Cover Page
Cover Page - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2023 | Jan. 31, 2024 | Jun. 30, 2023 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 000-23211 | ||
Entity Registrant Name | CASELLA WASTE SYSTEMS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 03-0338873 | ||
Entity Address, Address Line One | 25 Greens Hill Lane | ||
Entity Address, City or Town | Rutland | ||
Entity Address, State or Province | VT | ||
Entity Address, Postal Zip Code | 05701 | ||
City Area Code | (802 | ||
Local Phone Number | 775-0325 | ||
Title of 12(b) Security | Class A common stock, $0.01 par value per share | ||
Trading Symbol | CWST | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 5.1 | ||
Documents Incorporated by Reference | Part III of this Annual Report on Form 10-K incorporates by reference information from the definitive Proxy Statement for the registrant’s 2024 Annual Meeting of Stockholders or a Form10-K/A to be filed with the Securities and Exchange Commission not later than 120 days after the registrant’s fiscal year ended December 31, 2023 | ||
Entity Central Index Key | 0000911177 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Class A Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 57,007,273 | ||
Class B Common Stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 988,200 |
AUDIT INFORMATION
AUDIT INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor name | RSM US LLP |
Auditor location | Boston, Massachusetts |
Auditor firm ID | 49 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 220,912 | $ 71,152 |
Accounts receivable, net of allowance for credit losses of $4,066 and $3,016, respectively | 157,324 | 100,886 |
Refundable income taxes | 3,089 | 0 |
Prepaid expenses | 17,223 | 15,182 |
Inventory | 17,859 | 13,472 |
Other current assets | 9,918 | 6,787 |
Total current assets | 426,325 | 207,479 |
Property and equipment, net of accumulated depreciation and amortization of $1,167,541 and $1,064,756, respectively | 980,553 | 720,550 |
Operating lease right-of-use assets | 100,844 | 92,063 |
Goodwill | 735,670 | 274,458 |
Intangible assets, net | 241,429 | 91,783 |
Restricted assets | 2,203 | 1,900 |
Cost method investments | 10,967 | 10,967 |
Deferred income taxes | 11,224 | 22,903 |
Other non-current assets | 26,255 | 27,112 |
Total assets | 2,535,470 | 1,449,215 |
CURRENT LIABILITIES: | ||
Current maturities of debt | 35,781 | 8,968 |
Current operating lease liabilities | 9,039 | 7,000 |
Accounts payable | 116,794 | 74,203 |
Accrued payroll and related expenses | 22,657 | 23,556 |
Accrued interest | 3,886 | 2,858 |
Contract liabilities | 31,472 | 3,742 |
Current accrued capping, closure and post-closure costs | 10,773 | 11,036 |
Other accrued liabilities | 48,456 | 46,237 |
Total current liabilities | 278,858 | 177,600 |
Debt, less current portion | 1,007,662 | 585,015 |
Operating lease liabilities, less current portion | 66,074 | 57,345 |
Accrued capping, closure and post-closure costs, less current portion | 123,131 | 102,642 |
Deferred income taxes | 627 | 437 |
Other long-term liabilities | 37,327 | 28,276 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY: | ||
Additional paid-in capital | 1,168,812 | 661,761 |
Accumulated deficit | (146,521) | (171,920) |
Accumulated other comprehensive (loss) income, net of tax | (1,080) | 7,542 |
Total stockholders' equity | 1,021,791 | 497,900 |
Total liabilities and stockholders' equity | 2,535,470 | 1,449,215 |
Class A Common Stock | ||
STOCKHOLDERS' EQUITY: | ||
Common stock | 570 | 507 |
Class B Common Stock | ||
STOCKHOLDERS' EQUITY: | ||
Common stock | $ 10 | $ 10 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 USD ($) vote $ / shares shares | Dec. 31, 2022 USD ($) vote $ / shares shares | |
Accounts receivable - trade, allowance for credit losses | $ | $ 4,066 | $ 3,016 |
Accumulated depreciation and amortization | $ | $ 1,167,541 | $ 1,064,756 |
Class A Common Stock | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 |
Common stock, authorized shares | 100,000,000 | 100,000,000 |
Common stock, issued shares | 57,007,000 | 50,704,000 |
Common stock, outstanding shares | 57,007,000 | 50,704,000 |
Common stock, votes (in votes per share) | vote | 1 | |
Class B Common Stock | ||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 |
Common stock, authorized shares | 1,000,000 | 1,000,000 |
Common stock, issued shares | 988,000 | 988,000 |
Common stock, outstanding shares | 988,000 | 988,000 |
Common stock, votes (in votes per share) | vote | 10 | 10 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement [Abstract] | |||
Revenues | $ 1,264,542 | $ 1,085,089 | $ 889,211 |
Operating expenses: | |||
Cost of operations | 832,038 | 723,117 | 582,403 |
General and administration | 155,847 | 133,419 | 118,834 |
Depreciation and amortization | 170,705 | 126,351 | 103,590 |
Expense from acquisition activities | 15,038 | 4,613 | 5,304 |
Legal settlement | 6,150 | 0 | 0 |
Landfill capping charge - veneer failure | 3,870 | 0 | 0 |
Southbridge Landfill closure charge, net | 467 | 1,436 | 496 |
Environmental remediation charge | 0 | 759 | 924 |
Total operating expenses | 1,184,115 | 989,695 | 811,551 |
Operating income | 80,427 | 95,394 | 77,660 |
Other expense (income): | |||
Interest income | (10,741) | (709) | (302) |
Interest expense | 47,578 | 23,722 | 21,229 |
Loss from termination of bridge financing | 8,191 | 0 | 0 |
Other income | (1,646) | (2,585) | (1,313) |
Other expense, net | 43,382 | 20,428 | 19,614 |
Income before income taxes | 37,045 | 74,966 | 58,046 |
Provision for income taxes | 11,646 | 21,887 | 16,946 |
Net income | $ 25,399 | $ 53,079 | $ 41,100 |
Basic earnings per share attributable to common stockholders: | |||
Weighted average common shares outstanding | 55,174 | 51,623 | 51,312 |
Basic earnings per common share (in dollars per share) | $ 0.46 | $ 1.03 | $ 0.80 |
Diluted earnings per share attributable to common stockholders: | |||
Weighted average common shares outstanding | 55,274 | 51,767 | 51,515 |
Diluted earnings per common share (in dollars per share) | $ 0.46 | $ 1.03 | $ 0.80 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 25,399 | $ 53,079 | $ 41,100 |
Hedging activity: | |||
Interest rate swap settlements | 6,259 | (1,662) | (4,743) |
Interest rate swap amounts reclassified into interest expense | (6,361) | 1,443 | 4,763 |
Unrealized (loss) gain resulting from changes in fair value of derivative instruments | (13,102) | 16,959 | 8,480 |
Other comprehensive (loss) income | (13,204) | 16,740 | 8,500 |
Tax effect related to items of other comprehensive (loss) income | (4,582) | 4,095 | 2,086 |
Other comprehensive (loss) income, net of tax | (8,622) | 12,645 | 6,414 |
Comprehensive income | $ 16,777 | $ 65,724 | $ 47,514 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive ( Loss) Income, Net of Tax | Class A Common Stock | Class A Common Stock Common Stock | Class B Common Stock | Class B Common Stock Common Stock |
Beginning balance at Dec. 31, 2020 | $ 362,142 | $ 639,247 | $ (266,099) | $ (11,517) | $ 501 | $ 10 | ||
Beginning balance (in shares) at Dec. 31, 2020 | 50,101,000 | 988,000 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuances of Class A common stock | 1,250 | 1,247 | $ 3 | |||||
Issuances of Class A common stock (in shares) | 322,000 | |||||||
Stock-based compensation | 11,551 | 11,551 | ||||||
Net income | 41,100 | 41,100 | ||||||
Hedging activity | 6,414 | 6,414 | ||||||
Ending balance at Dec. 31, 2021 | 422,457 | 652,045 | (224,999) | (5,103) | $ 504 | $ 10 | ||
Ending balance (in shares) at Dec. 31, 2021 | 50,423,000 | 50,423,000 | 988,000 | 988,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuances of Class A common stock | 1,564 | 1,561 | $ 3 | |||||
Issuances of Class A common stock (in shares) | 281,000 | |||||||
Stock-based compensation | 8,155 | 8,155 | ||||||
Net income | 53,079 | 53,079 | ||||||
Hedging activity | 12,645 | 12,645 | ||||||
Ending balance at Dec. 31, 2022 | 497,900 | 661,761 | (171,920) | 7,542 | $ 507 | $ 10 | ||
Ending balance (in shares) at Dec. 31, 2022 | 50,704,000 | 50,704,000 | 988,000 | 988,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Issuance of Class A common stock - equity offering, net of stock issuance costs | 496,231 | 496,170 | $ 61 | |||||
Issuance of Class A common stock - equity offering, net of stock issuance costs (in shares) | 6,053,000 | |||||||
Issuances of Class A common stock | 1,799 | 1,797 | $ 2 | |||||
Issuances of Class A common stock (in shares) | 250,000 | |||||||
Stock-based compensation | 9,084 | 9,084 | ||||||
Net income | 25,399 | 25,399 | ||||||
Hedging activity | (8,622) | (8,622) | ||||||
Ending balance at Dec. 31, 2023 | $ 1,021,791 | $ 1,168,812 | $ (146,521) | $ (1,080) | $ 570 | $ 10 | ||
Ending balance (in shares) at Dec. 31, 2023 | 57,007,000 | 57,007,000 | 988,000 | 988,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flows from Operating Activities: | |||
Net income | $ 25,399 | $ 53,079 | $ 41,100 |
net income to net cash provided by operating activities: | |||
Depreciation and amortization | 170,705 | 126,351 | 103,590 |
Interest accretion on landfill and environmental remediation liabilities | 9,885 | 8,008 | 7,324 |
Amortization of debt issuance costs | 2,962 | 1,903 | 2,288 |
Stock-based compensation | 9,084 | 8,155 | 11,551 |
Operating lease right-of-use assets expense | 15,318 | 13,804 | 13,827 |
Disposition of assets, other items and charges, net | 708 | 737 | 1,055 |
Loss from termination of bridge financing | 8,191 | 0 | 0 |
Landfill capping charge - veneer failure | 3,021 | 0 | 0 |
Deferred income taxes | 7,392 | 16,527 | 15,073 |
Changes in assets and liabilities, net of effects of acquisitions and divestitures: | |||
Accounts receivable | (39,436) | (7,101) | (7,422) |
Landfill operating lease contract expenditures | (5,496) | (5,486) | (5,655) |
Accounts payable | 41,592 | 11,075 | 13,888 |
Prepaid expenses, inventories and other assets | (8,172) | (11,054) | (6,343) |
Accrued expenses, contract liabilities and other liabilities | (8,061) | 1,316 | (7,539) |
Net cash provided by operating activities | 233,092 | 217,314 | 182,737 |
Cash Flows from Investing Activities: | |||
Acquisitions, net of cash acquired | (851,839) | (78,197) | (170,647) |
Additions to property and equipment | (154,907) | (130,960) | (123,295) |
Proceeds from sale of cost method investment | 0 | 1,637 | 0 |
Proceeds from sale of property and equipment | 1,110 | 600 | 788 |
Net cash used in investing activities | (1,005,636) | (206,920) | (293,154) |
Cash Flows from Financing Activities: | |||
Proceeds from debt borrowings | 465,000 | 88,200 | 3,701 |
Principal payments on debt | (26,257) | (59,211) | (10,305) |
Payments of debt issuance costs | (12,759) | (1,232) | (3,684) |
Payments of contingent consideration | 0 | (1,000) | 0 |
Proceeds from the exercise of share based awards | 89 | 192 | 172 |
Proceeds from the public offering of Class A Common Stock | 496,231 | 0 | 0 |
Net cash provided by (used in) financing activities | 922,304 | 26,949 | (10,116) |
Net increase (decrease) in cash and cash equivalents | 149,760 | 37,343 | (120,533) |
Cash and cash equivalents, beginning of period | 71,152 | 33,809 | 154,342 |
Cash and cash equivalents, end of period | 220,912 | 71,152 | 33,809 |
Supplemental Disclosures of Cash Flow Information: | |||
Interest | 43,588 | 21,003 | 19,025 |
Income tax payments, net | 10,109 | 2,798 | 1,438 |
Supplemental Disclosures of Non-Cash Investing and Financing Activities: | |||
Non-current assets acquired through long-term financing obligations | $ 12,322 | $ 11,919 | $ 20,753 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION Casella Waste Systems, Inc. (“Parent”) and its subsidiaries (collectively, “we”, “us” or “our”), is a regional, vertically integrated solid waste services company. We provide resource management expertise and services to residential, commercial, municipal, institutional and industrial customers, primarily in the areas of solid waste collection and disposal, transfer, recycling and organics services. We provide integrated solid waste services in nine states: Vermont, New Hampshire, New York, Massachusetts, Connecticut, Maine, Pennsylvania, Delaware and Maryland, with our headquarters located in Rutland, Vermont. On June 30, 2023, we acquired the equity interests of four wholly owned subsidiaries of GFL Environmental Inc. ("GFL Subsidiaries"), which are the basis of our newly formed regional operating segment, the Mid-Atlantic region, that expanded our integrated solid waste services into the states of Delaware and Maryland ("GFL Acquisition"). See Note 5, Business Combinations for further disclosure. Operations under the Mid-Atlantic region commenced on July 1, 2023. The GFL Acquisition was funded from financing transactions (see Note 12, Debt for further disclosure), the net proceeds from an equity offering completed June 16, 2023 (see Note 14, Stockholders’ Equity for further disclosure) and cash on hand. We manage our solid waste operations on a geographic basis through three regional operating segments, the Eastern, Western and Mid-Atlantic regions, each of which provides a comprehensive range of non-hazardous solid waste services. We manage our resource renewal operations through the Resource Solutions operating segment, which leverages our core competencies in materials processing, industrial recycling, organics and resource management service offerings to deliver a comprehensive solution for our larger commercial, municipal, institutional and industrial customers that have more diverse waste and recycling needs. Legal, tax, information technology, human resources, certain finance and accounting and other administrative functions are included in our Corporate Entities segment. The accompanying consolidated financial statements, which include the accounts of the Parent and our wholly-owned subsidiaries have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). All significant intercompany accounts and transactions are eliminated in consolidation. Investments in entities in which we do not have a controlling financial interest are accounted for under either the equity method or the cost method of accounting, as appropriate. |
ACCOUNTING CHANGES
ACCOUNTING CHANGES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
ACCOUNTING CHANGES | ACCOUNTING CHANGES The following table provides a brief description of a recent Accounting Standards Update ("ASU") to the Accounting Standards Codification ("ASC") issued by the Financial Accounting Standards Board (“FASB”) that we adopted and is deemed to have a possible material impact on our consolidated financial statements based on current account balances and activity: Standard Description Effect on the Financial Statements or Other ASU No. 2020-04: Reference Rate Reform (Topic 848), as amended through December 2022 Provides temporary optional guidance to ease the potential burden in applying GAAP to contract modifications and hedging relationships that reference London Inter-Bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued, subject to meeting certain criteria. This guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. Effective the quarter ended March 31, 2023, we elected optional expedients under this guidance that allowed us to maintain hedge effectiveness upon modifying contract terms related to reference rate reform in our amended and restated credit agreement, dated as of December 22, 2021, as amended by the first amendment, dated as of February 9, 2023, the second amendment, dated as of February 9, 2023, and the third amendment, dated as of April 25, 2023, collectively with the specified acquisition loan joinder, dated May 25, 2023 ("Loan Joinder") (the "Amended and Restated Credit Agreement") until we transitioned our interest rate derivative agreements from LIBOR to term secured overnight financing rate ("Term SOFR") in the quarter ended June 30, 2023. See Note 12, Debt . This guidance will be in effect through December 31, 2024. The following table provides a brief description of recent ASUs to the ASC issued by the FASB that are pending adoption and deemed to have a possible material impact on our consolidated financial statements based on current account balances and activity: Standard Description Effect on the Financial Statements or Other Accounting standards issued pending adoption as of December 31, 2023 ASU No. 2023-07: Improvements to Reportable Segment Disclosures (Topic 280) Requires entities to provide additional disclosure related to the chief operating decision maker ("CODM") and reportable operating segments, including providing more detailed information about reportable operating segment's significant expenses and how that information is used by the CODM. We are currently assessing the provisions of this guidance and expect that its adoption will have an impact on reportable operating segment disclosures within our consolidated financial statements and accompanying notes. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU No. 2023-09: Improvements to Income Tax Disclosures (Topic 740) Requires entities to provide additional disclosure related to the transparency and decision usefulness of income tax disclosures, including additional disclosure around the rate reconciliation and income taxes paid, We are currently assessing the provisions of this guidance and expect that its adoption will have an impact on income tax disclosures within our consolidated financial statements and accompanying notes. This guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Management’s Estimates and Assumptions Preparation of our consolidated financial statements in accordance with GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the accounting for and recognition and disclosure of assets, liabilities, equity, revenues and expenses. We must make these estimates and assumptions because certain information that we use is dependent on future events, cannot be calculated with a high degree of precision given the available data or simply cannot be readily calculated. In some cases, these estimates are difficult to determine, and we must exercise significant judgment. In preparing our consolidated financial statements, the estimates and assumptions that we consider to be significant and that present the greatest amount of uncertainty relate to our accounting for landfills, environmental remediation liabilities, asset impairments, if applicable, goodwill recoverability assessment, accounts receivable valuation allowance for credit losses, self-insurance reserves, deferred taxes and uncertain tax positions, estimates of the fair values of assets acquired and liabilities assumed in any acquisition, contingent liabilities and stock-based compensation. Each of these items is discussed in more detail elsewhere in these notes to the consolidated financial statements, as applicable. Actual results may differ materially from the estimates and assumptions that we use in the preparation of our consolidated financial statements. Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Concentrations of Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, restricted investment securities, accounts receivable and derivative instruments. We maintain cash and cash equivalents and restricted investment securities with banks that at times exceed applicable insurance limits. We reduce our exposure to credit risk by maintaining such deposits with high quality financial institutions. Our concentration of credit risk with respect to accounts receivable is limited because of the large number and diversity of customers we serve, thus reducing the credit risk associated with any one customer group. As of December 31, 2023, no single customer or customer group represented greater than 5% of total accounts receivable. We manage credit risk through credit evaluations, credit limits, and monitoring procedures, but generally do not require collateral to support accounts receivable. We reduce our exposure to credit risk associated with derivative instruments by entering into agreements with high quality financial institutions and by evaluating and regularly monitoring their creditworthiness. Accounts Receivable, Net of Allowance for Credit Losses Accounts receivable represent receivables from customers for collection, transfer, recycling, disposal and other services. Our accounts receivable are recorded when billed or when related revenue is earned, if earlier, and represent claims against third-parties that will be settled in cash. The carrying value of our accounts receivable, net of allowance for credit losses represents its estimated net realizable value. Estimates are used in determining our allowance for credit losses based on, among other things, our historical loss trends, the age of outstanding accounts receivable, and current and expected economic conditions. Our reserve is evaluated and revised on a monthly basis. Past due accounts receivable are written off when deemed to be uncollectible. See Note 6, Accounts Receivable, Net of Allowance for Credit Losses for disclosure over allowance for credit losses. Inventory Inventory includes secondary fibers, recyclables ready for sale, and parts and supplies. Inventory is stated at the lower of cost (first-in, first-out) or market. Property and Equipment Property and equipment is recorded at cost, less accumulated depreciation and amortization. We provide for depreciation and amortization using the straight-line method by charges to operations in amounts that allocate the cost of the assets over their estimated useful lives as follows: Asset Classification Estimated Buildings and improvements 10-30 years Machinery and equipment 5-10 years Rolling stock 5-10 years Containers 5-12 years Furniture and Fixtures 3-8 years The cost of maintenance and repairs is charged to operations as incurred. Landfill development costs are included in property and equipment. Landfill development costs include costs to develop each of our landfill sites, including such costs related to landfill liner material and installation, excavation for airspace, landfill leachate collection systems, landfill gas collection systems, environmental monitoring equipment for groundwater and landfill gas, directly related engineering, capitalized interest, on-site road construction, and other capital infrastructure. Additionally, landfill development costs include all land purchases within the landfill footprint and the purchase of any required landfill buffer property. Under life-cycle accounting, these costs are capitalized and charged to expense based on tonnage placed into each site. See the “ Landfill Accounting ” accounting policy below for additional disclosure about the amortization of landfill development costs and Note 7, Property and Equipment for disclosure about property and equipment. Landfill Accounting Life Cycle Accounting Under life-cycle accounting, all costs related to acquisition and construction of landfill sites are capitalized and charged to expense based on tonnage placed into each site. Landfill permitting, acquisition and preparation costs are amortized on the units-of-consumption method as landfill airspace is consumed. In determining the amortization rate for each of our landfills, preparation costs include the total estimated costs to complete construction of the landfills’ permitted and expansion capacity. Landfill Development Costs We estimate the total cost to develop each of our landfill sites to its remaining permitted and expansion capacity (see landfill development costs discussed within the “ Property and Equipment ” accounting policy above). The projection of these landfill costs is dependent, in part, on future events. The remaining amortizable basis of each landfill includes costs to develop a site to its remaining permitted and expansion capacity and includes amounts previously expended and capitalized, net of accumulated airspace amortization, and projections of future purchase and development costs including capitalized interest. The interest capitalization rate is based on our weighted average interest rate incurred on borrowings outstanding during the period. Interest capitalized during the fiscal years ended December 31, 2023 ("fiscal year 2023"), December 31, 2022 ("fiscal year 2022") and December 31, 2021 ("fiscal year 2021") was $643, $330 and $718, respectively. Landfill Airspace We apply the following guidelines in determining a landfill’s remaining permitted and expansion airspace: Remaining Permitted Airspace. Our engineers, in consultation with third-party engineering consultants and surveyors, are responsible for determining remaining permitted airspace at our landfills. The remaining permitted airspace is determined by an annual survey, which is then used to compare the existing landfill topography to the expected final landfill topography. Expansion Airspace . We currently include unpermitted expansion airspace in our estimate of remaining permitted and expansion airspace in certain circumstances. To be considered expansion airspace all of the following criteria must be met: • we control the land on which the expansion is sought; • all technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained; • we have not identified any legal or political impediments which we believe will not be resolved in our favor; • we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and • senior management has approved the project based on a review of the engineering design and determination that the financial return profile meets our investment criteria. For unpermitted airspace to be included in our estimate of remaining permitted and expansion airspace, the expansion effort must meet all of the criteria listed above. These criteria are evaluated annually by our engineers, accountants, lawyers, managers and others to identify potential obstacles to obtaining the permits. Once the remaining permitted and expansion airspace is determined in cubic yards, an airspace utilization factor (“AUF”) is established to calculate the remaining permitted and expansion capacity in tons. The AUF is established using a process that considers the measured density obtained from annual surveys. When we include the expansion airspace in our calculation of remaining permitted and expansion airspace, we include the projected costs for development, as well as the projected asset retirement costs related to final capping, closure and post-closure of the expansion airspace in the amortization basis of the landfill. After determining the costs and the remaining permitted and expansion capacity at each of our landfills, we determine the per ton rates that will be expensed as waste is received and deposited at each of our landfills by dividing the costs by the corresponding number of tons. We calculate per ton amortization rates for assets associated with each final capping event, for assets related to closure and post-closure activities, and for all other costs capitalized or to be capitalized in the future for each landfill. These rates per ton are updated annually, or more frequently, as significant facts change. It is possible that actual results, including the amount of costs incurred, the timing of final capping, closure and post-closure activities, our airspace utilization or the success of our expansion efforts, could ultimately turn out to be significantly different from our estimates and assumptions. To the extent that such estimates or related assumptions prove to be significantly different than actual results, lower profitability may be experienced due to higher amortization rates, higher final capping, closure or post-closure rates, or higher expenses. Higher profitability may result if the opposite occurs. Most significantly, if it is determined that the expansion capacity should no longer be considered in calculating the recoverability of the landfill asset, we may be required to recognize an asset impairment. If it is determined that the likelihood of receiving an expansion permit has become remote, the capitalized costs related to the expansion effort are expensed immediately. Final Capping, Closure and Post-Closure Costs The following is a description of our landfill asset retirement activities and related accounting: Final Capping Costs. Final capping activities include the installation of liners, drainage, compacted soil layers and topsoil over areas of a landfill where total airspace has been consumed and waste is no longer being received. Final capping activities occur throughout the life of the landfill. Our engineering personnel estimate the cost for each final capping event based on the acreage to be capped, along with the final capping materials and activities required. The estimates also consider when these costs would actually be paid and factor in inflation and discount rates. The engineers then quantify the landfill capacity associated with each final capping event and the costs for each event are amortized over that capacity as waste is received at the landfill. Closure and Post-Closure Costs. Closure and post-closure costs represent future estimated costs related to monitoring and maintenance of a solid waste landfill after a landfill facility ceases to accept waste and closes. We estimate, based on input from our engineers, accountants, lawyers, managers and others, our future cost requirements for closure and post-closure monitoring and maintenance based on our interpretation of the technical standards of the Subtitle D regulations and the air emissions standards under the Clean Air Act of 1970, as amended, as they are being applied on a state-by-state basis. Closure and post-closure accruals for the cost of monitoring and maintenance include site inspection, groundwater monitoring, leachate management, methane gas control and recovery, and operation and maintenance costs to be incurred for a period which is generally for a term of 30 years after final closure of a landfill. In determining estimated future closure and post-closure costs, we consider costs associated with permitted and permittable airspace. Our estimated future final capping, closure and post-closure costs, based on our interpretation of current requirements and proposed regulatory changes, are intended to approximate fair value. Absent quoted market prices, our cost estimates are based on historical experience, professional engineering judgment and quoted or actual prices paid for similar work. Our estimate of costs to discharge final capping, closure and post-closure asset retirement obligations for landfills are developed in today’s dollars. These costs are then inflated to the period of performance using an estimate of inflation, which is updated annually (2.4% as of December 31, 2023). Final capping, closure and post-closure liabilities are then discounted using the credit adjusted risk-free rate in effect at the time the obligation is incurred. The weighted average rate applicable to our asset retirement obligations as of December 31, 2023 is between approximately 6.1% and 10.0%, the range of the credit adjusted risk free rates effective since the adoption of guidance associated with asset retirement obligations in the fiscal year ended April 30, 2004. Accretion expense is necessary to increase the accrued final capping, closure and post-closure liabilities to the future anticipated obligation. To accomplish this, we accrete our final capping, closure and post-closure accrual balances using the same credit-adjusted risk-free rate that was used to calculate the recorded liability. Accretion expense on recorded landfill liabilities is recorded to cost of operations from the time the liability is recognized until the costs are paid. Accretion expense on recorded landfill liabilities amounted to $9,529, $7,565 and $6,775 in fiscal years 2023, 2022 and 2021, respectively. We provide for the accrual and amortization of estimated future obligations for closure and post-closure based on tonnage placed into each site. With regards to final capping, the liability is recognized, and the costs are amortized based on the remaining airspace related to the specific final capping event. See Note 10, Final Capping, Closure and Post-Closure Costs for disclosure about asset retirement obligations related to final capping, closure and post-closure costs and Note 18, Other Items and Charges for disclosure about the write-off of historical payments for capping work associated with a veneer failure at a Subtitle D landfill we operate located in Seneca, New York ("Ontario County Landfill"). We operate in states which require a certain portion of landfill final capping, closure and post-closure obligations to be secured by financial assurance, which may take the form of surety bonds, letters of credit and restricted investment securities. Surety bonds securing closure and post-closure obligations at December 31, 2023 and December 31, 2022 totaled $241,728 and $231,871, respectively. There are no letters of credit securing closure and post-closure obligations as of December 31, 2023 and December 31, 2022. See Note 15, Fair Value of Financial Instruments for disclosure about restricted investment securities securing closure and post-closure obligations. Lease Accounting We lease vehicles, equipment, property and other non-core equipment in the ordinary course of our business. Leases are classified as either operating leases or finance leases, as appropriate. Our leases have varying terms and may include renewal or purchase options, escalation clauses, restrictions, lease concessions, capital project funding, penalties or other obligations that we consider in determining minimum rental payments. We recognize lease expense for operating leases on a straight-line basis over the lease term. We recognize depreciation expense for finance leases over either the useful life of the asset or the lease term based on the terms of the lease agreement. We are also party to three landfill operation and management agreements that we account for as operating leases. These agreements are long-term landfill operating contracts with government bodies whereby we receive tipping revenue, pay normal operating expenses and assume future final capping, closure and post-closure obligations. The government bodies retain ownership of each landfill. There are no bargain purchase options and title to each of the properties does not pass to us at the end of the respective lease terms. We allocate the consideration paid to the landfill airspace rights and underlying land lease based on the relative fair values. In addition to up-front or one-time payments, the landfill operating agreements may require us to make future minimum rental payments, including success or expansion fees, other direct costs and final capping, closure and post-closure costs. The value of all future minimum rental payments is amortized and charged to cost of operations over the life of the contract. We amortize the consideration allocated to airspace rights as airspace is utilized on a units-of-consumption basis and such amortization is charged to cost of operations as airspace is consumed (e.g., as tons are placed into the landfill). The underlying value of any land lease is amortized to cost of operations on a straight-line basis over the estimated life of the respective operating agreement. We recognize a right-of-use asset and a lease liability for core leases classified as operating leases with a term in excess of 12 months in our consolidated balance sheets. For other non-core operating leases, which are comprised of small-dollar-value items such as office equipment, we expense these costs in the period incurred rather than capitalizing such expenditures on our consolidated balance sheets. We identify lease and nonlease components in a contract to which consideration in the contract will be allocated. We may elect by class of underlying asset to choose not to separate nonlease components from lease components and instead account for each separate lease component and the nonlease components in a contract as part of the single lease component. We have elected to not separate lease components from nonlease components for property leases and are, therefore, not allocating consideration between lease and nonlease components for this asset class. Lease payments include: fixed payments, including in-substance fixed payments, less any lease incentives paid or payable to the lessee; variable lease payments that depend on an index or a rate; exercise price of a purchase option reasonably certain to be exercised; penalties for terminating a lease; and amounts where it is probable that we will owe under a residual value guarantee. Refundable deposits are not considered to be a fixed payment. Variable lease costs that are not based on an index or a rate are recorded to expense in the period incurred. Lease term is determined at lease commencement and includes any noncancellable period for which we have the right to use the underlying asset together with any periods covered by an option to extend or terminate the lease if we are reasonably certain to exercise the option to extend or not to exercise the option to terminate. The initial determination of a lease liability is calculated as the net present value of the lease payments not yet paid. The discount rate used to determine present value is the rate implicit in the lease, if present, or, if not present, our incremental borrowing rate, which is a rate that reflects interest that we would have to pay to borrow funds on a collateralized basis over a similar term to the lease and in a similar economic environment. For shorter term leases, such as vehicle and equipment leases, we calculate our incremental borrowing rate using the interest rate from our existing secured line of credit, adjusted based on term. For longer term leases, such as our landfill operating leases, we calculate our incremental borrowing rate based on an industry yield curve with a similar credit rating, adjusted by a company specific spread as determined by a third-party. See Note 8, Leases for further disclosure about lease costs and other lease information. Goodwill and Intangible Assets Goodwill. Goodwill is the excess of our purchase consideration over the fair value of the net assets of acquired businesses. We do not amortize goodwill, but as discussed in the “ Asset Impairments ” accounting policy below, we assess our goodwill for impairment at least annually. See Note 9, Goodwill and Intangible Assets for disclosure about goodwill. Intangible Assets. Intangible assets consist primarily of covenants not-to-compete, customer relationships, and trade names. Intangible assets are recorded at fair value and are amortized based on the economic benefit provided or using the sum of years digits or straight-line methods over their estimated useful lives. Covenants not-to-compete, customer relationships and trade names are typically amortized over a term of no more than 10 years. See Note 9, Goodwill and Intangible Assets for disclosure about intangible assets. Investments in Unconsolidated Entities Investments in unconsolidated entities over which we have significant influence over the investees’ operating and financing activities are accounted for under the equity method of accounting. As of December 31, 2023 and December 31, 2022, we had no investments accounted for under the equity method of accounting. Investments in affiliates in which we do not have the ability to exert significant influence over the investees’ operating and financing activities are accounted for under the cost method of accounting. As of December 31, 2023 and December 31, 2022, we had cost method investments totaling $10,967 and $10,967, respectively. We monitor and assess the carrying value of our investments throughout the year for potential impairment and write them down to their fair value when other-than-temporary declines exist. Fair value is generally based on: (i) other third-party investors’ recent transactions in the securities; (ii) other information available regarding the current market for similar assets; and/or (iii) a market or income approach, as deemed appropriate. When we assess the carrying value of our investments for potential impairment, determining the fair value of our investments is reliant upon the availability of market information and/or other information provided by third-parties to be able to develop an estimate of fair value. Considerable judgment is required in interpreting market data to develop the estimates of fair value. Accordingly, our estimates are not necessarily indicative of the amounts that we, or other holders of these investments, could realize in a current market exchange. The use of different assumptions and/or estimation methodologies could have a significant effect on the estimated fair values. The estimates of fair value could differ significantly from the amounts presented. See “Asset Impairments” accounting policy below. Fair Value of Financial Instruments Our financial instruments may include cash and cash equivalents, accounts receivable, restricted investment securities held in trust on deposit with various banks as collateral for our obligations relative to our landfill final capping, closure and post-closure costs, interest rate derivatives, contingent consideration related to acquisitions, trade payables and debt. Accounting standards include disclosure requirements around fair values used for certain financial instruments and establish a fair value hierarchy. The three-tier hierarchy prioritizes valuation inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of three levels: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; and Level 3, defined as unobservable inputs that are not corroborated by market data. See Note 12, Debt and Note 15, Fair Value of Financial Instruments for fair value disclosure about debt and financial instruments, respectively. See the “ Derivatives and Hedging ” accounting policy below for the fair value disclosure about interest rate derivatives. Business Combinations We acquire businesses in the waste industry, including non-hazardous waste collection, transfer station, recycling and disposal operations, as part of our growth strategy. Businesses are included in the consolidated financial statements from the date of acquisition. We recognize, separately from goodwill, the identifiable assets acquired and liabilities assumed at their estimated acquisition-date fair values. We measure and recognize goodwill as of the acquisition date as the excess of: (a) the aggregate of the fair value of consideration transferred, the fair value of any noncontrolling interest in the acquiree (if any) and the acquisition date fair value of our previously held equity interest in the acquiree (if any), over (b) the fair value of net assets acquired and liabilities assumed. If information about facts and circumstances existing as of the acquisition date is incomplete by the end of the reporting period in which a business combination occurs, we will report provisional amounts for the items for which the accounting is incomplete. The measurement period ends once we receive the information we were seeking; however, this period will not extend beyond one year from the acquisition date. Any material adjustments recognized during the measurement period will be recognized in the consolidated financial statements in the reporting period in which the adjustment amounts are determined. All acquisition-related transaction and restructuring costs are to be expensed as incurred. See Note 5, Business Combinations and Note 18, Other Items and Charges for disclosure about business acquisitions and acquisition related expense, respectively . Environmental Remediation Liabilities We have recorded environmental remediation liabilities representing our estimate of the most likely outcome of the matters for which we have determined that a liability is probable. These liabilities include potentially responsible party investigations, settlements, certain legal and consultant fees, as well as costs directly associated with site investigation and clean up, such as materials and incremental internal costs directly related to the remedy. We provide for expenses associated with environmental remediation obligations when such amounts are probable and can be reasonably estimated. We estimate costs required to remediate sites where it is probable that a liability has been incurred based on site-specific facts and circumstances. Estimates of the cost for the likely remedy are developed using third-party environmental engineers or other service providers. Where we believe that both the amount of a particular environmental remediation liability and timing of payments are reliably determinable, we inflate the cost in current dollars until the expected time of payment and discount the cost to present value. See Note 13, Commitments and Contingencies for disclosure about environmental remediation liabilities. Self-Insurance Liabilities and Related Costs We are self-insured for vehicles and workers’ compensation with reinsurance coverage limiting our maximum exposure. In fiscal year 2023, our maximum exposure per individual event under the workers’ compensation plan was $1,250. In fiscal year 2023, our minimum and maximum exposure per individual event under the automobile plan were up to $1,750 and $3,875, respectively. The liability for unpaid claims and associated expenses, including incurred but not reported losses, is determined by management with the assistance of a third-party actuary and reflected in our consolidated balance sheets as an accrued liability. We use a third-party to track and evaluate actual claims experience for consistency with the data used in the annual