01—Abstract
Summary
Summary of the 8-K filed May 29, 2025. Cited figures are marked; the original filing is the authoritative source.
Waste Connections, Inc. (TSX/NYSE: WCN) entered into an underwriting agreement dated May 28, 2025 with BofA Securities, J.P.
Morgan Securities, PNC Capital Markets and Truist Securities, as representatives of the underwriters, for a public offering of $500 milliona aggregate principal amount of its 5.250% Senior Notes due 2035. The Notes will be senior unsecured obligations of the Company. The offering was priced at 99.874% of face value and is expected to close on June 4, 2025.
The Company expects net proceeds of approximately $495 millionb after underwriting fees and estimated offering expenses. Waste Connections intends to use the proceeds to repay a portion of the borrowings outstanding under its revolving credit facility. Certain underwriters and their affiliates serve various roles under that revolving credit facility and will therefore indirectly receive a portion of the offering proceeds.
The offering is registered under an effective shelf registration statement (File No. 333-282813) and is subject to market conditions and customary closing conditions, with no assurance it will be completed as described or at all. The filing also furnishes press releases announcing the launch and pricing of the offering.
02—Key points
Key Highlights
- Public offering of $500 million aggregate principal amount of 5.250% Senior Notes due 2035
- Notes priced at 99.874% of face value; expected closing date June 4, 2025
- Expected net proceeds of approximately $495 million after underwriting fees and offering expenses
- Proceeds intended to repay a portion of borrowings under the revolving credit facility
- Notes will be senior unsecured obligations of the Company
- Offering made under an effective shelf registration statement filed October 24, 2024
- Underwriters include BofA Securities, J.P. Morgan Securities, PNC Capital Markets and Truist Securities; certain underwriters' affiliates also serve roles under the revolving credit facility
03—Questions
Frequently Asked Questions
What securities is Waste Connections offering and on what terms?
The Company is offering $500 million aggregate principal amount of 5.250% Senior Notes due 2035, priced at 99.874% of their face value in an underwritten public offering.
How much money will Waste Connections receive from the offering?
The Company expects net proceeds of approximately $495 million after deducting underwriting fees and estimated offering expenses.
How will the Company use the proceeds?
The Company intends to use the net proceeds to repay a portion of the borrowings outstanding under its revolving credit facility.
When is the offering expected to close?
The offering is expected to close on June 4, 2025, subject to customary closing conditions.
Do any underwriters have other relationships with the Company?
Yes. Certain underwriters and their affiliates have engaged in investment banking and other commercial dealings with the Company, and some serve various roles under the revolving credit facility, so they will indirectly receive a portion of the offering proceeds.
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