Casella Waste Systems, Inc. Announces Offering of New York State Environmental Facilities Corporation Solid Waste Disposal Re...
26 February 2020 - 8:00AM
Casella Waste Systems, Inc. (“Casella”) (NASDAQ:CWST), a regional
solid waste, recycling and resource management services company,
today announced an offering of up to $40.0 million aggregate
principal amount of New York State Environmental Facilities
Corporation (the “Issuer”) Solid Waste Disposal Revenue Bonds
(Casella Waste Systems, Inc. Project) Series 2020 (the “Bonds”)
under an indenture between the Issuer and the bond trustee (the
“Indenture”). The Bonds will be guaranteed by substantially
all of Casella’s subsidiaries, as required by the terms of the loan
agreement pursuant to which the Issuer will loan the proceeds of
the Bonds to Casella (the “Loan Agreement”). Casella intends
to use the net proceeds of the Bonds to finance and/or reimburse
Casella for certain costs of certain capital projects in the State
of New York.
The exact terms and timing of the offering of
the Bonds will depend upon market conditions and other
factors. There can be no assurance that the offering will be
completed.
One or more additional tranches of New York
State Environmental Facilities Corporation Solid Waste Disposal
Revenue Bonds (Casella Waste Systems, Inc. Project) Series 2020, in
the aggregate principal amount of up to $35.0 million (the
“Additional Bonds”), may be issued under the Indenture in the
future, subject to the terms and conditions of the Indenture,
market conditions and other factors.
The Bonds will not be a general obligation of
the Issuer and will not constitute indebtedness of or a charge
against the general credit of the Issuer. The Bonds will not
be a debt of the State of New York and will be payable solely from
amounts received from Casella under the terms of the
Indenture.
Pursuant to the announced offering, the Bonds
will be offered only to qualified institutional buyers as defined
in Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”).
The Bonds will not be registered under the
Securities Act and may not be offered or sold in the United States
absent registration or an applicable exemption from the
registration requirements of the Securities Act and other
applicable securities laws.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy the Bonds, nor shall
there be any sale of the Bonds in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction. This notice is being issued pursuant to and in
accordance with Rule 135c under the Securities Act.
Safe Harbor Statement
Certain matters discussed in this press release,
including, among others, the offering of the Bonds and the
Additional Bonds (if any) and Casella’s expectations regarding the
use of proceeds of the Bonds, are “forward-looking statements”
intended to qualify for the safe harbors from liability established
by the Private Securities Litigation Reform Act of 1995.
These forward-looking statements can generally be identified as
such by the context of the statements, including words such as
“believe,” “expect,” “anticipate,” “plan,” “may,” “will,” “would,”
“intend,” “estimate,” “guidance” and other similar expressions,
whether in the negative or affirmative. These forward-looking
statements are based on current expectations, estimates, forecasts
and projections about the industry and markets in which Casella
operates and management’s beliefs and assumptions. Casella
cannot guarantee that it actually will achieve the plans,
intentions, expectations or guidance disclosed in the
forward-looking statements made. Such forward-looking
statements involve a number of risks and uncertainties, any one or
more of which could cause actual results to differ materially from
those described in Casella’s forward-looking statements. Such
risks and uncertainties include or relate to, among other
things: market conditions and Casella’s ability to consummate
the offering of the Bonds, as well as additional risks and
uncertainties detailed in Item 1A, “Risk Factors” in Casella’s Form
10-K for the fiscal year ended December 31, 2019. There can
be no assurance that Casella will be able to complete the offering
of the Bonds on the anticipated terms, or at all. Casella
undertakes no obligation to update publicly any forward-looking
statements whether as a result of new information, future events or
otherwise, except as required by law.
Contact:
Investors:Ned ColettaChief Financial Officer(802) 772-2239
Media:Joseph FuscoVice President(802) 772-2247
Source: Casella Waste Systems, Inc.
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