actuarial valuation. The actuarial-determined liability is calculated based on historical data, which considers both the frequency and settlement amount of claims. Our self-insurance reserves totaled $22,427 and $22,184 as of December 31, 2023 and December 31, 2022, respectively. Our estimated accruals for these liabilities could be significantly different than our ultimate obligations if variables such as the frequency or severity of future events differ significantly from our assumptions. Income Taxes We use estimates to determine our provision for income taxes and related assets and liabilities and any valuation allowance recorded against our net deferred tax assets. Valuation allowances have been established for the possibility that tax benefits may not be realized for certain deferred tax assets. Deferred income taxes are recognized based on the expected future tax consequences of differences between the financial statement basis and the tax basis of assets and liabilities, calculated using currently enacted tax rates. We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making this determination, we consider all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In the event we determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we will make an adjustment to the valuation allowance which would reduce the provision for income taxes. We account for income tax uncertainties according to guidance on the recognition, derecognition and measurement of potential tax benefits associated with tax positions. We recognize interest and penalties relating to income tax matters as a component of income tax expense. See Note 17, Income Taxes for disclosure related to income taxes. Derivatives and Hedging We account for derivatives and hedging activities in accordance with derivatives and hedging accounting guidance that establishes accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in other contracts) be recorded in the consolidated balance sheet as either an asset or liability measured at its fair value. The guidance requires that changes in the derivative’s fair value be recognized currently in earnings unless specific hedge accounting criteria are met. Our strategy to reduce exposure to interest rate risk involves entering into interest rate derivative agreements to hedge against adverse movements in interest rates related to the variable rate portion of our long-term debt. We have designated these derivative instruments as highly effective cash flow hedges, and therefore the change in their fair value is recorded in stockholders’ equity as a component of accumulated other comprehensive income (loss), net of tax and included in interest expense at the same time as interest expense is affected by the hedged transactions. Differences paid or received over the life of the agreements are recorded as additions to or reductions of interest expense on the underlying debt and included in cash flows from operating activities. See Note 12, Debt for further disclosure about interest rate derivatives and Note 15, Fair Value of Financial Instruments for fair value disclosure about derivative instruments. Contingent Liabilities We are subject to various legal proceedings, claims and regulatory matters, the outcomes of which are subject to significant uncertainty. We determine whether to |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | REVENUE RECOGNITION We disaggregate our revenues by applicable service line as follows: collection, landfill, transfer, transportation, landfill gas-to-energy, processing and National Accounts. Collection Collection revenues are principally generated by providing waste collection and disposal services to our customers. Services may be provided as needed or as scheduled. We derive a substantial portion of our collection revenues from commercial, industrial and municipal services that are generally performed under service agreements or pursuant to contracts with municipalities. The majority of our residential collection services are performed on a subscription basis with individual property owners or occupants. Landfill Landfill disposal services primarily consist of receiving some form of acceptable solid waste materials at one of our landfills and appropriately disposing of it. Landfill customers are typically charged a tipping fee on a per ton basis for disposing of their solid waste at our disposal facilities. In general, these fees are variable in nature. Transfer station Transfer station disposal services primarily consist of receiving some form of acceptable solid waste materials at one of our transfer stations and appropriately disposing of it by transporting it to an appropriate disposal site. Transfer station customers are charged a tipping fee on a per ton basis for disposing of their solid waste at our transfer stations. In general, these fees are variable in nature. Transportation Transportation services consist of the transportation of large volumes of waste or recycled materials from a customer designated location to another location or disposal facility. Transportation customers are charged a fee on a per ton basis for transporting and/or disposal of the materials. In general, these fees are variable in nature. Landfill gas-to-energy Landfill gas-to-energy services primarily consist of the generation and sale of electricity from landfill gas-to-energy facilities located at certain of our landfills; the reservation of electric generating capacity to be used by a customer on demand; and the sale of RECs. Processing Processing services consist of the receipt of recycled, sludge or other organic materials at one of our materials recovery, processing or disposal facilities, where it is then sorted, mixed and/or processed, and then disposed of or sold. Revenues from processing services are derived from customers in the form of processing fees, tipping fees, and commodity sales, primarily comprised of newspaper, corrugated containers, plastics, ferrous and aluminum, and organic materials such as our earthlife® soils products including fertilizers, composts and mulches. National Accounts Revenues from our National Accounts business are derived from brokerage services and overall resource management services providing a wide range of environmental services and resource management solutions to large and complex organizations, as well as traditional collection, disposal and recycling services provided to large account multi-site customers. In brokerage arrangements, we act as an agent that facilitates the sale of recyclable materials between an inbound customer and an outbound customer. Revenues from the brokerage of recycled materials are recognized on a net basis at the time of shipment. In general, these fees are variable in nature. A table of revenues disaggregated by service line and timing of revenue recognition by operating segment follows: Fiscal Year Ended December 31, 2023 Eastern Western Mid-Atlantic (1) Resource Solutions Total Revenues Collection $ 266,991 $ 358,883 $ 84,716 $ — $ 710,590 Landfill 28,275 72,726 — — 101,001 Transfer 65,401 56,630 924 — 122,955 Transportation 4,994 15,632 — — 20,626 Landfill gas-to-energy 806 5,811 — — 6,617 Processing 7,996 1,958 — 105,997 115,951 National Accounts — — — 186,802 186,802 Total revenues $ 374,463 $ 511,640 $ 85,640 $ 292,799 $ 1,264,542 Transferred at a point-in-time $ 463 $ 2,731 $ — $ 34,654 $ 37,848 Transferred over time 374,000 508,909 85,640 258,145 1,226,694 Total revenues $ 374,463 $ 511,640 $ 85,640 $ 292,799 $ 1,264,542 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2022 Eastern Western Mid-Atlantic (1) Resource Solutions Total Revenues Collection $ 233,043 $ 306,544 $ — $ — $ 539,587 Landfill 27,301 70,241 — — 97,542 Transfer 65,800 44,762 — — 110,562 Transportation 5,619 14,248 — — 19,867 Landfill gas-to-energy 925 6,594 — — 7,519 Processing 7,370 2,764 — 119,045 129,179 National Accounts — — — 180,833 180,833 Total revenues $ 340,058 $ 445,153 $ — $ 299,878 $ 1,085,089 Transferred at a point-in-time $ 462 $ 2,138 $ — $ 52,735 $ 55,335 Transferred over time 339,596 443,015 — 247,143 1,029,754 Total revenues $ 340,058 $ 445,153 $ — $ 299,878 $ 1,085,089 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2021 Eastern Western Mid-Atlantic (1) Resource Solutions Total Revenues Collection $ 175,816 $ 266,869 $ — $ — $ 442,685 Landfill 25,241 66,732 — — 91,973 Transfer 53,882 37,400 — — 91,282 Transportation 1,683 12,047 — — 13,730 Landfill gas-to-energy 1,052 4,086 — — 5,138 Processing 6,895 2,386 — 93,323 102,604 National Accounts — — — 141,799 141,799 Total revenues $ 264,569 $ 389,520 $ — $ 235,122 $ 889,211 Transferred at a point-in-time $ 166 $ 1,719 $ — $ 63,666 $ 65,551 Transferred over time 264,403 387,801 — 171,456 823,660 Total revenues $ 264,569 $ 389,520 $ — $ 235,122 $ 889,211 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. |
BUSINESS COMBINATIONS
BUSINESS COMBINATIONS | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS COMBINATIONS | BUSINESS COMBINATIONS In fiscal year 2023, we acquired seven businesses: the GFL Subsidiaries, which includes solid waste collection, transfer and recycling operations in Pennsylvania, Maryland and Delaware; the assets of Consolidated Waste Services, LLC and its affiliates (dba Twin Bridges), which was completed on September 1, 2023, consisting of a collection, transfer and recycling business in the greater Albany, New York area ("Twin Bridges Acquisition"); and five additional solid waste collection businesses that provide collection, transfer and recycling services. In fiscal year 2022, we acquired fourteen businesses primarily related to our solid waste collection, transfer, recycling and transportation operations. In fiscal year 2021, we acquired ten businesses primarily related to our solid-waste collection, transfer and recycling operations, including a residential, commercial and roll-off collection business in eastern Connecticut that operates a rail-served construction and demolition processing and waste transfer facility, a waste transfer station, a single-stream recycling facility, and several other recycling operations. The operating results of these businesses are included in the accompanying audited consolidated statements of operations from each date of acquisition. Due to the integration of certain of these businesses within our existing market areas, it is not practicable to segregate the revenue and earnings of all of the acquired businesses since their respective acquisitions dates. The purchase price has been allocated to the net assets acquired based on fair values at each date of acquisition with the residual amounts recorded as goodwill. Purchase price allocations are based on information existing at the acquisition dates or upon closing the transactions, including contingent consideration. See Note 15, Fair Value of Financial Instruments for further disclosure about contingent consideration. Acquired intangible assets other than goodwill that are subject to amortization may include customer relationships, trade names and covenants not-to-compete. These are amortized over a two Goodwill acquired is primarily associated with the value of projected discounted cash flows, based on the current and anticipated operating performance of the business, in excess of the specific values allocated to other assets, new growth opportunities from the expansion of our geographic operating footprint into the Mid-Atlantic market in fiscal year 2023, and expected synergies from combining the acquired businesses with our existing operations and implementing our operating strategies. Substantially all amounts recorded to goodwill are expected to be deductible for tax purposes. A summary of the purchase price paid and the purchase price allocation for acquisitions follows: Fiscal Year Ended 2023 2022 2021 Purchase Price: Cash used in acquisitions, net of cash acquired $ 846,711 $ 76,573 $ 166,489 Other non-cash consideration — 1,275 — Open working capital settlements due from sellers (2,873) — — Holdbacks, additional consideration owed to sellers and contingent consideration 2,729 4,840 5,194 Total consideration 846,567 82,688 171,683 Allocated as follows: Current assets (1) 19,524 7,644 7,218 Property and equipment: Land 8,440 3,141 1,321 Finance lease right-of-use-assets — — 31,467 Buildings and improvements 28,411 8,576 11,046 Machinery, equipment and other 177,916 11,689 46,396 Operating lease right-of-use assets 11,786 405 6,500 Intangible assets: Trade names 4,320 55 8,350 Covenants not-to-compete 30,860 2,424 1,807 Customer relationships 145,393 12,224 36,195 Other non-current assets — 40 — Deferred tax liability (9,058) — — Current liabilities (21,417) (3,812) (6,014) Other long-term liabilities (828) (123) — Financing lease liabilities, less current portion — — (10,535) Operating lease liabilities, less current portion (9,939) (282) — Fair value of assets acquired and liabilities assumed 385,408 41,981 133,751 Excess purchase price to be allocated to goodwill $ 461,159 $ 40,707 $ 37,932 (1) Includes contract receivables in fiscal year 2023, 2022 and 2021 of $17,002, $6,806 and $5,340, respectively. As of December 31, 2023, certain purchase price allocations reflected in the table above, including the GFL Acquisition and the Twin Bridges Acquisition, are subject to revision upon finalization of third-party valuations over each respective one-year- measurement period. Amounts have been updated from the preliminary purchase price allocations, including the value of certain tangible and intangible assets acquired, as information has been obtained about the facts and circumstances that existed at the valuation date and remain subject to revision based on the final valuations. Unaudited pro forma combined information that shows our operational results as though each acquisition completed since the beginning of the prior fiscal year had occurred as of January 1, 2021 is as follows. Fiscal Year Ended 2023 2022 2021 Revenues $ 1,436,871 $ 1,412,377 $ 1,303,556 Operating income $ 89,236 $ 113,842 $ 99,286 Net income $ 28,507 $ 60,121 $ 36,200 Basic earnings per share attributable to common stockholders: Basic weighted average shares outstanding 55,174 51,623 51,312 Basic earnings per common share $ 0.52 $ 1.16 $ 0.71 Diluted earnings per share attributable to common stockholders: Diluted weighted average shares outstanding 55,274 51,767 51,515 Diluted earnings per common share $ 0.52 $ 1.16 $ 0.70 The unaudited pro forma results set forth in the table above have been prepared for comparative purposes only and are not necessarily indicative of the actual results of operations had the acquisitions taken place as of January 1, 2021 or the results of our future operations. Furthermore, the unaudited pro forma results do not give effect to all cost savings or incremental costs that may occur as a result of the integration and consolidation of the completed acquisitions. |
ACCOUNTS RECEIVABLE, NET OF ALL
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE FOR CREDIT LOSSES | 12 Months Ended |
Dec. 31, 2023 | |
Credit Loss [Abstract] | |
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE FOR CREDIT LOSSES | ACCOUNTS RECEIVABLE, NET OF ALLOWANCE FOR CREDIT LOSSES A summary of the changes to allowance for credit losses follows: Fiscal Year Ended 2023 2022 2021 Balance at beginning of period $ 3,016 $ 3,276 $ 2,333 Additions - charged to expense 2,468 1,893 1,896 Deductions - write offs charged against the allowance, net of recoveries (1,418) (2,153) (953) Balance at end of period $ 4,066 $ 3,016 $ 3,276 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT A summary of property and equipment is as follows: December 31, 2023 2022 Land $ 47,863 $ 37,321 Landfills 786,130 730,914 Finance lease right-of-use assets 101,770 90,362 Buildings and improvements 262,204 209,234 Machinery and equipment 287,175 243,359 Rolling stock 396,247 276,282 Containers 266,705 197,834 Total property and equipment (1) 2,148,094 1,785,306 Less: accumulated depreciation and amortization (1,167,541) (1,064,756) Property and equipment, net $ 980,553 $ 720,550 (1) Includes construction-in-process of $74,408 and $53,439 at December 31, 2023 and December 31, 2022, respectively, that have have not been placed in service and, therefore, have not begun depreciating.. Depreciation expense for fiscal years 2023, 2022 and 2021 was $99,249, $78,139 and $62,342, respectively. Landfill amortization expense for fiscal years 2023, 2022 and 2021 was $40,419, $31,619 and $30,295, respectively. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
LEASES | LEASES A schedule of lease costs and other lease information follows: Fiscal Year Ended 2023 2022 Lease cost: Amortization of right-of-use assets $ 7,383 $ 6,339 Interest expense 1,840 1,638 Fixed lease cost - vehicles, equipment and property 6,292 5,130 Fixed lease cost - landfill operating leases 9,026 8,674 Fixed lease cost 15,318 13,804 Short-term lease cost 5,313 3,884 Variable lease cost 604 522 Total lease cost $ 30,458 $ 26,187 Other information: Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows for finance leases $ 8,981 $ 7,847 Operating cash flows for operating leases $ 10,578 $ 10,009 Right-of-use assets obtained in exchange for new finance lease liabilities $ 12,211 $ 11,919 Right-of-use assets obtained in exchange for new operating lease liabilities $ 19,796 $ 9,835 December 31, 2023 Weighted-average remaining lease term - finance leases (years) 4.9 Weighted-average remaining lease term - operating leases (years) 9.9 Weighted-average discount rate - finance leases 4.0 % Weighted-average discount rate - operating leases 4.7 % Estimated minimum future lease obligations as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Operating Leases Finance Leases Fiscal year ending December 31, 2024 $ 12,293 $ 12,432 Fiscal year ending December 31, 2025 12,586 12,230 Fiscal year ending December 31, 2026 11,098 11,628 Fiscal year ending December 31, 2027 12,423 7,648 Fiscal year ending December 31, 2028 7,790 6,985 Thereafter 39,230 8,900 Total lease payments 95,420 59,823 Less: interest (20,307) (6,757) Lease liability balance $ 75,113 $ 53,066 |
LEASES | LEASES A schedule of lease costs and other lease information follows: Fiscal Year Ended 2023 2022 Lease cost: Amortization of right-of-use assets $ 7,383 $ 6,339 Interest expense 1,840 1,638 Fixed lease cost - vehicles, equipment and property 6,292 5,130 Fixed lease cost - landfill operating leases 9,026 8,674 Fixed lease cost 15,318 13,804 Short-term lease cost 5,313 3,884 Variable lease cost 604 522 Total lease cost $ 30,458 $ 26,187 Other information: Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows for finance leases $ 8,981 $ 7,847 Operating cash flows for operating leases $ 10,578 $ 10,009 Right-of-use assets obtained in exchange for new finance lease liabilities $ 12,211 $ 11,919 Right-of-use assets obtained in exchange for new operating lease liabilities $ 19,796 $ 9,835 December 31, 2023 Weighted-average remaining lease term - finance leases (years) 4.9 Weighted-average remaining lease term - operating leases (years) 9.9 Weighted-average discount rate - finance leases 4.0 % Weighted-average discount rate - operating leases 4.7 % Estimated minimum future lease obligations as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Operating Leases Finance Leases Fiscal year ending December 31, 2024 $ 12,293 $ 12,432 Fiscal year ending December 31, 2025 12,586 12,230 Fiscal year ending December 31, 2026 11,098 11,628 Fiscal year ending December 31, 2027 12,423 7,648 Fiscal year ending December 31, 2028 7,790 6,985 Thereafter 39,230 8,900 Total lease payments 95,420 59,823 Less: interest (20,307) (6,757) Lease liability balance $ 75,113 $ 53,066 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS | GOODWILL AND INTANGIBLE ASSETS A summary of the activity and balances related to goodwill by reportable operating segment is as follows: December 31, 2022 Acquisitions Measurement Period Adjustments December 31, 2023 Eastern $ 52,406 $ 21,487 $ — $ 73,893 Western 183,286 101,717 53 285,056 Mid-Atlantic — 332,247 — 332,247 Resource Solutions 38,766 5,708 — 44,474 Total $ 274,458 $ 461,159 $ 53 $ 735,670 December 31, 2021 Acquisitions Measurement Period Adjustments December 31, 2022 Eastern $ 52,072 $ 93 $ 241 $ 52,406 Western 163,728 18,908 650 183,286 Mid-Atlantic — — — — Resource Solutions 17,060 21,706 — 38,766 Total $ 232,860 $ 40,707 $ 891 $ 274,458 A summary of intangible assets is as follows: Covenants Customer Relationships Trade Names Total Balance, December 31, 2023 Intangible assets $ 62,173 $ 272,571 $ 12,725 $ 347,469 Less accumulated amortization (26,645) (72,227) (7,168) (106,040) $ 35,528 $ 200,344 $ 5,557 $ 241,429 Covenants Customer Relationships Trade Names Total Balance, December 31, 2022 Intangible assets $ 31,201 $ 127,179 $ 8,405 $ 166,785 Less accumulated amortization (24,129) (46,162) (4,711) (75,002) $ 7,072 $ 81,017 $ 3,694 $ 91,783 Intangible amortization expense for fiscal years 2023, 2022 and 2021 was $31,037, $16,593 and $10,953, respectively. Based on the amortizable intangible assets recorded in the consolidated balance sheets at December 31, 2023, intangible amortization expense for each of the next five fiscal years and thereafter is estimated as follows: Fiscal year ending December 31, 2024 $ 47,387 Fiscal year ending December 31, 2025 $ 43,388 Fiscal year ending December 31, 2026 $ 38,645 Fiscal year ending December 31, 2027 $ 34,149 Fiscal year ending December 31, 2028 $ 29,166 Thereafter $ 48,694 |
FINAL CAPPING, CLOSURE AND POST
FINAL CAPPING, CLOSURE AND POST-CLOSURE COSTS | 12 Months Ended |
Dec. 31, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
FINAL CAPPING, CLOSURE AND POST-CLOSURE COSTS | FINAL CAPPING, CLOSURE AND POST-CLOSURE COSTS Accrued final capping, closure and post-closure costs include the current and non-current portion of costs associated with obligations for final capping closure and post-closure of our landfills. We estimate our future final capping, closure and post-closure costs in order to determine the final capping, closure and post-closure expense per ton of waste placed into each landfill as further described in Note 3, Summary of Significant Accounting Policies . The anticipated time frame for paying these costs varies based on the remaining useful life of each landfill, as well as the duration of the post-closure monitoring period. The changes to accrued final capping, closure and post-closure liabilities are as follows: Fiscal Year Ended 2023 2022 Beginning balance $ 113,678 $ 86,914 Obligations incurred 5,447 4,857 Revisions in estimates (1) 14,030 18,415 Accretion expense 9,529 7,565 Obligations settled (2) (11,801) (4,073) Write-off of capping payments (3) 3,021 — Ending balance $ 133,904 $ 113,678 (1) Relates to changes in estimates and assumptions concerning anticipated waste flow, costs, including as a result of higher inflation, and timing of future final capping, closure and post-closure activities at our landfills. (2) May include amounts paid and amounts that are being processed through accounts payable as a part of our disbursement cycle. (3) Relates to the write-off of $3,021 of historical payments associated with capping work that has been deemed no longer viable due to a veneer failure at the Ontario County Landfill that we operate. See Note 18, Other Items and Charges for additional disclosure. |
OTHER ACCRUED LIABILITIES
OTHER ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
OTHER ACCRUED LIABILITIES | OTHER ACCRUED LIABILITIES Other accrued liabilities, classified as current liabilities, at December 31, 2023 and 2022 are as follows: December 31, 2023 2022 Accrued capital expenditures $ 7,362 $ 10,842 Other accrued liabilities 41,094 35,395 Total $ 48,456 $ 46,237 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT A summary of debt is as follows: December 31, 2023 2022 Senior Secured Credit Facility: Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 $ 350,000 $ 350,000 Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 419,250 — Revolving Credit Facility ("Revolving Credit Facility") due December 2026; bearing interest at Term SOFR plus 1.725% — 6,000 Tax-Exempt Bonds: New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014 ("New York Bonds 2014R-1") due December 2044 - fixed rate interest period bearing interest at 2.875% through December 2029 25,000 25,000 New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014R-2 ("New York Bonds 2014R-2") due December 2044 - fixed rate interest period bearing interest at 3.125% through May 2026 15,000 15,000 New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2020 ("New York Bonds 2020") due September 2050 - fixed rate interest period bearing interest at 2.750% through September 2025 40,000 40,000 New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2020R-2 ("New York Bonds 2020R-2") due September 2050 - fixed rate interest period bearing interest at 5.125% through September 2030 35,000 — Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-3 ("FAME Bonds 2005R-3") due January 2025 - fixed rate interest period bearing interest at 5.25% through January 2025 25,000 25,000 Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015R-1 ("FAME Bonds 2015R-1") due August 2035 - fixed rate interest period bearing interest at 5.125% through July 2025 15,000 15,000 Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015R-2 ("FAME Bonds 2015R-2") due August 2035 - fixed rate interest period bearing interest at 4.375% through July 2025 15,000 15,000 Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2013 ("Vermont Bonds 2013") due April 2036 - fixed rate interest period bearing interest at 4.625% through April 2028 16,000 16,000 Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2022A-1 ("Vermont Bonds 2022A-1") due June 2052 - fixed rate interest period bearing interest at 5.00% through May 2027 35,000 35,000 Business Finance Authority of the State of New Hampshire Solid Waste Disposal Revenue Bonds Series 2013 ("New Hampshire Bonds") due April 2029 - fixed rate interest period bearing interest at 2.95% through April 2029 11,000 11,000 Other: Finance leases 53,066 49,813 Notes payable maturing through March 2025; bearing interest up to 8.1% 230 664 Principal amount of debt 1,054,546 603,477 Less—unamortized debt issuance costs 11,103 9,494 Debt less unamortized debt issuance costs 1,043,443 593,983 Less—current maturities of debt 35,781 8,968 Debt, less current portion $ 1,007,662 $ 585,015 Credit Facility In February 2023, we entered into first and second amendments to our Amended and Restated Credit Agreement. The first amendment provides, commencing in the fiscal year ending December 31, 2024, that the interest rate margin applied for drawn and undrawn amounts under the Amended and Restated Credit Agreement shall be separately adjusted based on our achievement of certain thresholds and targets on two sustainability related key performance indicator metrics during the prior fiscal year: (i) metric tons of solid waste materials reduced, reused or recycled through our direct operations or with third-parties in collaboration with customers; and (ii) our total recordable incident rate. The second amendment provides that loans under the Amended and Restated Credit Agreement shall bear interest, at our election, at Term SOFR, including a secured overnight financing rate adjustment of 10 basis points, or at a base rate, in each case, plus or minus any sustainable rate adjustment plus an applicable interest rate margin based upon our consolidated net leverage ratio. In April 2023, we entered into an equity purchase agreement pursuant to which we agreed to the GFL Acquisition. In connection with the GFL Acquisition, we entered into (i) a commitment letter to obtain short-term secured bridge financing of up to $375,000 and (ii) the third amendment to the Amended and Restated Credit Agreement to, among other things, permit the draw down of the short-term secured bridge financing and authorize a delayed draw term loan facility to be executed with customary limited condition provisions. The short-term secured bridge financing was undrawn and subsequently terminated in May 2023 when we entered into a loan joinder, which provided for a $430,000 aggregate principal amount 2023 Term Loan Facility under the Amended and Restated Credit Agreement. In June 2023, we borrowed $430,000 under the 2023 Term Loan Facility and paid certain fees and costs due and payable in connection therewith. Borrowings from the 2023 Term Loan Facility were used to fund, in conjunction with the net proceeds from the public offering of our Class A common stock completed on June 16, 2023, cash and cash equivalents and borrowings from our Revolving Credit Facility, the GFL Acquisition. See Note 14, Stockholders' Equity for further disclosure regarding the public offering. In June 2023, we entered into an asset purchase agreement pursuant to which we agreed to the Twin Bridges Acquisition. In connection with the Twin Bridges Acquisition, we entered into a commitment letter to obtain short-term unsecured bridge financing of up to $200,000 that was undrawn and subsequently terminated when we completed the public offering of our Class A common stock on June 16, 2023. Net proceeds from the public equity offering completed on June 16, 2023, together with cash and cash equivalents, were used to fund the Twin Bridges Acquisition. See Note 14, Stockholders' Equity for further disclosure regarding the public offering. As of December 31, 2023, we are party to the Amended and Restated Credit Agreement, which provides for a $350,000 aggregate principal amount Term Loan Facility and a $300,000 Revolving Credit Facility, with a $75,000 sublimit for letters of credit, and a $430,000 2023 Term Loan Facility (collectively, the "Credit Facility"). We have the right to request, at our discretion, an increase in the amount of loans under the Credit Facility by an aggregate amount of $125,000, subject to further increase based on the terms and conditions set forth in the Amended and Restated Credit Agreement. The Credit Facility has a 5-year term that matures in December 2026. The Credit Facility shall bear interest, at our election, at Term SOFR, including a secured overnight financing rate adjustment of 10 basis points, or at a base rate, in each case plus or minus any sustainable rate adjustment of up to positive or negative 4.0 basis points per annum, plus an applicable interest rate margin based upon our consolidated net leverage ratio as follows: Term SOFR Loans Base Rate Loans Term Loan Facility 1.125% to 2.125% 0.125% to 1.125% Revolving Credit Facility 1.125% to 2.125% 0.125% to 1.125% 2023 Term Loan Facility 1.625% to 2.625% 0.625% to 1.625% A commitment fee will be charged on undrawn amounts of our Revolving Credit Facility based upon our consolidated net leverage ratio in the range of 0.20% to 0.40% per annum, plus a sustainability adjustment of up to positive or negative 1.0 basis point per annum. The Amended and Restated Credit Agreement provides that Term SOFR is subject to a zero percent floor. We are also required to pay a fronting fee for each letter of credit of 0.25% per annum. Interest under the Amended and Restated Credit Agreement is subject to increase by 2.00% per annum during the continuance of a payment default and may be subject to increase by 2.00% per annum during the continuance of any other event of default. The Credit Facility is guaranteed jointly and severally, fully and unconditionally by all of our significant wholly-owned subsidiaries and secured by substantially all of our assets. As of December 31, 2023, further advances were available under the Credit Facility in the amount of $272,267. The available amount is net of outstanding irrevocable letters of credit totaling $27,733, and as of December 31, 2023 no amount had been drawn. The Amended and Restated Credit Agreement requires us to maintain a minimum interest coverage ratio and a maximum consolidated net leverage ratio, to be measured at the end of each fiscal quarter. In addition to these financial covenants, the Amended and Restated Credit Agreement contains a number of important customary affirmative and negative covenants which restrict, among other things, our ability to sell assets, incur additional debt, create liens, make investments, and pay dividends. As of December 31, 2023, we were in compliance with the covenants contained in the Amended and Restated Credit Agreement. An event of default under any of our debt agreements could permit some of our lenders, including the lenders under the Credit Facility, to declare all amounts borrowed from them to be immediately due and payable, together with accrued and unpaid interest, or, in the case of the Credit Facility, terminate the commitment to make further credit extensions thereunder, which could, in turn, trigger cross-defaults under other debt obligations. If we were unable to repay debt to our lenders or were otherwise in default under any provision governing our outstanding debt obligations, our secured lenders could proceed against us and against the collateral securing that debt. Tax-Exempt Financings Industrial revenue bonds are tax-exempt municipal debt securities issued by a government agency on our behalf and sold only to qualified institutional buyers. As of December 31, 2023, we had outstanding $232.0 million aggregate principal amount of tax-exempt bonds in the states of New York, Vermont, Maine and New Hampshire (collectively, the "Industrial Revenue Bonds"), which are unsecured and guaranteed jointly and severally, fully and unconditionally by all of our significant wholly-owned subsidiaries, and require interest payments semi-annually. The Industrial Revenue Bonds have fixed rate interest periods. At the end of each respective fixed rate interest period, the corresponding tax-exempt bond may be converted to a variable rate interest period or remarketed over a new fixed rate interest period. We borrowed the proceeds of the Industrial Revenue Bonds to finance or reimburse certain qualified capital projects and other costs in each respective state of issuance as defined in the related offering memorandum and indenture. In fiscal year 2023, we completed the issuance of $35,000 aggregate principal amount of New York Bonds 2020R-2 and in fiscal year 2022 we completed the issuance of $35,000 aggregate principal amount of Vermont Bonds 2022A-1. Interest Expense The components of interest expense are as follows: Fiscal Year Ended 2023 2022 2021 Interest expense on long-term debt and finance leases $ 44,836 $ 21,691 $ 19,201 Amortization of debt issuance costs (1) 2,962 1,903 2,288 Letter of credit fees 423 458 458 Less: capitalized interest (643) (330) (718) Total interest expense $ 47,578 $ 23,722 $ 21,229 (1) Includes interest expense related to a short-term secured bridge financing entered into in connection with the GFL Acquisition and interest expense related to a short-term unsecured bridge financing entered into in connection with the Twin Bridges Acquisition of $395 and $101, respectively, during the fiscal year ended December 31, 2023. Loss from Termination of Bridge Financing In the fiscal year ended December 31, 2023, we wrote-off the unamortized debt issuance costs and recognized a loss from termination of bridge financing upon the extinguishment of both a secured bridge financing agreement in connection with the GFL Acquisition of $3,718, and an unsecured bridge financing agreement in connection with the Twin Bridges Acquisition of $4,473. Cash Flow Hedges Our strategy to reduce exposure to interest rate risk involves entering into interest rate derivative agreements to hedge against adverse movements in interest rates related to the variable rate portion of our long-term debt. We have designated these derivative instruments as highly effective cash flow hedges, and therefore the change in fair value is recorded in our stockholders’ equity as a component of accumulated other comprehensive income and included in interest expense at the same time as interest expense is affected by the hedged transactions. Differences paid or received over the life of the agreements are recorded as additions to or reductions of interest expense on the underlying debt and included in cash flows from operating activities. A summary of the changes to the notional amount of interest rate derivative agreements follows: Active Forward Starting Total Balance, December 31, 2021 $ 195,000 $ 85,000 $ 280,000 Commencements 65,000 (65,000) — Maturities (70,000) — (70,000) Balance, December 31, 2022 (1) 190,000 20,000 210,000 Additions 390,000 — 390,000 Commencements 20,000 (20,000) — Maturities (85,000) — (85,000) Balance, December 31, 2023 (2) $ 515,000 $ — $ 515,000 (1) These agreements mature between May 2023 and May 2028 and state that we receive interest based on 1-month LIBOR, restricted by a 0.0% floor in some instances, and pay interest at a weighted average rate of approximately 2.11%. (2) These agreements mature between February 2026 and June 2028 and state that we receive interest based on Term SOFR, restricted by a 0.0% floor, and pay interest at a weighted average rate of approximately 3.60%. A summary of the effect of cash flow hedges related to derivative instruments on the consolidated balance sheets follows: Fair Value Balance Sheet Location December 31, December 31, Interest rate swaps Other current assets $ 5,951 $ 4,345 Interest rate swaps Other non-current assets 4,413 7,461 Total $ 10,364 $ 11,806 Interest rate swaps Other long-term liabilities $ 11,762 $ — Interest rate swaps Accumulated other comprehensive (loss) income, net $ (1,398) $ 11,806 Interest rate swaps - tax effect Accumulated other comprehensive (loss) income, net 318 (4,264) $ (1,080) $ 7,542 Fair Value of Debt As of December 31, 2023, the fair value of the Industrial Revenue Bonds was approximately $226,756 and the carrying value was $232,000. The fair value of the Industrial Revenue Bonds is considered to be Level 2 within the fair value hierarchy as the fair value is determined using market approach pricing provided by a third-party that utilizes pricing models and pricing systems, mathematical tools and judgment to determine the evaluated price for the security based on the market information of each of the bonds or securities with similar characteristics. As of December 31, 2023, the carrying values of our Term Loan Facility and 2023 Term Loan Facility were $350,000 and $419,250, respectively, and the carrying value of our Revolving Credit Facility was zero dollars. Their fair values are based on current borrowing rates for similar types of borrowing arrangements, or Level 2 inputs, and approximate their carrying values. Although we have determined the estimated fair value amounts of the Industrial Revenue Bonds using available market information and commonly accepted valuation methodologies, a change in available market information, and/or the use of different assumptions and/or estimation methodologies could have a material effect on the estimated fair values. These amounts have not been revalued, and current estimates of fair value could differ significantly from the amounts presented. Future Maturities of Debt Aggregate principal maturities of debt as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Fiscal year ending December 31, 2024 $ 35,781 Fiscal year ending December 31, 2025 66,455 Fiscal year ending December 31, 2026 724,288 Fiscal year ending December 31, 2027 6,965 Fiscal year ending December 31, 2028 6,566 Thereafter 214,491 $ 1,054,546 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES In the ordinary course of our business and as a result of the extensive governmental regulation of the solid waste industry, we are subject to various judicial and administrative proceedings involving state and local agencies. In these proceedings, an agency may seek to impose fines or to revoke or deny renewal of an operating permit held by us. From time to time, we may also be subject to actions brought by special interest or other groups, adjacent landowners or residents in connection with the permitting and licensing of landfills and transfer stations, or allegations of environmental damage or violations of the permits and licenses pursuant to which we operate. In addition, we may be named defendants in various claims and suits pending for alleged damages to persons and property, alleged violations of certain laws and alleged liabilities arising out of matters occurring during the ordinary operation of a waste management business. The plaintiffs in some actions seek unspecified damages or injunctive relief, or both. These actions fall within various procedural stages at any point in time, and some are covered in part by insurance. In accordance with FASB ASC 450 - Contingencies, we accrue for legal proceedings, inclusive of legal costs, when losses become probable and reasonably estimable. We have recorded an aggregate accrual of $6,275 relating to our outstanding legal proceedings as of December 31, 2023. As of the end of each applicable reporting period, we review each of our legal proceedings to determine whether it is probable, reasonably possible or remote that a liability has been incurred and, if it is at least reasonably possible, whether a range of loss can be reasonably estimated under the provisions of FASB ASC 450-20. In instances where we determine that a loss is probable and we can reasonably estimate a range of loss we may incur with respect to such a matter, we record an accrual for the amount within the range that constitutes our best estimate of the possible loss. If we are able to reasonably estimate a range, but no amount within the range appears to be a better estimate than any other, we record an accrual in the amount that is the low end of such range. When a loss is reasonably possible, but not probable, we will not record an accrual, but we will disclose our estimate of the possible range of loss where such estimate can be made in accordance with FASB ASC 450-20. We disclose outstanding matters that we believe could have a material adverse effect on our financial condition, results of operations or cash flows. See Note 18, Other Items and Charges for disclosure regarding a legal settlement charge recorded in fiscal year 2023. Legal Proceedings North Country Environmental Services Expansion Permit The permit for expansion of the Bethlehem, New Hampshire landfill of our subsidiary, North Country Environmental Services, Inc. (“NCES”), known as “Stage VI”, issued in October 2020 (“Permit”), was appealed by the Conservation Law Foundation (“CLF”) to the New Hampshire Waste Management Council (“Council”) on November 9, 2020 on the grounds it failed to meet the public benefit criteria. Following a hearing on the merits during which the Council found that the New Hampshire Department of Environmental Services (“DES”) had reasonably measured and acted lawfully in determining a capacity need for Stage VI, the hearing officer presiding over the proceedings issued an Order on May 11, 2022, without further hearing, determining instead that DES had acted unlawfully in reaching these conclusions (“Hearing Officer’s Order”), and remanded the Permit to DES on this determination. On December 5, 2022, DES and NCES both separately sought review of the Hearing Officer’s Order on appeal to the New Hampshire Supreme Court (“Supreme Court”). The parties presented oral arguments to the Supreme Court on October 3, 2023. On December 28, 2023, the Supreme Court issued a decision reversing the Hearing Officer's Order and held that the Stage VI Permit was lawfully issued by DES, fully resolving this matter and upholding the Stage VI Permit. On December 14, 2022, NCES filed an action in Merrimack Superior Court (“Superior Court”) seeking to invalidate the Hearing Officer’s Order as having been adopted in violation of New Hampshire’s statute governing access to public records and meetings in that the Council did not hold a public meeting to deliberate on the Hearing Officer’s Order. The Superior Court dismissed that proceeding by Order dated April 6, 2023, and NCES appealed that decision to the Supreme Court on April 18, 2023. NCES’s brief on appeal was filed with the Supreme Court on August 11, 2023. On September 26, 2023, CLF filed a Motion to Intervene as well as a memorandum of law asking the Supreme Court to uphold the Superior Court’s dismissal, to which NCES filed an Objection in response on October 23, 2023. The Council filed its brief on October 25, 2023. On November 9, 2023, the Supreme Court issued an Order denying CLF’s Motion to Intervene but treating CLF’s memorandum of law as an amicus brief. NCES filed a reply brief on November 14, 2023. On January 18, 2024, the Supreme Court issued an Order setting a deadline of February 2, 2024 for the parties to submit memoranda addressing the mootness of this appeal in light of the Supreme Court’s December 28, 2023 Order reversing the Hearing Officer’s Order and upholding the Stage VI Permit. NCES subsequently filed a Motion for Vacatur of the Superior Court’s April 6, 2023 Order and a Memorandum in Response to the Supreme Court's February 2, 2024 Order on January 23, 2024. A ruling on the Supreme Court's question of mootness and NCES's Motion for Vacatur remains pending. On September 20, 2022, NCES, which has since withdrawn as a party, and our subsidiary, Granite State Landfill, LLC ("GSL"), filed a Petition for Declaratory Judgment ("Petition") in the Superior Court asking the Superior Court for a determination of the meaning and constitutionality of New Hampshire’s public benefit requirement, the same statute at issue in the Hearing Officer’s Order. CLF was granted intervention in the Petition proceeding on June 8, 2023. On December 19, 2023, GSL filed a Motion To Stay pending the outcome of the Supreme Court’s consideration of the Stage VI Permit appeal. The Stage VI Permit appeal was decided and upheld by Order of December 28, 2023 as discussed above. As NCES prevailed in the Stage VI Permit appeal, GSL and NCES voluntarily non-suited the Petition on January 2, 2024, resolving this matter. On April 12, 2023, DES issued approval of construction plans for Stage VI, Phase II to NCES (“DES Approval”). CLF appealed the DES Approval to the Council on May 11, 2023, on the grounds that it failed to meet the public benefit criteria, and that the DES Approval conflicts with the Hearing Officer’s May 11, 2022 Order determining that DES had acted unlawfully in issuing the Permit, and requested expedited review. The Council has denied CLF's request for expedited review. CLF withdrew its appeal by notice to the Council on February 7, 2024. In light of CLF's withdrawal of appeal, this matter is fully resolved. Environmental Remediation Liabilities We are subject to liability for environmental damage, including personal injury and property damage, that our solid waste, recycling and power generation facilities may cause to neighboring property owners, particularly as a result of the contamination of drinking water sources or soil, possibly including damage resulting from conditions that existed before we acquired the facilities. We may also be subject to liability for similar claims arising from off-site environmental contamination caused by pollutants or hazardous substances if we or our predecessors arrange or arranged to transport, treat or dispose of those materials. We accrue for costs associated with environmental remediation obligations when such costs become both probable and reasonably estimable. Determining the method and ultimate cost of remediation requires that a number of assumptions be made. There can sometimes be a range of reasonable estimates of the costs associated with remediation of a site. In these cases, we use the amount within the range that constitutes our best estimate. In the early stages of the remediation process, particular components of the overall liability may not be reasonably estimable; in this instance we use the components of the liability that can be reasonably estimated as a surrogate for the liability. It is reasonably possible that we will need to adjust the liabilities recorded for remediation to reflect the effects of new or additional information, to the extent such information impacts the costs, timing or duration of the required actions. Future changes in our estimates of the cost, timing or duration of the required actions could have a material adverse effect on our consolidated financial position, results of operations and cash flows. We disclose outstanding environmental remediation matters that remain unsettled or are settled in the reporting period that we believe could have a material adverse effect on our financial condition, results of operations or cash flows. We inflate the estimated costs in current dollars to the expected time of payment and discount the total cost to present value using a risk-free interest rate. The risk-free interest rates associated with our environmental remediation liabilities as of December 31, 2023 range between 1.5% and 7.1%. A summary of the changes to the aggregate environmental remediation liabilities for the twelve months ended December 31, 2023 and 2022 follows: Twelve Months Ended 2023 2022 Beginning balance $ 6,335 $ 5,887 Accretion expense 100 104 Obligations incurred (1) — 759 Obligations settled (2) (546) (415) Ending balance 5,889 6,335 Less: current portion 1,662 814 Long-term portion $ 4,227 $ 5,521 (1) Associated with the investigation of potential remediation at an inactive waste disposal site that adjoins one of the landfills that we operate. (2) May include amounts paid and amounts that are being processed through accounts payable as a part of our disbursement cycle. The total expected environmental remediation payments, as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Fiscal year ending December 31, 2024 $ 1,499 Fiscal year ending December 31, 2025 308 Fiscal year ending December 31, 2026 318 Fiscal year ending December 31, 2027 299 Fiscal year ending December 31, 2028 306 Thereafter 3,704 Total $ 6,434 A reconciliation of the expected aggregate non-inflated, undiscounted environmental remediation liabilities to the amount recognized in our consolidated balance sheet at December 31, 2023 is as follows: Undiscounted liability $ 6,434 Less discount, net (545) Liability balance - December 31, 2023 $ 5,889 Any substantial liability incurred by us arising from environmental damage could have a material adverse effect on our business, financial condition and results of operations. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY Public Offering of Class A Common Stock On June 16, 2023, we completed a public offering of 6,053 shares of our Class A common stock at a public offering price of $85.50 per share. After deducting stock issuance costs, including underwriting discounts, commissions and offering expenses, the offering resulted in net proceeds of $496,231. The net proceeds from this offering were and are to be used to fund acquisition activity, including the GFL Acquisition and the Twin Bridges Acquisition , to pay certain costs associated with acquisition activities, as discussed in Note 18, Other Items and Charges , and to repay borrowings and/or debt securities as discussed Note 12, Debt. Common Stock The holders of the Class A common stock are entitled to one vote for each share held. The holders of the Class B common stock are entitled to ten votes for each share held, except for the election of one director, who is elected by the holders of the Class A common stock exclusively. The Class B common stock is convertible into Class A common stock on a share-for-share basis at the option of the shareholder. Preferred Stock We are authorized to issue up to 944 shares of preferred stock in one or more series. As of December 31, 2023 and December 31, 2022, we had no shares issued. Stock Based Compensation Stock Incentive Plans 2016 Incentive Plan. In the fiscal year ended December 31, 2016, we adopted the 2016 Incentive Plan (“2016 Plan”). Under the 2016 Plan, we may grant awards up to an aggregate amount of shares equal to the sum of: (i) 2,250 shares of Class A common stock (subject to adjustment in the event of stock splits and other similar events), plus (ii) such additional number of shares of Class A common stock (up to 2,723 shares) as is equal to the sum of the number of shares of Class A common stock that remained available for grant under the 2006 Stock Incentive Plan ("2006 Plan") immediately prior to the expiration of the 2006 Plan and the number of shares of Class A common stock subject to awards granted under the 2006 Plan that expire or otherwise result in shares not being issued. As of December 31, 2023, there were 616 Class A common stock equivalents available for future grant under the 2016 Plan, inclusive of additional Class A common stock equivalents that were previously issued under terminated plans and have become available for grant because such awards expired or otherwise resulted in shares not being issued. Our equity awards granted primarily consist of stock options, restricted stock awards, restricted stock units and market-based performance stock units. Stock options are granted at a price equal to the prevailing fair value of our Class A common stock at the date of grant. Generally, stock options granted have a term not to exceed ten years and vest over a one year to five-year period from the date of grant. The fair value of each stock option granted is estimated using a Black-Scholes option-pricing model, which uses a risk-free interest rate, based on the U.S. Treasury yield curve for the period of the expected life of the stock option; and requires extensive use of accounting judgment and financial estimation, including estimates of: the expected term, calculated based on the weighted average historical life of the vested stock options, giving consideration to vesting schedules and historical exercise patterns; and the expected volatility, calculated using the weekly historical volatility of our Class A common stock over the expected life of the stock option. Restricted stock awards and restricted stock units are granted at a price equal to the fair value of our Class A common stock at the date of grant. The fair value of each market-based performance stock unit is estimated using a Monte Carlo pricing model, which requires extensive use of accounting judgment and financial estimation, including the estimated share price appreciation plus the value of dividends of our Class A common stock as compared to the Russell 2000 Index over the requisite service period. Restricted stock awards granted to non-employee directors vest incrementally over a three-year period beginning on the first anniversary of the date of grant. Restricted stock units granted to non-employee directors vest in full on the first anniversary of the grant date. Restricted stock units vest incrementally over an identified service period beginning on the grant date based on continued employment. Market-based performance stock units vest at a future date following the grant date and are based on the attainment of performance targets and market achievements. Stock Options A summary of stock option activity is as follows: Stock Options Weighted Weighted Aggregate Outstanding, December 31, 2022 129 $ 55.60 Granted 18 $ 79.72 Exercised (18) $ 4.88 Forfeited or expired — $ — Outstanding, December 31, 2023 129 $ 66.03 7.5 $ 2,504 Exercisable, December 31, 2023 49 $ 40.60 5.2 $ 2,177 During fiscal years 2023, 2022 and 2021, stock-based compensation expense for stock options was $516, $248 and $28, respectively. During fiscal years 2023, 2022 and 2021, the aggregate intrinsic value of stock options exercised was $1,302, $1,467 and $1,238, respectively. As of December 31, 2023, we had $2,108 of unrecognized stock-based compensation expense related to outstanding stock options to be recognized over a weighted average period of 3.9 years. The fair value of stock options granted in fiscal year 2023 were calculated assuming no expected dividend yield using a weighted average expected life of 5.6 years, a risk-free interest rate of 4.6%, and an expected volatility of 30.0%. The Black-Scholes valuation model requires extensive use of accounting judgment and financial estimation. Application of alternative assumptions could produce significantly different estimates of the fair value of stock-based compensation and consequently, the related amounts recognized in the consolidated statements of operations. Other Stock Awards A summary of restricted stock award, restricted stock unit and performance stock unit activity is as follows: Restricted Stock Awards, Restricted Stock Units, and Performance Stock Units (1) Weighted Weighted Average Aggregate Intrinsic Outstanding, December 31, 2022 169 $ 75.52 Granted 121 $ 80.99 Class A common stock vested (101) $ 65.21 Forfeited or canceled (8) $ 77.77 Outstanding, December 31, 2023 181 $ 84.82 2.0 $ 15,474 Unvested, December 31, 2023 288 $ 87.35 1.9 $ 24,593 (1) Performance stock unit grants are included at 100%. Attainment of maximum performance targets and market achievements would result in the issuance of an additional 107 shares of Class A common stock currently included in unvested. The market-based performance stock unit grants that vested in fiscal year 2023 resulted in the issuance of 43 additional shares of Class A common stock. During fiscal years 2023, 2022 and 2021, stock-based compensation expense related to restricted stock awards, restricted stock units and performance stock units was $8,116, $7,530 and $11,241, respectively. During fiscal years 2023, 2022 and 2021, the total fair value of other stock awards vested was $12,048, $17,011 and $20,106, respectively. As of December 31, 2023, total unrecognized stock-based compensation expense related to outstanding restricted stock awards was $8, which will be recognized over a weighted average period of 0.5 years. As of December 31, 2023, total unrecognized stock-based compensation expense related to outstanding restricted stock units was $5,362, which will be recognized over a weighted average period of 2.3 years. As of December 31, 2023, total unrecognized stock-based compensation expense related to performance stock units based on our estimated achievement of the established performance criteria was $4,377, which will be recognized over a weighted average period of 1.6 years. The weighted average fair value of market-based performance stock units granted during fiscal year 2023 was $83.16 per award, which was calculated using a Monte Carlo pricing model assuming a risk-free interest rate of 4.3% and an expected volatility of 34.9% assuming no expected dividend yield. Risk-free interest rate is based on the U.S. Treasury yield curve for the expected service period of the award. Expected volatility is calculated using the daily volatility of our Class A common stock over the expected service period of the award. The Monte Carlo pricing model requires extensive use of accounting judgment and financial estimation. Application of alternative assumptions could produce significantly different estimates of the fair value of stock-based compensation and consequently, the related amounts recognized in the consolidated statements of operations. We also recorded $451, $376 and $281 of stock-based compensation expense related to our Second Amended and Restated Employee Stock Purchase Plan (“ESPP”) during fiscal years 2023, 2022 and 2021, respectively. Tax benefit for income taxes associated with stock-based compensation during fiscal years 2023, 2022 and 2021 was $(2,330), $(1,744) and $(2,304), respectively. Accumulated Other Comprehensive (Loss) Income, Net of Tax Accumulated other comprehensive (loss) income, net of tax is a component of stockholders' equity included in the accompanying consolidated balance sheets and includes, as applicable, the effective portion of changes in the fair value of our cash flow hedges and the changes in fair value of our marketable securities. The changes in the balances of each component of accumulated other comprehensive (loss) income, net of tax are as follows: Interest Rate Swaps Balance as of December 31, 2020 $ (11,517) Other comprehensive income before reclassifications 3,737 Amounts reclassified from accumulated other comprehensive loss 4,763 Income tax provision related to items in other comprehensive income (2,086) Other comprehensive income 6,414 Balance as of December 31, 2021 (5,103) Other comprehensive income before reclassifications 15,297 Amounts reclassified from accumulated other comprehensive loss 1,443 Income tax provision related to items in other comprehensive income (4,095) Other comprehensive income 12,645 Balance as of December 31, 2022 7,542 Other comprehensive loss before reclassifications (6,843) Amounts reclassified from accumulated other comprehensive loss (6,361) Income tax benefit related to items in other comprehensive loss 4,582 Other comprehensive loss (8,622) Balance as of December 31, 2023 $ (1,080) A summary of reclassifications out of accumulated other comprehensive (loss) income, net of tax for fiscal years 2023, 2022 and 2021 is as follows: Fiscal Year Ended 2023 2022 2021 Details About Accumulated Other Comprehensive (Loss) Income, Net of Tax Components Accumulated Other Comprehensive (Loss) Income, Net of Tax Affected Line Item in the Consolidated Interest rate swaps $ (6,361) $ 1,443 $ 4,763 Interest expense 6,361 (1,443) (4,763) Income before income taxes 2,633 98 (1,142) Provision for income taxes $ 3,728 $ (1,541) $ (3,621) Net income |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS We use a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. These tiers include: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; and Level 3, defined as unobservable inputs that are not corroborated by market data. We use valuation techniques that maximize the use of market prices and observable inputs and minimize the use of unobservable inputs. In measuring the fair value of our financial assets and liabilities, we rely on market data or assumptions that we believe market participants would use in pricing an asset or a liability. Assets and Liabilities Accounted for at Fair Value on a Recurring Basis Our financial instruments include cash and cash equivalents, accounts receivable, restricted investment securities held in trust on deposit with various banks as collateral for our obligations relative to our landfill final capping, closure and post-closure costs, interest rate derivatives, contingent consideration related to acquisitions, trade payables and debt. The carrying values of cash and cash equivalents, accounts receivable and trade payables approximate their respective fair values due to their short-term nature. The fair value of restricted investment securities held in trust, which are valued using quoted market prices, are included as restricted assets in the Level 1 tier below. The fair value of interest rate derivatives included in the Level 2 tier below is calculated using discounted cash flow valuation methodologies based upon Term SOFR yield curves that are observable at commonly quoted intervals for the full term of the swaps. The fair value of contingent consideration - acquisition included in the Level 3 tier is calculated using a discounted cash flow valuation methodology based upon a probability-weighted analysis of a success payment related to the potential attainment of a transfer station permit expansion. We recognize all derivatives accounted for on the balance sheet at fair value. See Note 12, Debt for disclosure about the fair value of debt. Recurring Fair Value Measurements Summaries of our financial assets and liabilities that are measured at fair value on a recurring basis are as follows: Fair Value Measurement at December 31, 2023 Using: Quoted Prices in Significant Other Significant Assets: Interest rate swaps $ — $ 10,364 $ — Restricted investment securities - landfill closure 2,203 — — $ 2,203 $ 10,364 $ — Liabilities: Interest rate swaps $ — $ 11,762 $ — $ — $ 11,762 $ — Fair Value Measurement at December 31, 2022 Using: Quoted Prices in Significant Other Significant Assets: Interest rate swaps $ — $ 11,806 $ — Restricted investment securities - landfill closure 1,900 — — $ 1,900 $ 11,806 $ — Liabilities: Interest rate swaps $ — $ — $ — Contingent consideration - acquisition (1) — — 965 $ — $ — $ 965 (1) In the fiscal year ended December 31, 2023, we recorded a gain on resolution of acquisition-related contingent consideration of $965, within cost of operations, associated with the reversal of a contingency for a transfer station permit expansion that is no longer deemed viable. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2023 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Defined Contribution Plan We offer our eligible employees the opportunity to contribute to a 401(k) plan. Under the provisions of the 401(k) plans participants may direct us to defer a portion of their compensation to a 401(k) plan, subject to Internal Revenue Code limitations. In fiscal year 2023, we provided an employer matching contribution for hourly employees equal to 100% of every dollar an employee invests up to 1% of annual income and 50% of additional employee contributions up to a maximum contribution into a 401(k) plan of 3% of annual income. In fiscal year 2023, we provided an employer matching contribution for salaried employees equal to 50% of every dollar an employee invests in a 401(k) plan up to a maximum contribution of one thousand five hundred dollars or up to 2% of annual income, whichever is greater, per employee per calendar year. Participants vest in employer contributions ratable over a two-year period. Employer contributions for fiscal years 2023, 2022 and 2021 amounted to $4,371, $3,558 and $2,811, respectively. Employee Stock Purchase Plan We offer our eligible employees the opportunity to participate in an employee stock purchase plan. Under this plan, qualified employees may purchase shares of Class A common stock by payroll deduction at a 15% discount from the market price. On June 1, 2023, our stockholders approved an amendment and restatement of our employee stock purchase plan to increase the number of shares of Class A common stock reserved for issuance under the employee stock purchase plan by 400 shares of Class A common stock. Class A common stock issued under our ESPP during fiscal years 2023, 2022 and 2021 amounted to 24, 22 and 20 shares, respectively. As of December 31, 2023, 407 shares of Class A common stock were available for distribution under our ESPP. Defined Benefit Pension Plan |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES A summary of the provision for income taxes is as follows: Fiscal Year Ended 2023 2022 2021 Federal Deferred 8,155 15,645 12,356 8,155 15,645 12,356 State Current 4,385 5,362 1,873 Deferred (894) 880 2,717 3,491 6,242 4,590 Provision for income taxes $ 11,646 $ 21,887 $ 16,946 On a periodic basis, we reassess the valuation allowance on our deferred income tax assets, weighing positive and negative evidence to assess the recoverability of the deferred tax assets. In the fourth quarter of fiscal year 2020, we assessed the valuation allowance and considered positive evidence, including significant cumulative consolidated income over the three years ended December 31, 2020, revenue growth and expectations of future profitability, and negative evidence, including the impact of a negative change in the economic climate, significant risks and uncertainties in the business and restrictions on tax loss utilization in certain state jurisdictions. After assessing both the positive evidence and the negative evidence, we determined it was more likely than not that the majority of our deferred tax assets would be realized in the future and released the valuation allowance on the majority of our net operating loss carryforwards and other deferred tax assets as of December 31, 2020, resulting in a benefit from income taxes of $61,317. Following reassessment in fiscal years 2021, 2022 and 2023, our judgement with regard to the realizability of our deferred tax assets remains consistent. As of December 31, 2023, we maintained a valuation allowance of $5,580 primarily related to deferred tax assets that would generate capital losses when realized and deferred tax assets related to certain state jurisdictions. In assessing the realizability of carryforwards and other deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. We adjust