CASELLA WASTE SYSTEMS INC - 10-Q Quarterly Report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

ý	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended October 31, 2003

OR

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 000-23211

CASELLA WASTE SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Delaware		03-0338873
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

25 Greens Hill Lane, Rutland, Vermont		05701
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (802) 775-0325

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o

Indicate by check mark whether the registrant is an accelerated filer (as defined in rule 126-2 of the Exchange Act) Yes ý No o

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of November 28, 2003:

Class A Common Stock		23,032,539
Class B Common Stock		988,200

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands)

	April 30, 2003		October 31, 2003
ASSETS

CURRENT ASSETS:
Cash and cash equivalents	$	15,652	$	3,594
Restricted cash	10,839		12,503
Accounts receivable - trade, net of allowance for doubtful accounts of $895 and $1,096	45,649		49,450
Notes receivable - officers/employees	1,105		1,105
Prepaid expenses	5,906		6,644
Inventory	1,740		1,739
Deferred income taxes	4,275		4,177
Other current assets	1,111		850

Total current assets	86,277		80,062

Property, plant and equipment, net of accumulated depreciation and amortization of $201,681 and $238,750	302,328		302,498
Goodwill, net	159,682		162,972
Other intangible assets, net	3,014		2,891
Investments in unconsolidated entities	34,740		37,386
Net assets under contractual obligation	3,844		5,898
Other non-current assets	12,756		15,475

	516,364		527,120

	$	602,641	$	607,182

The accompanying notes are an integral part of these consolidated financial statements

CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except for share and per share data)

	April 30, 2003			October 31, 2003
LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES:
Current maturities of long-term debt	$	4,534		$	4,415
Current maturities of capital lease obligations	1,287			828
Accounts payable	33,743			30,229
Accrued payroll and related expenses	7,383			6,114
Accrued interest	5,375			5,006
Accrued income taxes	4,526			4,121
Accrued closure and post-closure costs, current portion	2,962			1,000
Other accrued liabilities	15,662			17,135

Total current liabilities	75,472			68,848

Long-term debt, less current maturities	302,389			301,667
Capital lease obligations, less current maturities	1,969			1,650
Accrued closure and post-closure costs, less current maturities	22,987			18,786
Deferred income taxes	5,473			7,526
Other long-term liabilities	11,375			10,859

Commitments and contingencies

Series A redeemable, convertible preferred stock, 55,750 shares authorized, issued and outstanding as of April 30, 2003 and October 31, 2003, liquidation preference of $1,000 per share plus accrued but unpaid dividends	63,824			65,430

STOCKHOLDERS’ EQUITY:
Class A common stock - Authorized - 100,000,000 shares, $0.01 par value issued and outstanding - 22,769,000 and 23,032,000 shares as of April 30, 2003 and October 31, 2003, respectively	228			230

Class B Common Stock - Authorized - 1,000,000 shares, $0.01 par value 10 votes per share, issued and outstanding - 988,000 shares	10			10
Accumulated other comprehensive income	542			1,007
Additional paid-in capital	270,068			270,977
Accumulated deficit	(151,696		)	(139,808		)

Total stockholders’ equity	119,152			132,416

	$	602,641		$	607,182

The accompanying notes are an integral part of these consolidated financial statements

CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(in thousands)

	Three Months Ended October 31,				Six Months Ended October 31,
	2002		2003		2002		2003

Revenues	$	114,570	$	111,974	$	230,601	$	225,863

Operating expenses: