Waste Management Announces Pricing of $600 Million Senior Notes

March 4, 2008 at 8:49 AM EST

HOUSTON--(BUSINESS WIRE)--March 4, 2008--Waste Management, Inc. (NYSE:WMI) announced today that it has priced an underwritten public offering of $600 million aggregate principal amount of 6.10% senior notes due March 15, 2018 under a shelf registration statement previously filed with the Securities and Exchange Commission. The notes will be fully and unconditionally guaranteed by the Company's wholly-owned subsidiary, Waste Management Holdings, Inc. The notes have been assigned ratings of BBB by both Standard & Poor's and Fitch and Baa3 by Moody's. The offering is expected to close on March 6, 2008.

The Company plans to use the proceeds of the offering to repay borrowings under its revolving credit facility, to call and repay $244 million of senior notes that mature in 2018 but become callable, at par, in May 2008, and to use the remainder of the proceeds for general corporate purposes.

Banc of America Securities LLC, J.P. Morgan Securities Inc. and Greenwich Capital Markets, Inc. acted as joint book-running and joint lead managers of the offering. In addition, Barclays Capital Inc., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. and Scotia Capital (USA) Inc. acted as co-managers of the offering. Copies of the final prospectus supplement and related prospectus for this offering may be obtained by visiting EDGAR on the SEC website at www.sec.org or, upon request, from any of the joint book-running and joint lead managers at: Banc of America Securities LLC, 9 West 57th Street, 9th Floor, New York, New York 10019 or call toll-free at 1-800-294-1322; J.P. Morgan Securities Inc., 270 Park Avenue, 8th Floor, New York, New York, 10017 or call collect at 212-834-4533; or Greenwich Capital Markets, Inc., 600 Steamboat Road, Greenwich, Connecticut, 06830 or call toll-free at 1-866-884-2071.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes described herein, nor shall there be any sale of these notes in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The notes will be offered only by means of a prospectus, including the prospectus supplement relating to the notes, meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

Waste Management, Inc., based in Houston, Texas, is the leading provider of comprehensive waste management services in North America. Through its subsidiaries, the Company provides collection, transfer, recycling and resource recovery, and disposal services. It is also a leading developer, operator and owner of waste-to-energy and landfill gas-to-energy facilities in the United States. The Company's customers include residential, commercial, industrial, and municipal customers throughout North America.

The Company, from time to time, provides estimates of financial and other data, comments on expectations relating to future periods and makes statements of opinion, view or belief about current and future events. Statements relating to future events and performance are "forward-looking statements." The forward-looking statements that the Company makes are the Company's expectations, opinion, view or belief at the point in time of issuance but may change at some future point in time. By issuing estimates or making statements based on current expectations, opinions, views or beliefs, the Company has no obligation, and is not undertaking any obligation, to update such estimates or statements or to provide any other information relating to such estimates or statements. Outlined below are some of the risks that the Company faces and that could affect our financial statements for 2008 and beyond and that could cause actual results to be materially different from those that may be set forth in forward-looking statements made by the Company. However, they are not the only risks that the Company faces. There may be additional risks that we do not presently know or that we currently believe are immaterial which could also impair our business. We caution you not to place undue reliance on any forward-looking statements, which speak only as of their dates. The following are some of the risks that we face:

    --  competition may negatively affect our profitability or cash
        flows, our price increases may have negative effects on
        volumes and price roll-backs and lower than average pricing to
        retain and attract customers may negatively affect our yield
        on base business;

    --  we may be unable to maintain or expand margins if we are
        unable to control costs;

    --  we may not be able to successfully execute or continue our
        operational or other margin improvement plans and programs,
        including pricing increases; passing on increased costs to our
        customers; reducing costs due to our operational improvement
        programs; and divesting under-performing assets and purchasing
        accretive businesses, any of which could negatively affect our
        revenues and margins;

    --  weather conditions cause our quarter-to-quarter results to
        fluctuate, and extremely harsh weather or natural disasters
        may cause us to temporarily shut down operations;

    --  inflation and resulting higher interest rates as well as other
        general and local economic conditions may negatively affect
        the volumes of waste generated, our financing costs and other

    --  possible changes in our estimates of site remediation
        requirements, final capping, closure and post-closure
        obligations, compliance and regulatory developments may
        increase our expenses;

    --  regulations, including regulations to limit greenhouse gas
        emissions, may negatively impact our business by, among other
        things, restricting our operations, increasing costs of
        operations or requiring additional capital expenditures;

    --  if we are unable to obtain and maintain permits needed to
        open, operate, and/or expand our facilities, our results of
        operations will be negatively impacted;

    --  limitations or bans on disposal or transportation of
        out-of-state, cross-border, or certain categories of waste, as
        well as mandates on the disposal of waste, can increase our
        expenses and reduce our revenues;

    --  fuel price increases or fuel supply shortages may increase our
        expenses or restrict our ability to operate;

    --  increased costs to obtain financial assurance or the
        inadequacy of our insurance coverages could negatively impact
        our liquidity and increase our liabilities;

    --  possible charges as a result of shut-down operations,
        uncompleted development or expansion projects or other events
        may negatively affect earnings;

    --  fluctuating commodity prices may have negative effects on our
        operating revenues and expenses;

    --  trends requiring recycling, waste reduction at the source and
        prohibiting the disposal of certain types of wastes could have
        negative effects on volumes of waste going to landfills and
        waste-to-energy facilities;

    --  efforts by labor unions to organize our employees may increase
        operating expenses and we may be unable to negotiate
        acceptable collective bargaining agreements with those who
        have been chosen to be represented by unions, which could lead
        to labor disruptions, including strikes and lock-outs, which
        could adversely affect our results of operations and cash

    --  negative outcomes of litigation or threatened litigation or
        governmental proceedings may increase our costs, limit our
        ability to conduct or expand our operations, or limit our
        ability to execute our business plans and strategies;

    --  problems with the operation of our current information
        technology or the development and deployment of new
        information systems could decrease our efficiencies, increase
        our costs, or lead to an impairment charge;

    --  the adoption of new accounting standards or interpretations
        may cause fluctuations in reported quarterly results of
        operations or adversely impact our reported results of
        operations; and

    --  we may reduce or eliminate our dividend or share repurchase
        program or we may need to raise additional capital if cash
        flows are less than we expect or capital expenditures are more
        than we expect, and we may not be able to obtain any needed
        capital on acceptable terms.

Additional information regarding these and/or other factors that could materially affect results and the accuracy of the forward-looking statements contained herein may be found in Part I, Item 1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2007.

    CONTACT: Waste Management, Inc., Houston
             Analysts: Greg Nikkel, 713-265-1358
             Media: Lynn Brown, 713-394-5093

    SOURCE: Waste Management, Inc.