the valuation allowance in the period management determines it is more likely than not that deferred tax assets will or will not be realized. The change in the valuation allowance for fiscal year 2023 was an increase of $912. In determining the need for a valuation allowance, we have assessed the available means of recovering deferred tax assets, including the ability to carryback net operating losses, the existence of reversing temporary differences, and available sources of future taxable income. We have also considered the ability to implement certain strategies, such as a potential sale of assets that would, if necessary, be implemented to accelerate taxable income and use expiring deferred tax assets. The differences in the provision for income taxes and the amounts determined by applying the Federal statutory rate to income before income taxes are as follows: Fiscal Year Ended 2023 2022 2021 Federal statutory rate 21 % 21 % 21 % Tax at statutory rate $ 7,779 $ 15,743 $ 12,190 State income taxes, net of federal benefit 1,383 6,087 3,868 Change in valuation allowance 912 (1,425) (388) Federal effect of change in state valuation allowance (312) 282 74 Non-deductible officer compensation 996 1,300 1,338 Non-deductible expenses 809 782 322 Deductible stock awards (963) (627) (363) Tax credits (60) (83) (153) Reversal of disproportionate tax effects in other comprehensive (loss) income 938 — — Other, net 164 (172) 58 Provision for income taxes $ 11,646 $ 21,887 $ 16,946 Deferred income taxes reflect the impact of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and such amounts recognized for income tax purposes. A summary of deferred tax assets and liabilities is as follows: December 31, 2023 2022 Deferred tax assets: Accrued expenses and reserves $ 49,339 $ 43,437 Net operating loss carryforwards 30,165 13,398 General business and state tax credit carryforwards 6,862 6,987 Interest expense limitation 6,690 — Stock awards 2,690 2,728 Unrealized loss on swaps 375 — Other 1,567 2,419 Total deferred tax assets 97,688 68,969 Less: valuation allowance (5,580) (4,668) Total deferred tax assets after valuation allowance 92,108 64,301 Deferred tax liabilities: Tax over book depreciation of property and equipment (58,927) (21,561) Amortization of intangibles (22,540) (17,252) Unrealized gain on swaps — (3,022) Other (44) — Total deferred tax liabilities (81,511) (41,835) Net deferred tax asset $ 10,597 $ 22,466 The net deferred tax asset at December 31, 2023 is reflected on the consolidated balance sheet as a long-term deferred federal and state tax asset of $11,224 and a long-term deferred state tax liability of $(627). As of December 31, 2023, we have, for federal income tax purposes, net operating loss carryforwards of approximately $7,152 that expire in the fiscal years ending December 31, 2032 through 2037 and $125,665, which do not expire. We have state net operating loss carryforwards of approximately $28,262 that expire in the fiscal years ending December 31, 2024 through 2043 or that do not expire in certain jurisdictions. In addition, we have $6,722 general business credit carryforwards which expire in the fiscal years ending December 31, 2024 through 2043 and $176 state credit carryforwards which expire in fiscal year ending December 31, 2039. Sections 382 and 383 of the Internal Revenue Code can limit the amount of net operating loss and credit carryforwards which may be used in a tax year in the event of certain stock ownership changes. With the exception of $1,756 federal net operating losses we acquired through acquisitions, we are not currently subject to these limitations but could become subject to them if there were significant changes in the ownership of our stock. The provisions of FASB ASC 740-10-25-5 prescribe the minimum recognition threshold that a tax position is required to meet before being recognized in the financial statements. Additionally, FASB ASC 740-10-25-5 provides guidance on derecognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition. Under FASB ASC 740-10-25-5, an entity may only recognize or continue to recognize tax positions that meet a “more likely than not” threshold. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued are reflected as a reduction of the overall income tax provision. As of December 31, 2023 and 2022, we did not have any uncertain tax positions. We are subject to U.S. federal income tax, as well as the income tax of multiple state jurisdictions. For federal tax purposes, income tax returns from years ending 2020 through 2023 are open for assessment. Tax years 1998 through 2019 are open for examination to the extent of any NOLs or credits that have been carried forward from those years. |
OTHER ITEMS AND CHARGES
OTHER ITEMS AND CHARGES | 12 Months Ended |
Dec. 31, 2023 | |
Unusual or Infrequent Items, or Both [Abstract] | |
OTHER ITEMS AND CHARGES | OTHER ITEMS AND CHARGES Legal Settlement In fiscal year 2023, we recorded a charge of $6,150 accrued for in other accrued liabilities due to reaching an agreement at a mediation held on June 20, 2023 with the collective class members of a class action lawsuit relating to certain claims under the Fair Labor Standards Act of 1938 as well as state wage and hours laws. The settlement agreement was executed July 24, 2023 and has received court approval. See Note 13, Commitments and Contingencies for disclosure regarding our aggregate legal proceedings accrual. Landfill Capping Charge - Veneer Failure In fiscal year 2023, we recorded a charge of $3,870 consisting of both (i) the write-off of historical payments associated with capping work that has been deemed no longer viable due to a veneer failure and (ii) the related operating expenses incurred to clean up the affected capping material at the Ontario County Landfill that we operate. Engineering analysis is currently underway to determine root causes and responsibility for the event. See Note 10, Final Capping, Closure and Post-Closure Costs for disclosure over our remaining estimated costs associated with obligations for final capping closure and post-closure of our landfills. Southbridge Landfill Closure Charge, Net In the fiscal year ended December 31, 2017, we initiated a plan to cease operations of the Town of Southbridge, Massachusetts landfill (“Southbridge Landfill”) and later closed it in November 2018 when Southbridge Landfill reached its final capacity . Accordingly, in fiscal years 2023, 2022 and 2021, we recorded charges associated with the closure of the Southbridge Landfill as follows: Fiscal Year Ended 2023 2022 2021 Legal and transaction costs (1) $ 412 $ 684 $ 868 Contract settlement charge (2) — — 572 Landfill closure project charge (credit) (3) 55 752 (944) Southbridge Landfill closure charge, net $ 467 $ 1,436 $ 496 (1) We incurred legal costs as well as other transaction costs associated with various matters as part of the Southbridge Landfill closure. (2) We updated the cost estimates associated with a contract settlement charge associated with the Southbridge Landfill closure and the remaining future obligations due to the Town of Southbridge under the landfill operating agreement with the Town of Southbridge. (3) We recorded a landfill closure project charge (credit) each fiscal year associated with revised costs under the closure plan at Southbridge Landfill. Expense from Acquisition Activities In the fiscal years 2023, 2022 and 2021, we recognized expenses of $15,038, $4,613 and $5,304, respectively, comprised primarily of legal, consulting and other similar costs associated with the due diligence, acquisition and integration of acquired businesses, including the GFL Acquisition and the Twin Bridges Acquisition, in fiscal year 2023, or select development projects. See Note 5, Business Combinations for disclosure regarding acquisition activity. Environmental Remediation Charge In fiscal year 2022, we recorded a charge of $759 associated with the investigation of potential remediation at an inactive waste disposal site that adjoins one of the landfills we operate. In fiscal year 2021, we recorded a charge of $924 associated with a settlement agreement to conduct restoration of a stream bed on lands adjoining one of our landfills. See Note 13, Commitments and Contingencies for disclosure regarding environmental remediation liabilities. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE A summary of the numerator and denominators used in the computation of earnings per share is as follows: Fiscal Year Ended 2023 2022 2021 Numerator: Net income $ 25,399 $ 53,079 $ 41,100 Denominator: Class A common stock 57,007 50,704 50,423 Class B common stock 988 988 988 Unvested restricted stock awards — (1) (2) Effect of weighted average shares outstanding (1) (2,821) (68) (97) Basic weighted average common shares outstanding 55,174 51,623 51,312 Impact of potentially dilutive securities: Dilutive effect of stock options and stock awards 100 144 203 Diluted weighted average common shares outstanding 55,274 51,767 51,515 Anti-dilutive potentially issuable shares 93 111 10 (1) The adjustment in fiscal year 2023 is primarily associated with the 6,053 shares of Class A common stock issued as part of the public offering completed on June 16, 2023. See Note 14, Stockholders’ Equity for disclosure regarding the public offering of Class A common stock. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Services During fiscal years 2023, 2022 and 2021, we retained the services of Casella Construction, Inc. ("CCI"), a company substantially owned by sons of John Casella, our Chairman and Chief Executive Officer, and Douglas Casella, a member of our Board of Directors, as a contractor in developing or closing certain landfills owned by us as well as providing transportation and construction services. Total purchased services charged to operations or capitalized to landfills for fiscal years 2023, 2022 and 2021 were $7,682, $12,297 and $15,206, respectively, of which $595 and $1,891 were outstanding and included in either accounts payable or other current liabilities as of December 31, 2023 and December 31, 2022, respectively. In addition to the total purchased services, we provided various waste collection and disposal services to CCI. Total revenues recorded for fiscal years 2023, 2022 and 2021 were $241, $141 and $430, respectively. Leases In the fiscal year ended April 30, 1994, we entered into two leases for operating facilities with a partnership of which John Casella, our Chairman and Chief Executive Officer, and Douglas Casella, a member of our Board of Directors, are the general partners. The leases have since been extended through August 2023 and have since continued on a month-to-month basis. The terms of the lease agreements require monthly payments of approximately $29. Total expense charged to operations for fiscal years 2023, 2022 and 2021 under these agreements was $284, $273 and $297, respectively. Landfill Post-closure We have agreed to pay the cost of post-closure on a landfill owned by John Casella, our Chairman and Chief Executive Officer, and Douglas Casella, a member of our Board of Directors. We paid the cost of closing this landfill in 1992, and the post-closure maintenance obligations are expected to last until notified by the permitting authority. In fiscal years 2023, 2022 and 2021, we paid $3, $10 and $12, respectively, pursuant to this agreement. As of December 31, 2023 and December 31, 2022, we have accrued $17 and $17, respectively, for costs associated with its post-closure obligations. |
SEGMENT REPORTING
SEGMENT REPORTING | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING We report selected information about our reportable operating segments in a manner consistent with that used for internal management reporting. We classify our solid waste operations on a geographic basis through three regional operating segments, our Eastern, Western and Mid-Atlantic regions. The Mid-Atlantic region, which was formed as a result of the GFL Acquisition on June 30, 2023, commenced operations on July 1, 2023. Revenues associated with our solid waste operations are derived mainly from solid waste collection and disposal services, including landfill, transfer station and transportation services, landfill gas-to-energy services, and processing services in the eastern United States. Our Resource Solutions operating segment leverages our core competencies in materials processing, industrial recycling, organics and resource management service offerings to deliver a comprehensive solution for our larger commercial, municipal, institutional and industrial customers that have more diverse waste and recycling needs. Revenues associated with our Resource Solutions are comprised of processing services and non-processing services, which we refer to as our National Accounts business. Revenues from processing services are derived from customers in the form of processing fees, tipping fees, commodity sales, and organic material sales. Revenues from our National Accounts business are derived from brokerage services and overall resource management services providing a wide range of environmental services and resource management solutions to large and complex organizations, as well as traditional collection, disposal and recycling services provided to large account multi-site customers. Legal, tax, information technology, human resources, certain finance and accounting and other administrative functions are included in our Corporate Entities segment, which is not a reportable operating segment. Corporate Entities results reflect those costs not allocated to our reportable operating segments. Fiscal Year Ended December 31, 2023 Segment Outside Inter-company Depreciation and Operating income (loss) Interest Capital Goodwill Total assets Eastern $ 374,463 $ 92,938 $ 50,881 $ 27,198 $ 638 $ 43,817 $ 73,893 $ 434,323 Western 511,640 173,044 82,291 62,318 380 82,706 285,056 1,001,090 Mid-Atlantic (1) 85,640 417 20,263 (5,790) — 5,271 332,247 553,339 Resource Solutions 292,799 15,337 14,202 5,639 143 14,586 44,474 253,090 Corporate Entities — — 3,068 (8,938) 35,676 8,527 — 293,628 Eliminations — (281,736) — — — — — — $ 1,264,542 $ — $ 170,705 $ 80,427 $ 36,837 $ 154,907 $ 735,670 $ 2,535,470 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2022 Segment Outside Inter-company Depreciation and Operating income (loss) Interest Capital Goodwill Total assets Eastern $ 340,058 $ 83,201 $ 47,673 $ 16,559 $ 565 $ 38,501 $ 52,406 $ 372,895 Western 445,153 151,016 64,116 65,453 508 65,190 183,286 737,658 Mid-Atlantic (1) — — — — — — — — Resource Solutions 299,878 5,734 12,082 15,862 146 15,172 38,766 191,118 Corporate Entities — — 2,480 (2,480) 21,794 12,097 — 147,544 Eliminations — (239,951) — — — — — — $ 1,085,089 $ — $ 126,351 $ 95,394 $ 23,013 $ 130,960 $ 274,458 $ 1,449,215 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2021 Segment Outside Inter-company Depreciation and Operating income (loss) Interest Capital Goodwill Total assets Eastern $ 264,569 $ 66,126 $ 33,572 $ 12,937 $ 456 $ 31,489 $ 52,072 $ 357,446 Western 389,520 132,914 61,055 49,035 159 72,892 163,728 688,826 Mid-Atlantic (1) — — — — — — — — Resource Solutions 235,122 3,258 7,060 17,591 168 12,094 17,060 127,304 Corporate Entities — — 1,903 (1,903) 20,144 6,820 — 110,004 Eliminations — (202,298) — — — — — — $ 889,211 $ — $ 103,590 $ 77,660 $ 20,927 $ 123,295 $ 232,860 $ 1,283,580 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Amount of our total revenue attributable to services provided are as follows: Fiscal Year Ended 2023 2022 2021 Collection $ 710,590 56.2 % $ 539,587 49.7 % $ 442,685 49.8 % Disposal 244,582 19.3 % 227,971 21.0 % 196,985 22.2 % Power generation 6,617 0.5 % 7,519 0.7 % 5,138 0.6 % Processing 9,954 0.8 % 10,134 1.0 % 9,281 1.0 % Solid waste operations 971,743 76.8 % 785,211 72.4 % 654,089 73.6 % Processing 105,997 8.4 % 119,045 10.9 % 93,323 10.5 % National Accounts 186,802 14.8 % 180,833 16.7 % 141,799 15.9 % Resource Solutions operations 292,799 23.2 % 299,878 27.6 % 235,122 26.4 % Total revenues $ 1,264,542 100.0 % $ 1,085,089 100.0 % $ 889,211 100.0 % |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net income | $ 25,399 | $ 53,079 | $ 41,100 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | 12 Months Ended |
Dec. 31, 2023 | Dec. 31, 2023 | |
Trading Arrangements, by Individual | ||
Non-Rule 10b5-1 Arrangement Adopted | false | |
Rule 10b5-1 Arrangement Terminated | false | |
Non-Rule 10b5-1 Arrangement Terminated | false | |
Bradford J. Helgeson [Member] | ||
Trading Arrangements, by Individual | ||
Material Terms of Trading Arrangement | Name (Title) Action Taken (Date of Action) Type of Trading Arrangement Nature of Trading Arrangement Duration of Trading Arrangement Aggregate Number of Securities Bradford J. Helgeson (Executive Vice president and Chief Financial Officer) Adoption (11/16/2023) Durable Rule 10b5-1 trading arrangement for sell-to-cover transactions relating to certain equity awards that have or may be granted Sale Until final settlement of any covered RSU or PSU Indeterminable (1) | |
Name | Bradford J. Helgeson | |
Title | Executive Vice president and Chief Financial Officer | |
Rule 10b5-1 Arrangement Adopted | true | |
Adoption Date | 11/16/2023 |
ACCOUNTING CHANGES (Policies)
ACCOUNTING CHANGES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Basis of Accounting | Casella Waste Systems, Inc. (“Parent”) and its subsidiaries (collectively, “we”, “us” or “our”), is a regional, vertically integrated solid waste services company. We provide resource management expertise and services to residential, commercial, municipal, institutional and industrial customers, primarily in the areas of solid waste collection and disposal, transfer, recycling and organics services. We provide integrated solid waste services in nine states: Vermont, New Hampshire, New York, Massachusetts, Connecticut, Maine, Pennsylvania, Delaware and Maryland, with our headquarters located in Rutland, Vermont. On June 30, 2023, we acquired the equity interests of four wholly owned subsidiaries of GFL Environmental Inc. ("GFL Subsidiaries"), which are the basis of our newly formed regional operating segment, the Mid-Atlantic region, that expanded our integrated solid waste services into the states of Delaware and Maryland ("GFL Acquisition"). See Note 5, Business Combinations for further disclosure. Operations under the Mid-Atlantic region commenced on July 1, 2023. The GFL Acquisition was funded from financing transactions (see Note 12, Debt for further disclosure), the net proceeds from an equity offering completed June 16, 2023 (see Note 14, Stockholders’ Equity for further disclosure) and cash on hand. We manage our solid waste operations on a geographic basis through three regional operating segments, the Eastern, Western and Mid-Atlantic regions, each of which provides a comprehensive range of non-hazardous solid waste services. We manage our resource renewal operations through the Resource Solutions operating segment, which leverages our core competencies in materials processing, industrial recycling, organics and resource management service offerings to deliver a comprehensive solution for our larger commercial, municipal, institutional and industrial customers that have more diverse waste and recycling needs. Legal, tax, information technology, human resources, certain finance and accounting and other administrative functions are included in our Corporate Entities segment. The accompanying consolidated financial statements, which include the accounts of the Parent and our wholly-owned subsidiaries have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). All significant intercompany accounts and transactions are eliminated in consolidation. Investments in entities in which we do not have a controlling financial interest are accounted for under either the equity method or the cost method of accounting, as appropriate. |
Accounting Standards Adopted and Pending Adoption | Standard Description Effect on the Financial Statements or Other ASU No. 2020-04: Reference Rate Reform (Topic 848), as amended through December 2022 Provides temporary optional guidance to ease the potential burden in applying GAAP to contract modifications and hedging relationships that reference London Inter-Bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued, subject to meeting certain criteria. This guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. Effective the quarter ended March 31, 2023, we elected optional expedients under this guidance that allowed us to maintain hedge effectiveness upon modifying contract terms related to reference rate reform in our amended and restated credit agreement, dated as of December 22, 2021, as amended by the first amendment, dated as of February 9, 2023, the second amendment, dated as of February 9, 2023, and the third amendment, dated as of April 25, 2023, collectively with the specified acquisition loan joinder, dated May 25, 2023 ("Loan Joinder") (the "Amended and Restated Credit Agreement") until we transitioned our interest rate derivative agreements from LIBOR to term secured overnight financing rate ("Term SOFR") in the quarter ended June 30, 2023. See Note 12, Debt . This guidance will be in effect through December 31, 2024. The following table provides a brief description of recent ASUs to the ASC issued by the FASB that are pending adoption and deemed to have a possible material impact on our consolidated financial statements based on current account balances and activity: Standard Description Effect on the Financial Statements or Other Accounting standards issued pending adoption as of December 31, 2023 ASU No. 2023-07: Improvements to Reportable Segment Disclosures (Topic 280) Requires entities to provide additional disclosure related to the chief operating decision maker ("CODM") and reportable operating segments, including providing more detailed information about reportable operating segment's significant expenses and how that information is used by the CODM. We are currently assessing the provisions of this guidance and expect that its adoption will have an impact on reportable operating segment disclosures within our consolidated financial statements and accompanying notes. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU No. 2023-09: Improvements to Income Tax Disclosures (Topic 740) Requires entities to provide additional disclosure related to the transparency and decision usefulness of income tax disclosures, including additional disclosure around the rate reconciliation and income taxes paid, We are currently assessing the provisions of this guidance and expect that its adoption will have an impact on income tax disclosures within our consolidated financial statements and accompanying notes. This guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. |
Management's Estimates and Assumptions | Management’s Estimates and Assumptions Preparation of our consolidated financial statements in accordance with GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the accounting for and recognition and disclosure of assets, liabilities, equity, revenues and expenses. We must make these estimates and assumptions because certain information that we use is dependent on future events, cannot be calculated with a high degree of precision given the available data or simply cannot be readily calculated. In some cases, these estimates are difficult to determine, and we must exercise significant judgment. In preparing our consolidated financial statements, the estimates and assumptions that we consider to be significant and that present the greatest amount of uncertainty relate to our accounting for landfills, environmental remediation liabilities, asset impairments, if applicable, goodwill recoverability assessment, accounts receivable valuation allowance for credit losses, self-insurance reserves, deferred taxes and uncertain tax positions, estimates of the fair values of assets acquired and liabilities assumed in any acquisition, contingent liabilities and stock-based compensation. Each of these items is discussed in more detail elsewhere in these notes to the consolidated financial statements, as applicable. Actual results may differ materially from the estimates and assumptions that we use in the preparation of our consolidated financial statements. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject us to concentrations of credit risk consist of cash and cash equivalents, restricted investment securities, accounts receivable and derivative instruments. We maintain cash and cash equivalents and restricted investment securities with banks that at times exceed applicable insurance limits. We reduce our exposure to credit risk by maintaining such deposits with high quality financial institutions. Our concentration of credit risk with respect to accounts receivable is limited because of the large number and diversity of customers we serve, thus reducing the credit risk associated with any one customer group. As of December 31, 2023, no single customer or customer group represented greater than 5% of total accounts receivable. We manage credit risk through credit evaluations, credit limits, and monitoring procedures, but generally do not require collateral to support accounts receivable. We reduce our exposure to credit risk associated with derivative instruments by entering into agreements with high quality financial institutions and by evaluating and regularly monitoring their creditworthiness. |
Accounts Receivable, Net of Allowance for Credit Losses | Accounts Receivable, Net of Allowance for Credit Losses |
Inventory | Inventory |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost, less accumulated depreciation and amortization. We provide for depreciation and amortization using the straight-line method by charges to operations in amounts that allocate the cost of the assets over their estimated useful lives as follows: Asset Classification Estimated Buildings and improvements 10-30 years Machinery and equipment 5-10 years Rolling stock 5-10 years Containers 5-12 years Furniture and Fixtures 3-8 years The cost of maintenance and repairs is charged to operations as incurred. |
Landfill Accounting | Landfill Accounting Life Cycle Accounting Under life-cycle accounting, all costs related to acquisition and construction of landfill sites are capitalized and charged to expense based on tonnage placed into each site. Landfill permitting, acquisition and preparation costs are amortized on the units-of-consumption method as landfill airspace is consumed. In determining the amortization rate for each of our landfills, preparation costs include the total estimated costs to complete construction of the landfills’ permitted and expansion capacity. Landfill Development Costs We estimate the total cost to develop each of our landfill sites to its remaining permitted and expansion capacity (see landfill development costs discussed within the “ Property and Equipment ” accounting policy above). The projection of these landfill costs is dependent, in part, on future events. The remaining amortizable basis of each landfill includes costs to develop a site to its remaining permitted and expansion capacity and includes amounts previously expended and capitalized, net of accumulated airspace amortization, and projections of future purchase and development costs including capitalized interest. The interest capitalization rate is based on our weighted average interest rate incurred on borrowings outstanding during the period. Interest capitalized during the fiscal years ended December 31, 2023 ("fiscal year 2023"), December 31, 2022 ("fiscal year 2022") and December 31, 2021 ("fiscal year 2021") was $643, $330 and $718, respectively. Landfill Airspace We apply the following guidelines in determining a landfill’s remaining permitted and expansion airspace: Remaining Permitted Airspace. Our engineers, in consultation with third-party engineering consultants and surveyors, are responsible for determining remaining permitted airspace at our landfills. The remaining permitted airspace is determined by an annual survey, which is then used to compare the existing landfill topography to the expected final landfill topography. Expansion Airspace . We currently include unpermitted expansion airspace in our estimate of remaining permitted and expansion airspace in certain circumstances. To be considered expansion airspace all of the following criteria must be met: • we control the land on which the expansion is sought; • all technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained; • we have not identified any legal or political impediments which we believe will not be resolved in our favor; • we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and • senior management has approved the project based on a review of the engineering design and determination that the financial return profile meets our investment criteria. For unpermitted airspace to be included in our estimate of remaining permitted and expansion airspace, the expansion effort must meet all of the criteria listed above. These criteria are evaluated annually by our engineers, accountants, lawyers, managers and others to identify potential obstacles to obtaining the permits. Once the remaining permitted and expansion airspace is determined in cubic yards, an airspace utilization factor (“AUF”) is established to calculate the remaining permitted and expansion capacity in tons. The AUF is established using a process that considers the measured density obtained from annual surveys. When we include the expansion airspace in our calculation of remaining permitted and expansion airspace, we include the projected costs for development, as well as the projected asset retirement costs related to final capping, closure and post-closure of the expansion airspace in the amortization basis of the landfill. After determining the costs and the remaining permitted and expansion capacity at each of our landfills, we determine the per ton rates that will be expensed as waste is received and deposited at each of our landfills by dividing the costs by the corresponding number of tons. We calculate per ton amortization rates for assets associated with each final capping event, for assets related to closure and post-closure activities, and for all other costs capitalized or to be capitalized in the future for each landfill. These rates per ton are updated annually, or more frequently, as significant facts change. It is possible that actual results, including the amount of costs incurred, the timing of final capping, closure and post-closure activities, our airspace utilization or the success of our expansion efforts, could ultimately turn out to be significantly different from our estimates and assumptions. To the extent that such estimates or related assumptions prove to be significantly different than actual results, lower profitability may be experienced due to higher amortization rates, higher final capping, closure or post-closure rates, or higher expenses. Higher profitability may result if the opposite occurs. Most significantly, if it is determined that the expansion capacity should no longer be considered in calculating the recoverability of the landfill asset, we may be required to recognize an asset impairment. If it is determined that the likelihood of receiving an expansion permit has become remote, the capitalized costs related to the expansion effort are expensed immediately. Final Capping, Closure and Post-Closure Costs The following is a description of our landfill asset retirement activities and related accounting: Final Capping Costs. Final capping activities include the installation of liners, drainage, compacted soil layers and topsoil over areas of a landfill where total airspace has been consumed and waste is no longer being received. Final capping activities occur throughout the life of the landfill. Our engineering personnel estimate the cost for each final capping event based on the acreage to be capped, along with the final capping materials and activities required. The estimates also consider when these costs would actually be paid and factor in inflation and discount rates. The engineers then quantify the landfill capacity associated with each final capping event and the costs for each event are amortized over that capacity as waste is received at the landfill. Closure and Post-Closure Costs. Closure and post-closure costs represent future estimated costs related to monitoring and maintenance of a solid waste landfill after a landfill facility ceases to accept waste and closes. We estimate, based on input from our engineers, accountants, lawyers, managers and others, our future cost requirements for closure and post-closure monitoring and maintenance based on our interpretation of the technical standards of the Subtitle D regulations and the air emissions standards under the Clean Air Act of 1970, as amended, as they are being applied on a state-by-state basis. Closure and post-closure accruals for the cost of monitoring and maintenance include site inspection, groundwater monitoring, leachate management, methane gas control and recovery, and operation and maintenance costs to be incurred for a period which is generally for a term of 30 years after final closure of a landfill. In determining estimated future closure and post-closure costs, we consider costs associated with permitted and permittable airspace. Our estimated future final capping, closure and post-closure costs, based on our interpretation of current requirements and proposed regulatory changes, are intended to approximate fair value. Absent quoted market prices, our cost estimates are based on historical experience, professional engineering judgment and quoted or actual prices paid for similar work. Our estimate of costs to discharge final capping, closure and post-closure asset retirement obligations for landfills are developed in today’s dollars. These costs are then inflated to the period of performance using an estimate of inflation, which is updated annually (2.4% as of December 31, 2023). Final capping, closure and post-closure liabilities are then discounted using the credit adjusted risk-free rate in effect at the time the obligation is incurred. The weighted average rate applicable to our asset retirement obligations as of December 31, 2023 is between approximately 6.1% and 10.0%, the range of the credit adjusted risk free rates effective since the adoption of guidance associated with asset retirement obligations in the fiscal year ended April 30, 2004. Accretion expense is necessary to increase the accrued final capping, closure and post-closure liabilities to the future anticipated obligation. To accomplish this, we accrete our final capping, closure and post-closure accrual balances using the same credit-adjusted risk-free rate that was used to calculate the recorded liability. Accretion expense on recorded landfill liabilities is recorded to cost of operations from the time the liability is recognized until the costs are paid. Accretion expense on recorded landfill liabilities amounted to $9,529, $7,565 and $6,775 in fiscal years 2023, 2022 and 2021, respectively. We provide for the accrual and amortization of estimated future obligations for closure and post-closure based on tonnage placed into each site. With regards to final capping, the liability is recognized, and the costs are amortized based on the remaining airspace related to the specific final capping event. See Note 10, Final Capping, Closure and Post-Closure Costs for disclosure about asset retirement obligations related to final capping, closure and post-closure costs and Note 18, Other Items and Charges for disclosure about the write-off of historical payments for capping work associated with a veneer failure at a Subtitle D landfill we operate located in Seneca, New York ("Ontario County Landfill"). |
Lease Accounting | Lease Accounting We lease vehicles, equipment, property and other non-core equipment in the ordinary course of our business. Leases are classified as either operating leases or finance leases, as appropriate. Our leases have varying terms and may include renewal or purchase options, escalation clauses, restrictions, lease concessions, capital project funding, penalties or other obligations that we consider in determining minimum rental payments. We recognize lease expense for operating leases on a straight-line basis over the lease term. We recognize depreciation expense for finance leases over either the useful life of the asset or the lease term based on the terms of the lease agreement. We are also party to three landfill operation and management agreements that we account for as operating leases. These agreements are long-term landfill operating contracts with government bodies whereby we receive tipping revenue, pay normal operating expenses and assume future final capping, closure and post-closure obligations. The government bodies retain ownership of each landfill. There are no bargain purchase options and title to each of the properties does not pass to us at the end of the respective lease terms. We allocate the consideration paid to the landfill airspace rights and underlying land lease based on the relative fair values. In addition to up-front or one-time payments, the landfill operating agreements may require us to make future minimum rental payments, including success or expansion fees, other direct costs and final capping, closure and post-closure costs. The value of all future minimum rental payments is amortized and charged to cost of operations over the life of the contract. We amortize the consideration allocated to airspace rights as airspace is utilized on a units-of-consumption basis and such amortization is charged to cost of operations as airspace is consumed (e.g., as tons are placed into the landfill). The underlying value of any land lease is amortized to cost of operations on a straight-line basis over the estimated life of the respective operating agreement. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill. Goodwill is the excess of our purchase consideration over the fair value of the net assets of acquired businesses. We do not amortize goodwill, but as discussed in the “ Asset Impairments ” accounting policy below, we assess our goodwill for impairment at least annually. See Note 9, Goodwill and Intangible Assets for disclosure about goodwill. Intangible Assets. |
Investments in Unconsolidated Entities | Investments in Unconsolidated Entities Investments in unconsolidated entities over which we have significant influence over the investees’ operating and financing activities are accounted for under the equity method of accounting. As of December 31, 2023 and December 31, 2022, we had no investments accounted for under the equity method of accounting. Investments in affiliates in which we do not have the ability to exert significant influence over the investees’ operating and financing activities are accounted for under the cost method of accounting. As of December 31, 2023 and December 31, 2022, we had cost method investments totaling $10,967 and $10,967, respectively. We monitor and assess the carrying value of our investments throughout the year for potential impairment and write them down to their fair value when other-than-temporary declines exist. Fair value is generally based on: (i) other third-party investors’ recent transactions in the securities; (ii) other information available regarding the current market for similar assets; and/or (iii) a market or income approach, as deemed appropriate. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments |
Business Combinations | Business Combinations We acquire businesses in the waste industry, including non-hazardous waste collection, transfer station, recycling and disposal operations, as part of our growth strategy. Businesses are included in the consolidated financial statements from the date of acquisition. |
Environmental Remediation Liabilities | Environmental Remediation Liabilities |
Self-Insurance Liabilities and Related Costs | Self-Insurance Liabilities and Related Costs |
Income Taxes | Income Taxes We use estimates to determine our provision for income taxes and related assets and liabilities and any valuation allowance recorded against our net deferred tax assets. Valuation allowances have been established for the possibility that tax benefits may not be realized for certain deferred tax assets. Deferred income taxes are recognized based on the expected future tax consequences of differences between the financial statement basis and the tax basis of assets and liabilities, calculated using currently enacted tax rates. We record net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making this determination, we consider all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In the event we determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we will make an adjustment to the valuation allowance which would reduce the provision for income taxes. |
Derivatives and Hedging | Derivatives and Hedging We account for derivatives and hedging activities in accordance with derivatives and hedging accounting guidance that establishes accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in other contracts) be recorded in the consolidated balance sheet as either an asset or liability measured at its fair value. The guidance requires that changes in the derivative’s fair value be recognized currently in earnings unless specific hedge accounting criteria are met. |
Contingent Liabilities | Contingent Liabilities We are subject to various legal proceedings, claims and regulatory matters, the outcomes of which are subject to significant uncertainty. We determine whether to disclose or accrue for loss contingencies based on an assessment of whether the risk of loss is remote, reasonably possible or probable, and whether it can be reasonably estimated. We analyze our litigation and regulatory matters based on available information to assess the potential liabilities. Management’s assessment is developed based on an analysis of possible outcomes under various strategies. We accrue for loss contingencies when such amounts are probable and reasonably estimable. If a contingent liability is only reasonably possible, we will disclose the potential range of the loss, if estimable. We record losses related to contingencies in cost of operations or general and administration expenses, depending on the nature of the underlying transaction leading to the loss contingency. See Note 13, Commitments and Contingencies |
Revenue Recognition | Revenue Recognition We disaggregate our revenues by applicable service line: collection, landfill, transfer, transportation, landfill gas-to-energy, processing, and non-processing, which we refer to as our National Accounts business. Under the revenue recognition guidance, revenues are measured based on the consideration specified in a contract with a customer. The circumstances that impact the timing and amount of revenue recognized for each applicable service line may vary based on the nature of the service performed. We generally recognize revenues for services over time as we satisfy the performance obligation by transferring control over the service to the customer as the service is performed and the benefit is received and consumed by the customer. Services are typically delivered in a series as a single bundled performance obligation over either a designated period of time or for specified number of services. Services may also be delivered as a single bundled service, on a period-to-period basis, or in a spot transaction. Consideration may be variable on a per ton basis and/or fixed. Fixed consideration is allocated to each distinct service and variable consideration is allocated to the increment of time that the service is performed, and we have the contractual right to the fee. Fees are typically billed weekly, monthly, quarterly or in advance. Generally, the amount of consideration that we have the right to receive that is invoiced to the customer directly corresponds to the value of our performance completed to date. We do not disclose the amount of variable consideration included in the transaction price that is allocated to outstanding performance obligations when the variable consideration is allocated entirely to unsatisfied performance obligations or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation. Revenues that are not satisfied over time are recognized at a point-in-time. This typically includes the sale of recycled or organic materials, as well as renewable energy credits ("RECs"). Revenues from the sale of organic or recycled materials are recognized at a point-in-time as control of the materials transfers to the customer upon shipment or pick-up by the customer. Revenues from the sale of RECs are recognized at a point-in-time as the trade is executed and control transfers to the customer. Payments to customers that are not in exchange for a distinct good or service are recorded as a reduction of revenues. We make rebates to certain customers associated with payments for recycled or organic materials that are received and subsequently processed and sold to other third-parties. Rebates are generally recorded as a reduction of revenues upon the sale of such materials, or upon receipt of the recycled materials at our facilities. We did not record revenues in fiscal years 2023, 2022, or 2021 from performance obligations satisfied in previous periods. |
