income in the prior year period of $1.289 billion, which included $70.6 million from impairments and other operating items and $20.3 million primarily attributable to transaction-related expenses and fair value changes to equity awards.  

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Net income for the nine months ended September 30, 2026 was $875.0 million, or $3.45 per share on a diluted basis of 253.9 million shares.  In the year ago period, the Company reported net income of $818.1 million, or $3.16 per share on a diluted basis of 258.5 million shares.  

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Adjusted net income* for the nine months ended September 30, 2026 was $1.095 billion, or $4.32 per diluted share, compared to $998.3 million, or $3.86 per diluted share, in the year ago period. Adjusted EBITDA* for the nine months ended September 30, 2026 was $2.505 billion, as compared to $2.329 billion in the prior year period.  

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Updated 2026 Outlook

​

Waste Connections also updated its outlook for 2026, which assumes no change in the current economic environment or underlying economic trends.  The Company’s outlook excludes any impact from additional acquisitions that may close during the year, and expensing of transaction-related items.  The outlook provided below is forward looking, and actual results may differ materially depending on risks and uncertainties detailed at the end of this release and in our periodic filings with the U.S. Securities and Exchange Commission and the securities commissions or similar regulatory authorities in Canada. Certain components of the outlook for 2026 are subject to quarterly fluctuations.  See reconciliations in the attached tables.

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-Revenue is estimated to be approximately $10.09 billion;  
-Net income is estimated to be approximately $1.18 billion, and adjusted EBITDA* is estimated to be approximately $3.345 billion;
-Capital expenditures are estimated to be approximately $1.25 billion; and  
-Net cash provided by operating activities is estimated to be between $2.64 billion and $2.69 billion, and adjusted free cash flow* is estimated to be between $1.40 billion and $1.45 billion.  

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* A non-GAAP measure; see accompanying Non-GAAP Reconciliation Schedule

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Q3 2026 Earnings Conference Call

Waste Connections will be hosting a conference call related to third quarter earnings on October 22nd at 8:30 A.M. Eastern Time.  A live audio webcast of the conference call can be accessed by visiting investors.wasteconnections.com and selecting "Events & Presentations" from the website menu. Alternatively, conference call participants can preregister by clicking here. Registered participants will receive dial-in instructions and a personalized code for entry to the conference call. Shortly after the conclusion of the conference call, a webcast replay will be available on the Waste Connections investor website or by clicking here.

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About Waste Connections

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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. Waste Connections views its sustainability 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. Visit wasteconnections.com/sustainability for more information and updates on our progress towards targeted achievement.

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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 and operating performance. 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 and uncertainties. Forward-looking statements in this press release include, but are not limited to, statements about expected 2026  financial results, outlook and related assumptions, and potential acquisition activity. 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 from time to time in the Company's 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.

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– financial tables attached –

CONTACT:

Mary Anne Whitney / (832) 442-2253 Joe Box / (832) 442-2153

maryannew@wasteconnections.com joe.box@wasteconnections.com

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-3-


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Waste Connections, Inc.

CONDENSED Consolidated Statements of NET INCOME

THRee AND NINE months ended SEPTEMBER 30, 2025 and 2026

(Unaudited)

(in thousands of U.S. dollars, except share and per share amounts)

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Three months ended
September 30,

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Nine months ended
September 30,

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2025

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2026

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2025

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2026

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Revenues

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$

2,458,378

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$

2,638,081

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$

7,093,609

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$

7,570,319

 

Operating expenses:

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Cost of operations

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1,406,854

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1,501,143

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4,091,153

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4,341,459

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Selling, general and administrative

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236,476

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253,934

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729,576

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765,546

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Depreciation

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263,999

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290,625

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763,727

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836,387

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Amortization of intangibles

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51,331

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48,783

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149,209

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143,647

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Impairments and other operating items

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60,127

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1,851

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70,598

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139,901

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Operating income

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439,591

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541,745

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1,289,346

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1,343,379

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Interest expense

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(84,449)

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(96,376)

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(248,074)

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(275,298)

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Interest income

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5,090

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2,988

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9,174

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10,227

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Other income, net

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14,542

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2,768

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26,463

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40,105

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Income before income tax provision

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374,774

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451,125

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1,076,909

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1,118,413

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Income tax provision

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(88,503)

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(91,901)

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(258,852)

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(243,446)

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Net income

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$

286,271

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$

359,224

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$

818,057

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$

874,967

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Earnings per common share:

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Basic

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$

1.11

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$

1.43

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$

3.17

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$

3.45

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Diluted

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$

1.11

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$

1.43

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$

3.16

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$

3.45

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Shares used in the per share calculations:

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Basic

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256,948,902

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251,338,542

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257,835,515

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253,369,277

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Diluted

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257,580,321

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251,873,132

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258,484,698

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253,855,805

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Cash dividends per common share

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$

0.315

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$

0.350

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$

0.945

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$

1.050

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Waste Connections, Inc.

Condensed Consolidated Balance Sheets

(Unaudited)

(in thousands of U.S. dollars, except share and per share amounts)

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December 31,
2025

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September 30,
2026

 

ASSETS

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Current assets:

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​

​

​

​

​

​

Cash and equivalents

​

$

45,968

​

$

95,694

​

Accounts receivable, net of allowance for credit losses of $21,402 and $23,669 at December 31, 2025 and September 30, 2026, respectively

​

​

1,024,992

​

​

1,106,208

​

Prepaid expenses and other current assets

​

​

240,603

​

​

235,136

​

Total current assets

​

​

1,311,563

​

​

​

1,437,038

​

​

​

​

​

​

​

​

​

​

Restricted cash

​

​

183,612

​

​

183,125

​

Restricted investments

​

​

80,757

​

​

73,896

​

Property and equipment, net

​

​

8,733,327

​

​

9,005,291

​

Operating lease right-of-use assets

​

​

312,508

​

​

320,279

​

Goodwill

​

​

8,392,249

​

​

8,413,634

​

Intangible assets, net

​

​

2,006,200

​

​

1,967,946

​

Other assets, net

​

​

109,147

​

​

109,059

​

Total assets

​

$

21,129,363

​

$

21,510,268

​

​

LIABILITIES AND SHAREHOLDERS’ EQUITY

​

​

​

​

​

​

​

Current liabilities:

​

​

​

​

​

​

​

Accounts payable

​

$

765,227

​

$

811,498

​

Book overdraft

​

​

14,674

​

​

14,841

​

Deferred revenue

​

​

416,025

​

​

436,145

​

Accrued liabilities

​

​

810,367

​

​

776,370

​

Current portion of operating lease liabilities

​

​

44,272

​

​

48,043

​

Current portion of contingent consideration

​

​

65,029

​

​

60,120

​

Current portion of long-term debt and notes payable

​

​

8,667

​

​

7,801

​

Total current liabilities

​

​

2,124,261

​

​

2,154,818

​

​

​

​

​

​

​

​

​

Long-term portion of debt and notes payable

​

​

8,811,104

​

​

9,427,069

​

Long-term portion of operating lease liabilities

​

​

267,000

​

​

275,113

​

Long-term portion of contingent consideration

​

​

19,667

​

​

19,464

​

Deferred income taxes

​

​

1,085,613

​

​

1,146,675

​

Other long-term liabilities

​

​

576,337

​

​

603,087

​

Total liabilities

​

​

12,883,982

​

​

13,626,226

​

Commitments and contingencies

​

​

​

​

​

​

​

Shareholders’ Equity:

​

​

​

​

​

​

​

Common shares: Unlimited shares authorized; 255,661,011 shares issued and 255,614,663 shares outstanding at December 31, 2025; 250,293,972 shares issued and 250,247,624 shares outstanding at September 30, 2026

​

​

2,783,431

​

​

1,845,308

​

Additional paid-in capital

​

​

373,239

​

​

406,383

​

Accumulated other comprehensive loss

​

​

(111,044)

​

​

(176,879)

​

Treasury shares: 46,348 and 46,348 shares at December 31, 2025 and September 30, 2026, respectively

​

​

-

​

​

-

​

Retained earnings

​

​

5,199,755

​

​

5,809,230

​

Total shareholders’ equity

​

​

8,245,381

​

​

7,884,042

​

Total liabilities and shareholders’ equity

​

$

21,129,363

​

$

21,510,268

​

​

-5-


​

Waste Connections, Inc.

