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 January 31, 2005

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 12b-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 February 28, 2005:

	Class A Common Stock	23,859,311
	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,		January 31,
	2004		2005
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	8,007	$	7,361
Restricted cash	12,419		12,464
Accounts receivable - trade, net of allowance for doubtful accounts of $583 and $813	49,462		48,356
Notes receivable - officers/employees	1,105		1,005
Refundable income taxes	623		677
Prepaid expenses	4,164		4,701
Inventory	1,848		2,146
Deferred income taxes	4,328		5,172
Other current assets	854		1,254
Total current assets	82,810		83,136

Property, plant and equipment, net of accumulated depreciation and amortization of $268,019 and $313,862	372,038		402,948
Goodwill	157,230		160,492
Intangible assets, net	3,578		3,017
Deferred income taxes	5,631		—
Investments in unconsolidated entities	37,914		37,899
Net assets under contractual obligation	2,148		1,406
Other non-current assets	14,928		14,990
	593,467		620,752

	$	676,277	$	703,888

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

CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Continued)

(Unaudited)

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

	April 30,			January 31,
	2004			2005
LIABILITIES AND STOCKHOLDERS’ EQUITY
CURRENT LIABILITIES:
Current maturities of long-term debt	$	5,542		$	3,385
Current maturities of capital lease obligations	602			636
Accounts payable	40,034			33,933
Accrued payroll and related expenses	7,425			8,041
Accrued interest	6,024			10,583
Accrued capping, closure and post-closure costs, current portion	2,471			5,385
Other accrued liabilities	25,273			27,735
Total current liabilities	87,371			89,698

Long-term debt, less current maturities	349,163			365,680
Capital lease obligations, less current maturities	1,367			1,638
Accrued capping, closure and post-closure costs, less current maturities	22,752			21,574
Deferred income taxes	—			770
Other long-term liabilities	18,493			17,361

COMMITMENTS AND CONTINGENCIES

Series A redeemable, convertible preferred stock - Authorized - 55,750 shares, issued and outstanding - 55,750 and 53,750 as of April 30, 2004 and January 31, 2005, respectively, liquidation preference of $1,000 per share plus accrued but unpaid dividends	67,076			67,125

STOCKHOLDERS’ EQUITY:
Class A common stock - Authorized - 100,000,000 shares, $0.01 par value; issued and outstanding - 23,496,000 and 23,857,000 shares as of April 30, 2004 and January 31, 2005, respectively	235			239
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	408			868
Additional paid-in capital	272,993			274,883
Accumulated deficit	(143,591		)	(135,958		)
Total stockholders’ equity	130,055			140,042

	$	676,277		$	703,888

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 January 31,				Nine Months Ended January 31,
	2004		2005		2004		2005

Revenues	$	104,144	$	116,080	$	329,141	$	366,133

Operating expenses: