RALEIGH, N.C., Oct. 23 /PRNewswire-FirstCall/ -- Waste Industries USA,
Inc. (Nasdaq: WWIN), a regional, non-hazardous solid waste services
company, announced today that a group of investors led by Lonnie C. Poole,
Jr., the Company's founder and Chairman, and Jim W. Perry, the Company's
President and Chief Executive Officer, both principal shareholders of the
Company, has proposed to acquire all of the remaining, outstanding shares
of common stock of the Company in a merger transaction at a price of $36.75
per share in cash. The investor group currently owns, directly and
indirectly, approximately 51% of the Company's common shares. The investor
group also includes Macquarie Infrastructure Partners and Goldman Sachs.
Mr. Poole and Mr. Perry have agreed to support the investor group's
proposal and to oppose any other proposal to acquire the outstanding shares
of common stock of the Company. The investor group has also indicated that
the Company would remain headquartered in Raleigh, North Carolina following
the completion of any transaction.
The Company's Board of Directors has appointed a special committee
composed solely of independent directors to consider the proposal. The
special committee has engaged JP Morgan Securities Inc., as its independent
financial advisor to assist it with its assessment of the offer.
The Company's shareholders and others considering trading in the
Company's securities are cautioned that the special committee has just
received the proposal, and no decision has been made regarding the response
to the proposal. Accordingly, there can be no assurance that any agreement
will be executed or that any transaction will be approved or consummated.
The acceptance of the proposal would require, among other things, a
favorable recommendation from the special committee following its
evaluation and the negotiation and execution of all requisite agreements.
Completion of any such transaction would require the approval of the
Company's shareholders and the satisfaction of other conditions that are
customary in transactions of this type.
Waste Industries USA, Inc. is a vertically integrated solid waste
services company that provides collection, transfer, disposal and recycling
services to commercial, industrial and residential customer locations in
the states of North Carolina, South Carolina, Virginia, Georgia, Tennessee
and Mississippi.
This press release contains "forward-looking statements" under the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements can generally be identified as such because the statement will
include words such as the Company "expects," "believes," "anticipates" or
words of similar import. Similarly, statements that describe the Company's
future plans, objectives or goals are also forward-looking statements. The
forward-looking statements are subject to risks and uncertainties,
including the possibility that the proposed transaction could be withdrawn,
rejected, or unable to be consummated because of various contingencies,
including, but not limited to, the outcome of any legal proceedings that
may be instituted against the Company and/or others relating to the
proposed transaction, the effect of the announcement on the Company's
customer relationships, operating results and business generally, the risk
that the proposed transaction disrupts current plans and operations and the
potential difficulties in employee relations as a result of the
transaction, the inability to satisfy any material conditions to
consummation of the proposed transaction, downturns in economic conditions
generally, the Company's business or the state of the corporate credit
markets, and the impact of the substantial indebtedness expected to be
incurred to accomplish the proposed transaction. Consider these factors
carefully in evaluating the forward-looking statements. The risk factors
listed in the Company's Form 10-K for the year ended December 31, 2006 and
subsequently filed Forms 10-Q and 8-K also provide examples of risks,
uncertainties and events that could cause actual results to differ
materially from those contained in forward-looking statements. The
forward-looking statements made herein are only made as of the date of this
press release and the Company undertakes no obligation to publicly update
such forward-looking statements and is not responsible for changes made to
this press release for Internet or wire services.
SOURCE Waste Industries USA, Inc.
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Related links:
http://www.waste-ind.com
http://www.prnewswire.com/comp/120685.html /
CONTACT:
Carol Dalton of Waste Industries USA, Inc.,
+1-919-325-3000
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