Waste Management Announces Cash Tender Offer
|Issuer||Title of Security||
|Principal Amount Outstanding||Reference U.S. Treasury Security||Bloomberg Reference Page||Fixed Spread||Hypothetical Consideration(1)|
|WMH (2)||7.10% Notes due 2026||92929QAQ0||$448,975,000||2.00% U.S. Treasury due February 15, 2025||FIT1||125 bps||$1,350.86|
|WM||7.00% Senior Notes due 2028||902917AH6||$577,205,000||2.00% U.S. Treasury due February 15, 2025||FIT1||155 bps||$1,349.09|
|WM||7.375% Senior Notes due 2029||94106LAG4||$222,930,000||2.00% U.S. Treasury due February 15, 2025||FIT1||160 bps||$1,400.10|
|WM||7.75% Senior Notes due 2032||94106LAN9||$496,000,000||3.00% U.S. Treasury due November 15, 2044||FIT1||100 bps||$1,510.24|
|WM||6.125% Senior Notes due 2039||94106LAV1||$600,000,000||3.00% U.S. Treasury due November 15, 2044||FIT1||115 bps||$1,358.61|
Per $1,000 principal amount of Notes, assuming that the yield to maturity of the applicable U.S. Treasury reference security had been measured at 2:00 p.m., New York City time, on February 17, 2015 and assuming a hypothetical settlement date of February 27, 2015.
WMH is a wholly owned subsidiary of Waste Management, Inc. WMH has fully and unconditionally guaranteed all the senior notes issued by Waste Management, Inc. and Waste Management, Inc. has fully and unconditionally guaranteed the notes issued by WMH.
The offers are made pursuant to an Offer to Purchase dated today and a
related Letter of Transmittal and Notice of Guaranteed Delivery, which
set forth the terms and conditions of the tender offer. As of
The consideration per each
The tender offer will expire at
The offer for each series of notes is conditioned upon the satisfaction of certain conditions, including the completion of a contemporaneous notes offering by Waste Management on terms and conditions (including, but not limited to, the amount of proceeds raised in such offering) satisfactory to Waste Management. No offer is conditioned upon any minimum amount of notes being tendered or the consummation of any other offer. Each offer may be amended, extended, terminated or withdrawn separately.
Waste Management has retained
Waste Management has also retained
The tender offer is being made pursuant to the terms and conditions
contained in the Offer to Purchase, Letter of Transmittal and Notice of
Guaranteed Delivery, copies of which may be obtained from
This press release is neither an offer to purchase nor a solicitation of an offer to sell any notes in the tender offer. In addition, this press release is not an offer to sell or the solicitation of an offer to buy any securities issued in connection with any contemporaneous notes offering, nor shall there be any sale of the securities issued in such offering in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any such securities will be offered only by means of a prospectus, including a prospectus supplement relating to such securities, meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Forward Looking Statements
This press release contains forward-looking statements that involve risks and uncertainties. Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements in this press release are discussed in our most recent Annual Report on Form 10-K.
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