Condensed Consolidated Statements of Cash Flows

NINE months ended SEPTEMBER 30, 2025 and 2026

(Unaudited)

(in thousands of U.S. dollars)

​

​

​

​

​

​

​

​

​

​

Nine months ended
September 30,

​

​

  ​ ​ ​

2025

  ​ ​ ​

2026

 

Cash flows from operating activities:

​

​

​

​

​

​

​

Net income

​

$

818,057

​

$

874,967

​

Adjustments to reconcile net income to net cash provided by operating activities:

​

​

​

​

​

​

​

Loss from disposal of assets, impairments and other

​

​

71,614

​

​

10,222

​

Adjustments to closure and post-closure liabilities

​

​

-

​

​

131,977

​

Depreciation

​

​

763,727

​

​

836,387

​

Amortization of intangibles

​

​

149,209

​

​

143,647

​

Deferred income taxes, net of acquisitions

​

​

93,839

​

​

62,316

​

Current period provision for expected credit losses

​

​

9,321

​

​

19,488

​

Amortization of debt issuance costs

​

​

6,271

​

​

6,949

​

Share-based compensation

​

​

60,432

​

​

61,824

​

Interest accretion

​

​

38,411

​

​

33,311

​

Payment of contingent consideration recorded in earnings

​

​

(400)

​

​

(1)

​

Adjustments to contingent consideration

​

​

30,874

​

​

(1,315)

​

Other

​

​

(7,046)

​

​

(7,411)

​

Net change in operating assets and liabilities, net of acquisitions

​

​

(177,119)

​

​

(201,550)

​

Net cash provided by operating activities

​

​

1,857,190

​

​

1,970,811

​

​

​

​

​

​

​

​

​

Cash flows from investing activities:

​

​

​

​

​

​

​

Payments for acquisitions, net of cash acquired

​

​

(627,310)

​

​

(368,682)

​

Capital expenditures for property and equipment

​

​

(794,937)

​

​

(893,732)

​

Capital expenditures for undeveloped land

​

​

-

​

​

(56,192)

​

Proceeds from disposal of assets

​

​

9,153

​

​

5,470

​

Other

​

​

(20,819)

​

​

1,863

​

Net cash used in investing activities

​

​

(1,433,913)

​

​

(1,311,273)

​

​

​

​

​

​

​

​

​

Cash flows from financing activities:

​

​

​

​

​

​

​

Proceeds from long-term debt

​

​

2,222,235

​

​

2,668,176

​

Principal payments on notes payable and long-term debt

​

​

(1,808,598)

​

​

(2,022,304)

​

Payment of contingent consideration recorded at acquisition date

​

​

(28,324)

​

​

(11,211)

​

Change in book overdraft

​

​

(336)

​

​

167

​

Payments for repurchase of common shares

​

​

(442,176)

​

​

(944,432)

​

Payments for cash dividends

​

​

(243,950)

​

​

(265,492)

​

Tax withholdings related to net share settlements of equity-based compensation

​

​

(31,306)

​

​

(29,279)

​

Debt issuance costs

​

​

(4,825)

​

​

(9,572)

​

Proceeds from issuance of shares under employee share purchase plan

​

​

5,464

​

​

6,309

​

Proceeds from sale of common shares held in trust

​

​

324

​

​

-

​

Net cash used in financing activities

​

​

(331,492)

​

​

(607,638)

​

​

​

​

​

​

​

​

​

Effect of exchange rate changes on cash, cash equivalents and restricted cash

​

​

627

​

​

(2,661)

​

​

​

​

​

​

​

​

​

Net increase in cash, cash equivalents and restricted cash

​

​

92,412

​

​

49,239

​

Cash, cash equivalents and restricted cash at beginning of period

​

​

198,173

​

​

229,580

​

Cash, cash equivalents and restricted cash at end of period

​

$

290,585

​

$

278,819

​

-6-


​

​

​

​

​

​

ADDITIONAL STATISTICS

(in thousands of U.S. dollars, except where noted)

​

Solid Waste Internal Growth:  The following table reflects a breakdown of the components of our solid waste internal growth for the three and nine month periods ended September 30, 2026:

​

​

​

​

​

​

​

​

​

  ​ ​ ​

Three months ended

September 30, 2026

​

Nine months ended

September 30, 2026

Yield(a)

​

​

4.3%

​

​

4.5%

Surcharges

​

​

1.3%

​

​

0.8%

Unit Volume(a)

​

​

(1.2%)

​

​

(1.5%)

Recycling

​

​

0.3%

​

​

(0.1%)

​

Foreign Exchange Impact

(0.2%)

​

​

0.1%

Total

​

​

4.5%

​

​

3.8%

​

​

​

​

​

​

​

Core Price(b)

​

​

5.5%

​

​

5.7%

​

​

-----------------------------------------------------------------------------

(a) In the first quarter of 2026, WCN began providing a breakdown of organic growth in solid waste collection, transfer and disposal to include Yield and Unit Volume, which are performance metrics used by management to evaluate the effectiveness of our pricing and organic growth strategies.  Yield, or change in average price per unit of service, reflects the impacts of customer churn and new business activity and the resulting mix by line of business and by geographic segment; Unit Volume reflects estimated change in units of activity.  

​

(b) Core Price is defined as the revenue growth attributable to price increases, net of rollbacks, on solid waste collection, transfer and disposal customers.  This definition is consistent with Core Price references provided in prior periods.  

​

​

Revenue Breakdown: The following table reflects a breakdown of our revenue for the three month periods ended September 30, 2025 and 2026:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three months ended September 30, 2025

​

​

  ​ ​ ​

Revenue

  ​ ​ ​

Inter-company
Elimination

  ​ ​ ​

Reported
Revenue

  ​ ​ ​

%

Solid Waste Collection

​

$

1,730,339

​

$

(5,733)

​

$

1,724,606

​

70.1

%

Solid Waste Disposal and Transfer

​

​

804,442

​

​

(348,040)

​

​

456,402

​

18.6

%

Solid Waste Recycling

​

​

58,351

​

​

(2,110)

​

​

56,241

​

2.3

%

E&P Waste Treatment, Recovery and Disposal

​

​

188,679

​

​

(9,542)

​

​

179,137

​

7.3

%

Intermodal and Other

​

​

42,686

​

​

(694)

​

​

41,992

​

1.7

%

Total

​

$

2,824,497

​

$

(366,119)

​

$

2,458,378

​

100.0

%

​

​

​

​

​

​

​

​

​

​

​

​

​

Three months ended September 30, 2026

​

​

  ​ ​ ​

Revenue

  ​ ​ ​

Inter-company
Elimination

  ​ ​ ​

Reported
Revenue

  ​ ​ ​

%

Solid Waste Collection

​

$

1,825,657

​

$

(5,771)

​

$

1,819,886

​

69.0

%

Solid Waste Disposal and Transfer

​

​

866,609

​

​

(374,421)

​

​

492,188

​

18.7

%

Solid Waste Recycling

​

​

67,707

​

​

(3,001)

​

​

64,706

​

2.4

%

E&P Waste Treatment, Recovery and Disposal

​

​

222,636

​

​

(9,781)

​

​

212,855

​

8.1

%

Intermodal and Other

​

​

60,348

​

​

(11,902)

​

​

48,446

​

1.8

%

Total

​

$

3,042,957

​

$

(404,876)

​

$

2,638,081

​

100.0

%

​

​

​

-7-


​

​

​

​

ADDITIONAL STATISTICS (continued)

(in thousands of U.S. dollars, except where noted)

​

Contribution from Acquisitions: The following table reflects revenues from acquisitions, net of divestitures, closed during or subsequent to the prior periods:

​

​

​

​

​

​

​

Three months ended
September 30,

​

Nine months ended
September 30,

​

  ​ ​ ​

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

2026

Acquisitions, net

​

$

76,621

​

$

53,434

​

$

318,789

​

$

154,445

​

​

Other Cash Flow Items: The following table reflects cash interest and cash taxes for the three and nine month periods ended September 30, 2025 and 2026:

​

​

​

​

​

​

​

Three months ended
September 30,

​

Nine months ended
September 30,

​

  ​ ​ ​

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

2026

Cash Interest Paid

​

$

83,792

​

$

108,072

​

$

239,038

​

$

280,973

Cash Taxes Paid

​

​

50,394

​

​

44,792

​

​

141,535

​

​

143,970

​

​

Debt to Book Capitalization as of September 30, 2026: 54%

​

Internalization for the three months ended September 30, 2026: 58%

​

Days Sales Outstanding for the three months ended September 30, 2026: 39 (23 net of deferred revenue)

​

Share Information for the three months ended September 30, 2026:

​

Basic shares outstanding

251,338,542

Dilutive effect of equity-based awards

​

534,590

Diluted shares outstanding

​

251,873,132

​

​

-8-


​

​

NON-GAAP RECONCILIATION SCHEDULE

(in thousands of U.S. dollars, except where noted)

​

Reconciliation of Adjusted EBITDA:

​

Adjusted EBITDA, a non-GAAP financial measure, is provided supplementally because it is widely used by investors as a performance and valuation measure in the solid waste industry.  Management uses adjusted EBITDA as one of the principal measures to evaluate and monitor the ongoing financial performance of Waste Connections’ operations.  Waste Connections defines adjusted EBITDA as net income, plus income tax provision, plus interest expense, less interest income, plus depreciation and amortization expense, plus closure and post-closure accretion expense, plus or minus any loss or gain on impairments and other operating items, plus other expense, less other income.  Waste Connections further adjusts this calculation to exclude the effects of other items management believes impact the ability to assess the operating performance of its business.  This measure is not a substitute for, and should be used in conjunction with, GAAP financial measures.  Other companies may calculate adjusted EBITDA differently.  

​

​

​

​

​

​

​

Three months ended
September 30,

​

Nine months ended
September 30,

​

  ​ ​ ​

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

2026

Net income

​

$

286,271

​

$

359,224

​

$

818,057

​

$

874,967

Plus: Income tax provision

​

​

88,503

​

​

91,901

​

​

258,852

​

​

243,446

Plus: Interest expense

​

​

84,449

​

​

96,376

​

​

248,074

​

​

275,298

Less: Interest income

​

​

(5,090)

​

​

(2,988)

​

​

(9,174)

​

​

(10,227)

Plus: Depreciation and amortization

​

​

315,330

​

​

339,408

​

​

912,936

​

​

980,034

Plus: Closure and post-closure accretion

​

​

11,963

​

​

10,343

​

​

35,779

​

​

30,962

Plus: Impairments and other operating items

​

​

60,127

​

​

1,851

​

​

70,598

​

​

139,901

Less: Other income, net

​

​

(14,542)

​

​

(2,768)

​

​

(26,463)

​

​

(40,105)

Adjustments:

​

​

​

​

​

​

​

​

​

​

​

​

Plus: Transaction-related expenses(a)

​

​

3,835

​

​

3,004

​

​

19,778

​

​

12,952

Plus/(Less): Fair value changes to equity awards(b)

​

​

(509)

​

​

(570)

​

​

527

​

​

(1,839)

Adjusted EBITDA

​

$

830,337

​

$

895,781

​

$

2,328,964

​

$

2,505,389

​

​

​

​

​

​

​

​

​

​

​

​

​

As % of revenues

​

​

33.8%

​

​

34.0%

​

​

32.8%

​

​

33.1%

​

____________________________

(a)Reflects the addback of acquisition-related transaction costs.
(b)Reflects fair value accounting changes associated with certain equity awards.

​

​

-9-


​

​

NON-GAAP RECONCILIATION SCHEDULE (continued)

(in thousands of U.S. dollars, except where noted)

​

Reconciliation of Adjusted Free Cash Flow:

​

Adjusted free cash flow, a non-GAAP financial measure, is provided supplementally because it is widely used by investors as a liquidity measure in the solid waste industry.  Waste Connections calculates adjusted free cash flow as net cash provided by operating activities, plus or minus change in book overdraft, plus proceeds from disposal of assets, less capital expenditures for property and equipment.  Waste Connections further adjusts this calculation to exclude the effects of items management believes impact the ability to evaluate the liquidity of its business operations.  This measure is not a substitute for, and should be used in conjunction with, GAAP liquidity or financial measures.  This measure is not meant to represent residual cash available for strategic acquisitions, stock repurchases, dividends or other discretionary expenditures since it does not adjust for mandatory debt service requirements and other non-discretionary expenditures. Other companies may calculate adjusted free cash flow differently.

​

​

​

​

​

​

​

Three months ended
September 30,

​

Nine months ended
September 30,

​

  ​ ​ ​

2025

  ​ ​ ​

2026

  ​ ​ ​

2025

  ​ ​ ​

2026

Net cash provided by operating activities

​

$

677,449

​

$

691,925

​

$

1,857,190

​

$

1,970,811

Plus/(Less): Change in book overdraft

​

​

(733)

​

​

(14,077)

​

​

(336)

​

​

167

Plus: Proceeds from disposal of assets

​

​

3,736

​

​

2,548

​

​

9,153

​

​

5,470

Less: Capital expenditures for property and equipment

​

​

(297,172)

​

​

(294,783)

​

​

(794,937)

​

​

(893,732)

Adjustments:

​

​

​

​

​

​

​

​

​

​

​

​

Transaction-related expenses(a)

​

​

1,734

​

​

1,686

​

​

12,895

​

​

9,058

Executive separation costs(b)

​

​

-

​

​

-

​

​

2,119

​

​

978

Payment of contingent consideration recorded in earnings(c)

​

​

-

​

​

-

​

​

400

​

​

1

Pre-existing Progressive Waste share-based grants(d)

​

​

-

​

​

-

​

​

16

​

​

-

Tax effect(e)

​

​

(434)

​

​

(422)

​

​

(2,832)

​

​

(2,510)

Adjusted free cash flow

​

$

384,580

​

$

386,877

​

$

1,083,668

​

$

1,090,243

​

​

​

​

​

​

​

​

​

​

​

​

​

As % of revenues

​

​

15.6%

​

​

14.7%

​

​

15.3%

​

​

14.4%

​

___________________________

(a)Reflects the addback of acquisition-related transaction costs.  
(b)Reflects the cash component of severance expense associated with an executive departure from 2023.
(c)Reflects the addback of acquisition-related payments for contingent consideration that were recorded as expenses in earnings and as a component of cash flows from operating activities as the amounts paid exceeded the fair value of the contingent consideration recorded at the acquisition date.
(d)Reflects the cash settlement of pre-existing Progressive Waste share-based awards during the period.
(e)The aggregate tax effect of footnotes (a) through (d) is calculated based on the applied tax rates for the respective periods.

​

​

-10-


​

​

NON-GAAP RECONCILIATION SCHEDULE (continued)

(in thousands of U.S. dollars, except per share amounts)

​

Reconciliation of Adjusted Net Income and Adjusted Net Income per Diluted Share:

​

Adjusted net income and adjusted net income per diluted share, both non-GAAP financial measures, are provided supplementally because they are widely used by investors as valuation measures in the solid waste industry.  Management uses adjusted net income and adjusted net income per diluted share as one of the principal measures to evaluate and monitor the ongoing financial performance of Waste Connections’ operations.  Waste Connections provides adjusted net income to exclude the effects of items management believes impact the comparability of operating results between periods.  Adjusted net income has limitations due to the fact that it excludes items that have an impact on the Company’s financial condition and results of operations.  Adjusted net income and adjusted net income per diluted share are not a substitute for, and should be used in conjunction with, GAAP financial measures.  Other companies may calculate these non-GAAP financial measures differently.  

