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Item 5. Market for Registrant’s Common Equity

2022-02-23 compared with 2021-02-24 · 7 added, 44 removed, 37 unchanged (58% of the section changed)

2 unchanged sentences

On February 16, 2022, there were 255 stockholders of record of our common stock, excluding stockholders whose shares were held in nominee, or "street name" accounts through brokers or banks.

On our last record date, 21,875 additional stockholders beneficially held shares in street name accounts.

On our last record date, approximately 31,000 additional stockholders beneficially held shares in street name accounts.

We have never declared nor paid any cash dividends on our common stock, and we do not intend to pay any dividends on our common stock in the foreseeable future.

21 unchanged sentences

The number of shares purchased and the timing of the purchases has depended and will depend on several factors, including share price, cash required for business plans, trading volume and other conditions.

In November 2020, we implemented a repurchase plan in accordance with Rule 10b5-1 promulgated under the Securities Exchange Act of 1934, as amended.

Future repurchases will be made under the Rule 10b5-1 plan as well as open market or privately negotiated transactions as described above.

We maintain a repurchase plan in accordance with Rule 10b5-1 promulgated under the Securities Exchange Act of 1934, as amended.

During the three months ended December 31, 2021, no shares were repurchased under the Rule 10b5-1 plan.

Future repurchases will also be made as open market or privately negotiated transactions as described above.

We have no obligation to repurchase stock under this program and may suspend or terminate the repurchase program at any time.

6 unchanged sentences

This peer group is comprised of American Water Works Company, Inc., Casella Waste Systems, Inc., Civeo Corporation, Covanta Holding Corporation, Heritage-Crystal Clean, Inc., Iron Mountain Incorporated, Newpark Resources, Inc., Oil States International, Inc., Republic Services, Inc., Stericycle, Inc., Superior Energy Services, Inc., US Ecology, Inc., and Waste Management, Inc.

In 2019, we removed the Refuse Systems comparative, which had previously been included in the Comparison of 5-Year Cumulative Total Return chart below, because we believe our custom peer group is more relevant.

The values illustrated assume reinvestment of dividends on the ex-dividend date and compares relative performance since a particular starting date.

1 unchanged sentence

The graph is presented pursuant to SEC rules and is not meant to be an indication of our future performance.

SELECTED FINANCIAL DATA

The following summary of consolidated financial information has been derived from the audited consolidated financial statements included in Item 8, "Financial Statements and Supplementary Data," of this report and in the Form 10-Ks we previously filed with the SEC.

This information should be reviewed in conjunction with Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations," and the financial statements and notes thereto included in Item 8, "Financial Statements and Supplementary Data," of this report.

For the years ended December 31,

(in thousands, except per share amounts) 2020 2019 2018 2017 2016

Statement of Operations Data:

Total revenues $ 3,144,097 $ 3,412,190 $ 3,300,303 $ 2,944,978 $ 2,755,226

Net income (loss) (1)

134,837 97,740 65,636 100,739 (39,873)

Earnings (loss) per share:

Basic 2.43 1.75 1.17 1.77 (0.69)

Diluted 2.42 1.74 1.16 1.76 (0.69)

Other Financial Data:

Adjusted EBITDA (2)

555,302 540,317 491,005 425,657 400,354

As of December 31,

(in thousands) 2020 2019 2018 2017 2016

Balance Sheet Data:

Total assets $ 4,131,520 $ 4,108,904 $ 3,738,321 $ 3,706,570 $ 3,681,920

Long-term debt (including current portion) 1,557,176 1,561,651 1,572,556 1,629,537 1,633,272

Stockholders' equity 1,341,551 1,269,813 1,169,756 1,188,202 1,084,241

___________________________________________

(1) The 2017 results include a net benefit of $93.0 million resulting from impacts of the tax law changes enacted in December of 2017, a $7.9 million pre-tax loss on early extinguishment of debt and a $30.7 million pre-tax gain on the sale of a non-core line of business within our Environmental Services segment.

The 2016 results include a $34.0 million goodwill impairment charge and a $16.9 million pre-tax gain on the sale of a non-core line of business within our Environmental Services segment.

In 2016, we did not record any income tax benefit as a result of the goodwill impairment charge.

(2) The following is a reconciliation of net income (loss) to Adjusted EBITDA for the following periods (in thousands).

See additional information regarding this non-GAAP measure under the heading "Adjusted EBITDA" in Item 7, "Management's Discussion and Analysis of Financial Condition and Results of Operations," of this report.

For the years ended December 31,

(in thousands, except for percentages) 2020 2019 2018 2017 2016

Net income (loss) $ 134,837 $ 97,740 $ 65,636 $ 100,739 $ (39,873)

Accretion of environmental liabilities 11,051 10,136 9,806 9,460 10,177

Depreciation and amortization 292,915 300,725 298,625 288,422 287,002

Goodwill impairment charge — — — — 34,013

Other expense (income), net 290 (2,897) 4,510 6,119 (6,195)

Loss on early extinguishment of debt — 6,131 2,488 7,891 —

Loss (gain) on sale of businesses 3,376 (687) — (30,732) (16,884)

Interest expense, net of interest income 73,120 78,670 81,094 85,808 83,525

Provision (benefit) for income taxes 39,713 50,499 28,846 (42,050) 48,589

Adjusted EBITDA $ 555,302 $ 540,317 $ 491,005 $ 425,657 $ 400,354

As a percentage of total revenues 17.7 % 15.8 % 14.9 % 14.5 % 14.5 %

Used with permission.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 5. Market for Registrant’s Common Equity