​

​

​

​

​

​

​

Three months ended
September 30,

​

Nine months ended
September 30,

​

  ​ ​ ​

2025

  ​ ​ ​

2026

2025

2026

Reported net income

​

$

286,271

​

$

359,224

​

$

818,057

​

$

874,967

Adjustments:

​

​

​

​

​

​

​

​

​

​

​

​

Amortization of intangibles(a)

​

​

51,331

​

​

48,783

​

​

149,209

​

​

143,647

Impairments and other operating items(b)

​

​

60,127

​

​

1,851

​

​

70,598

​

​

139,901

Transaction-related expenses(c) 

​

​

3,835

​

​

3,004

​

​

19,778

​

​

12,952

Fair value changes to equity awards(d)

​

​

(509)

​

​

(570)

​

​

527

​

​

(1,839)

Tax effect(e)

​

​

(29,005)

​

​

(13,412)

​

​

(59,903)

​

​

(74,177)

Adjusted net income

​

$

372,050

​

$

398,880

​

$

998,266

​

$

1,095,451

Diluted earnings per common share:

​

​

​

​

​

​

​

​

​

​

​

​

Reported net income

​

$

1.11

​

$

1.43

​

$

3.16

​

$

3.45

Adjusted net income

​

$

1.44

​

$

1.58

​

$

3.86

​

$

4.32

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

____________________________

(a)Reflects the elimination of the non-cash amortization of acquisition-related intangible assets.
(b)Reflects the addback of impairments and other operating items.
(c)Reflects the addback of acquisition-related transaction costs.
(d)Reflects fair value accounting changes associated with certain equity awards.
(e)The aggregate tax effect of the adjustments in footnotes (a) through (d) is calculated based on the applied tax rates for the respective periods.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

-11-


​

UPDATED 2026 OUTLOOK

NON-GAAP RECONCILIATION SCHEDULE

(in thousands of U.S. dollars, except where noted)

​

​

Reconciliation of Adjusted EBITDA:

​

​

​

​

​

​

​

​

​

Updated 2026 Outlook

Net income

​

$

1,182,000

Plus: Income tax provision(a)

​

​

336,000

Plus: Interest expense, net

​

​

362,000

Plus: Depreciation and Depletion

​

​

1,120,000

Plus: Amortization

​

​

192,000

Plus: Closure and post-closure accretion

​

​

42,091

Plus: Impairments and other operating items(b)

​

​

139,901

Less: Other income, net(b)

​

​

(40,105)

Adjustments(b)

​

​

​

Plus: Transaction-related expenses

​

​

12,952

Plus: Fair value changes to equity awards

​

​

(1,839)

Adjusted EBITDA

​

$

3,345,000

​

​

____________________________

(a)Approximately 22.1% full year effective tax rate, including amounts reported for the nine month period ended September 30, 2026.
(b)Reflects amounts reported for the nine month period ended September 30, 2026, as shown on page 9.

​

​

​

​

Reconciliation of Adjusted Free Cash Flow:

​

​

​

​

​

​

​

​

​

Updated 2026 Outlook

​

​

Low Estimate

​

​

High Estimate

Net cash provided by operating activities

$

2,636,836

​

$

2,686,836

Plus:  Change in book overdraft(a)

​

167

​

​

167

Plus: Proceeds from disposal of assets(a)

​

5,470

​

​

5,470

Less: Capital expenditures for property and equipment

​

(1,250,000)

​

​

(1,250,000)

Adjustments:(a)

​

​

​

​

​

Transaction-related expenses

​

9,058

​

​

9,058

Executive separation costs

​

978

​

​

978

Payment of contingent consideration recorded in earnings

​

1

​

​

1

Tax effect

​

(2,510)

​

​

(2,510)

Adjusted Free Cash Flow

$

1,400,000

​

$

1,450,000

​

​

____________________________

(a)Reflects amounts reported for the nine month period ended September 30, 2026, as shown on page 10.

-12-


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