Asset Impairments | Asset Impairments Recovery of Long-Lived Assets. We continually assess whether events or changes in circumstances have occurred that may warrant revision of the estimated useful lives of our long-lived assets (other than goodwill) or whether the remaining balances of those assets should be evaluated for possible impairment. Long-lived assets include, for example, capitalized landfill costs, property and equipment, identifiable intangible assets, and operating lease right-of-use assets. Events or changes in circumstances that may indicate that an asset may be impaired include the following: • a significant decrease in the market price of an asset or asset group; • a significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical condition; • a significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset group, including an adverse action or assessment by a regulator; • an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; • a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group; • a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of significantly before the end of its previously estimated useful life; or • an impairment of goodwill at a reporting unit. There are certain indicators listed above that require significant judgment and understanding of the waste industry when applied to landfill development or expansion. For example, a regulator may initially deny a landfill expansion permit application although the expansion permit is ultimately granted. In addition, management may periodically divert waste from one landfill to another to conserve remaining permitted landfill airspace. Therefore, certain events could occur in the ordinary course of business and not necessarily be considered indicators of impairment due to the unique nature of the waste industry. If an impairment indicator occurs, we perform a test of recoverability by comparing the carrying value of the asset or asset group to its undiscounted expected future cash flows. We group our long-lived assets for this purpose at the lowest level for which identifiable cash flows are primarily independent of the cash flows of other assets or asset groups. If the carrying values are in excess of undiscounted expected future cash flows, we measure any impairment by comparing the fair value of the asset or asset group to its carrying value. To determine fair value, we use discounted cash flow analyses and estimates about the future cash flows of the asset or asset group. This analysis includes a determination of an appropriate discount rate, the amount and timing of expected future cash flows and growth rates. The cash flows employed in our discounted cash flow analyses are typically based on financial forecasts developed internally by management. The discount rate used is commensurate with the risks involved. We may also rely on third-party valuations and or information available regarding the market value for similar assets. If the fair value of an asset or asset group is determined to be less than the carrying amount of the asset or asset group, impairment in the amount of the difference is recorded in the period that the impairment occurs. Estimating future cash flows requires significant judgment and projections may vary from the cash flows eventually realized. Goodwill. We annually assess goodwill for impairment during the fourth quarter of our fiscal year or more frequently if events or circumstances indicate that impairment may exist. We may assess whether a goodwill impairment exists using either a qualitative or a quantitative assessment. If we perform a qualitative assessment, it involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. If based on this qualitative assessment we determine it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, we will not perform a quantitative assessment. If the qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, or if we elect not to perform a qualitative assessment, we perform a quantitative assessment to determine whether goodwill impairment exists at the reporting unit. In testing for goodwill impairment, we estimate the fair value of each reporting unit, which we have determined to be our geographic operating segments and our Resource Solutions operating segment, and compare the fair value with the carrying value of the net assets of each reporting unit. If the fair value is less than its carrying value, then we would recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value, noting that the amount is not to exceed the total amount of goodwill allocated to that reporting unit. To determine the fair value of each of our reporting units as a whole we use discounted cash flow analyses, which require significant assumptions and estimates about the future operations of each reporting unit. Significant judgments inherent in this analysis include the determination of appropriate discount rates, the amount and timing of expected future cash flows and growth rates. The cash flows employed in our discounted cash flow analyses are based on financial forecasts developed internally by management. Our discount rate assumptions are based on an assessment of our risk adjusted discount rate, applicable for each reporting unit. In assessing the reasonableness of our determined fair values of our reporting units, we evaluate our results against our current market capitalization. If the fair value of goodwill is less than its carrying value for a reporting unit, an impairment charge would be recorded to earnings. The loss recognized cannot exceed the carrying amount of goodwill. After a goodwill impairment loss is recognized, the adjusted carrying amount of goodwill becomes its new accounting basis. In addition to an annual goodwill impairment assessment, we would evaluate a reporting unit for impairment if events or circumstances change between annual tests indicating a possible impairment. Examples of such events or circumstances include the following: • a significant adverse change in legal status or in the business climate; • an adverse action or assessment by a regulator; • a more likely than not expectation that an operating segment or a significant portion thereof will be sold; or • the testing for recoverability of a significant asset group within the operating segment. We elected to perform a quantitative analysis as part of our annual goodwill impairment test for fiscal year 2023. As of October 1, 2023, our Eastern, Western, Mid-Atlantic and Resource Solutions reporting units indicated that the fair value of each reporting unit exceeded its carrying amount, including goodwill. In the case of our Eastern, Western and Resource Solutions reporting units, the fair value of each reporting unit exceeded its carrying value by in excess of 30%. In the case of our Mid-Atlantic reporting unit, the fair value of the reporting unit exceeded its carrying value by approximately 10% due to the proximity of the acquisition date. We incurred no impairment of goodwill as a result of our annual goodwill impairment tests in fiscal years 2023, 2022 or 2021. However, there can be no assurance that goodwill will not be impaired at any time in the future. Cost Method Investments. |
Defined Benefit Pension Plan | Defined Benefit Pension Plan |
Stock-Based Compensation | Stock-Based Compensation |
Earnings per Share | Earnings per Share |
Subsequent Events | Subsequent Events We have evaluated subsequent events or transactions that have occurred after the consolidated balance sheet date of December 31, 2023 through the date of this filing of the consolidated financial statements with the SEC on this Annual Report on Form 10-K and determined that, except as disclosed, there have been no material subsequent events that have occurred since December 31, 2023 through the date of this filing that would require recognition or disclosure in our consolidated financial statements. |
Fair Value Measurement | We use a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. These tiers include: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; and Level 3, defined as unobservable inputs that are not corroborated by market data. We use valuation techniques that maximize the use of market prices and observable inputs and minimize the use of unobservable inputs. In measuring the fair value of our financial assets and liabilities, we rely on market data or assumptions that we believe market participants would use in pricing an asset or a liability. Assets and Liabilities Accounted for at Fair Value on a Recurring Basis |
Segment Reporting | We report selected information about our reportable operating segments in a manner consistent with that used for internal management reporting. We classify our solid waste operations on a geographic basis through three regional operating segments, our Eastern, Western and Mid-Atlantic regions. The Mid-Atlantic region, which was formed as a result of the GFL Acquisition on June 30, 2023, commenced operations on July 1, 2023. Revenues associated with our solid waste operations are derived mainly from solid waste collection and disposal services, including landfill, transfer station and transportation services, landfill gas-to-energy services, and processing services in the eastern United States. Our Resource Solutions operating segment leverages our core competencies in materials processing, industrial recycling, organics and resource management service offerings to deliver a comprehensive solution for our larger commercial, municipal, institutional and industrial customers that have more diverse waste and recycling needs. Revenues associated with our Resource Solutions are comprised of processing services and non-processing services, which we refer to as our National Accounts business. Revenues from processing services are derived from customers in the form of processing fees, tipping fees, commodity sales, and organic material sales. Revenues from our National Accounts business are derived from brokerage services and overall resource management services providing a wide range of environmental services and resource management solutions to large and complex organizations, as well as traditional collection, disposal and recycling services provided to large account multi-site customers. Legal, tax, information technology, human resources, certain finance and accounting and other administrative functions are included in our Corporate Entities segment, which is not a reportable operating segment. Corporate Entities results reflect those costs not allocated to our reportable operating segments. |
ACCOUNTING CHANGES (Tables)
ACCOUNTING CHANGES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Recent Accounting Pronouncements | The following table provides a brief description of a recent Accounting Standards Update ("ASU") to the Accounting Standards Codification ("ASC") issued by the Financial Accounting Standards Board (“FASB”) that we adopted and is deemed to have a possible material impact on our consolidated financial statements based on current account balances and activity: Standard Description Effect on the Financial Statements or Other ASU No. 2020-04: Reference Rate Reform (Topic 848), as amended through December 2022 Provides temporary optional guidance to ease the potential burden in applying GAAP to contract modifications and hedging relationships that reference London Inter-Bank Offered Rate ("LIBOR") or another reference rate expected to be discontinued, subject to meeting certain criteria. This guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. Effective the quarter ended March 31, 2023, we elected optional expedients under this guidance that allowed us to maintain hedge effectiveness upon modifying contract terms related to reference rate reform in our amended and restated credit agreement, dated as of December 22, 2021, as amended by the first amendment, dated as of February 9, 2023, the second amendment, dated as of February 9, 2023, and the third amendment, dated as of April 25, 2023, collectively with the specified acquisition loan joinder, dated May 25, 2023 ("Loan Joinder") (the "Amended and Restated Credit Agreement") until we transitioned our interest rate derivative agreements from LIBOR to term secured overnight financing rate ("Term SOFR") in the quarter ended June 30, 2023. See Note 12, Debt . This guidance will be in effect through December 31, 2024. The following table provides a brief description of recent ASUs to the ASC issued by the FASB that are pending adoption and deemed to have a possible material impact on our consolidated financial statements based on current account balances and activity: Standard Description Effect on the Financial Statements or Other Accounting standards issued pending adoption as of December 31, 2023 ASU No. 2023-07: Improvements to Reportable Segment Disclosures (Topic 280) Requires entities to provide additional disclosure related to the chief operating decision maker ("CODM") and reportable operating segments, including providing more detailed information about reportable operating segment's significant expenses and how that information is used by the CODM. We are currently assessing the provisions of this guidance and expect that its adoption will have an impact on reportable operating segment disclosures within our consolidated financial statements and accompanying notes. This guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU No. 2023-09: Improvements to Income Tax Disclosures (Topic 740) Requires entities to provide additional disclosure related to the transparency and decision usefulness of income tax disclosures, including additional disclosure around the rate reconciliation and income taxes paid, We are currently assessing the provisions of this guidance and expect that its adoption will have an impact on income tax disclosures within our consolidated financial statements and accompanying notes. This guidance is effective for fiscal years beginning after December 15, 2024, with early adoption permitted. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Components of Property and Equipment | We provide for depreciation and amortization using the straight-line method by charges to operations in amounts that allocate the cost of the assets over their estimated useful lives as follows: Asset Classification Estimated Buildings and improvements 10-30 years Machinery and equipment 5-10 years Rolling stock 5-10 years Containers 5-12 years Furniture and Fixtures 3-8 years A summary of property and equipment is as follows: December 31, 2023 2022 Land $ 47,863 $ 37,321 Landfills 786,130 730,914 Finance lease right-of-use assets 101,770 90,362 Buildings and improvements 262,204 209,234 Machinery and equipment 287,175 243,359 Rolling stock 396,247 276,282 Containers 266,705 197,834 Total property and equipment (1) 2,148,094 1,785,306 Less: accumulated depreciation and amortization (1,167,541) (1,064,756) Property and equipment, net $ 980,553 $ 720,550 (1) Includes construction-in-process of $74,408 and $53,439 at December 31, 2023 and December 31, 2022, respectively, that have have not been placed in service and, therefore, have not begun depreciating.. |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | A table of revenues disaggregated by service line and timing of revenue recognition by operating segment follows: Fiscal Year Ended December 31, 2023 Eastern Western Mid-Atlantic (1) Resource Solutions Total Revenues Collection $ 266,991 $ 358,883 $ 84,716 $ — $ 710,590 Landfill 28,275 72,726 — — 101,001 Transfer 65,401 56,630 924 — 122,955 Transportation 4,994 15,632 — — 20,626 Landfill gas-to-energy 806 5,811 — — 6,617 Processing 7,996 1,958 — 105,997 115,951 National Accounts — — — 186,802 186,802 Total revenues $ 374,463 $ 511,640 $ 85,640 $ 292,799 $ 1,264,542 Transferred at a point-in-time $ 463 $ 2,731 $ — $ 34,654 $ 37,848 Transferred over time 374,000 508,909 85,640 258,145 1,226,694 Total revenues $ 374,463 $ 511,640 $ 85,640 $ 292,799 $ 1,264,542 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2022 Eastern Western Mid-Atlantic (1) Resource Solutions Total Revenues Collection $ 233,043 $ 306,544 $ — $ — $ 539,587 Landfill 27,301 70,241 — — 97,542 Transfer 65,800 44,762 — — 110,562 Transportation 5,619 14,248 — — 19,867 Landfill gas-to-energy 925 6,594 — — 7,519 Processing 7,370 2,764 — 119,045 129,179 National Accounts — — — 180,833 180,833 Total revenues $ 340,058 $ 445,153 $ — $ 299,878 $ 1,085,089 Transferred at a point-in-time $ 462 $ 2,138 $ — $ 52,735 $ 55,335 Transferred over time 339,596 443,015 — 247,143 1,029,754 Total revenues $ 340,058 $ 445,153 $ — $ 299,878 $ 1,085,089 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2021 Eastern Western Mid-Atlantic (1) Resource Solutions Total Revenues Collection $ 175,816 $ 266,869 $ — $ — $ 442,685 Landfill 25,241 66,732 — — 91,973 Transfer 53,882 37,400 — — 91,282 Transportation 1,683 12,047 — — 13,730 Landfill gas-to-energy 1,052 4,086 — — 5,138 Processing 6,895 2,386 — 93,323 102,604 National Accounts — — — 141,799 141,799 Total revenues $ 264,569 $ 389,520 $ — $ 235,122 $ 889,211 Transferred at a point-in-time $ 166 $ 1,719 $ — $ 63,666 $ 65,551 Transferred over time 264,403 387,801 — 171,456 823,660 Total revenues $ 264,569 $ 389,520 $ — $ 235,122 $ 889,211 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. |
BUSINESS COMBINATIONS (Tables)
BUSINESS COMBINATIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Purchase Price Paid for Acquisitions | A summary of the purchase price paid and the purchase price allocation for acquisitions follows: Fiscal Year Ended 2023 2022 2021 Purchase Price: Cash used in acquisitions, net of cash acquired $ 846,711 $ 76,573 $ 166,489 Other non-cash consideration — 1,275 — Open working capital settlements due from sellers (2,873) — — Holdbacks, additional consideration owed to sellers and contingent consideration 2,729 4,840 5,194 Total consideration 846,567 82,688 171,683 Allocated as follows: Current assets (1) 19,524 7,644 7,218 Property and equipment: Land 8,440 3,141 1,321 Finance lease right-of-use-assets — — 31,467 Buildings and improvements 28,411 8,576 11,046 Machinery, equipment and other 177,916 11,689 46,396 Operating lease right-of-use assets 11,786 405 6,500 Intangible assets: Trade names 4,320 55 8,350 Covenants not-to-compete 30,860 2,424 1,807 Customer relationships 145,393 12,224 36,195 Other non-current assets — 40 — Deferred tax liability (9,058) — — Current liabilities (21,417) (3,812) (6,014) Other long-term liabilities (828) (123) — Financing lease liabilities, less current portion — — (10,535) Operating lease liabilities, less current portion (9,939) (282) — Fair value of assets acquired and liabilities assumed 385,408 41,981 133,751 Excess purchase price to be allocated to goodwill $ 461,159 $ 40,707 $ 37,932 (1) Includes contract receivables in fiscal year 2023, 2022 and 2021 of $17,002, $6,806 and $5,340, respectively. |
Schedule of Unaudited Pro forma Combined Information | Unaudited pro forma combined information that shows our operational results as though each acquisition completed since the beginning of the prior fiscal year had occurred as of January 1, 2021 is as follows. Fiscal Year Ended 2023 2022 2021 Revenues $ 1,436,871 $ 1,412,377 $ 1,303,556 Operating income $ 89,236 $ 113,842 $ 99,286 Net income $ 28,507 $ 60,121 $ 36,200 Basic earnings per share attributable to common stockholders: Basic weighted average shares outstanding 55,174 51,623 51,312 Basic earnings per common share $ 0.52 $ 1.16 $ 0.71 Diluted earnings per share attributable to common stockholders: Diluted weighted average shares outstanding 55,274 51,767 51,515 Diluted earnings per common share $ 0.52 $ 1.16 $ 0.70 |
ACCOUNTS RECEIVABLE, NET OF A_2
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE FOR CREDIT LOSSES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Credit Loss [Abstract] | |
Schedule of Changes to Allowance for Credit Losses | A summary of the changes to allowance for credit losses follows: Fiscal Year Ended 2023 2022 2021 Balance at beginning of period $ 3,016 $ 3,276 $ 2,333 Additions - charged to expense 2,468 1,893 1,896 Deductions - write offs charged against the allowance, net of recoveries (1,418) (2,153) (953) Balance at end of period $ 4,066 $ 3,016 $ 3,276 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Components of Property and Equipment | We provide for depreciation and amortization using the straight-line method by charges to operations in amounts that allocate the cost of the assets over their estimated useful lives as follows: Asset Classification Estimated Buildings and improvements 10-30 years Machinery and equipment 5-10 years Rolling stock 5-10 years Containers 5-12 years Furniture and Fixtures 3-8 years A summary of property and equipment is as follows: December 31, 2023 2022 Land $ 47,863 $ 37,321 Landfills 786,130 730,914 Finance lease right-of-use assets 101,770 90,362 Buildings and improvements 262,204 209,234 Machinery and equipment 287,175 243,359 Rolling stock 396,247 276,282 Containers 266,705 197,834 Total property and equipment (1) 2,148,094 1,785,306 Less: accumulated depreciation and amortization (1,167,541) (1,064,756) Property and equipment, net $ 980,553 $ 720,550 (1) Includes construction-in-process of $74,408 and $53,439 at December 31, 2023 and December 31, 2022, respectively, that have have not been placed in service and, therefore, have not begun depreciating.. |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Schedule of Lease Costs and Other Lease Information | A schedule of lease costs and other lease information follows: Fiscal Year Ended 2023 2022 Lease cost: Amortization of right-of-use assets $ 7,383 $ 6,339 Interest expense 1,840 1,638 Fixed lease cost - vehicles, equipment and property 6,292 5,130 Fixed lease cost - landfill operating leases 9,026 8,674 Fixed lease cost 15,318 13,804 Short-term lease cost 5,313 3,884 Variable lease cost 604 522 Total lease cost $ 30,458 $ 26,187 Other information: Cash paid for amounts included in the measurement of lease liabilities: Financing cash flows for finance leases $ 8,981 $ 7,847 Operating cash flows for operating leases $ 10,578 $ 10,009 Right-of-use assets obtained in exchange for new finance lease liabilities $ 12,211 $ 11,919 Right-of-use assets obtained in exchange for new operating lease liabilities $ 19,796 $ 9,835 December 31, 2023 Weighted-average remaining lease term - finance leases (years) 4.9 Weighted-average remaining lease term - operating leases (years) 9.9 Weighted-average discount rate - finance leases 4.0 % Weighted-average discount rate - operating leases 4.7 % |
Schedule of Estimated Minimum Future Finance Lease Obligations | Estimated minimum future lease obligations as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Operating Leases Finance Leases Fiscal year ending December 31, 2024 $ 12,293 $ 12,432 Fiscal year ending December 31, 2025 12,586 12,230 Fiscal year ending December 31, 2026 11,098 11,628 Fiscal year ending December 31, 2027 12,423 7,648 Fiscal year ending December 31, 2028 7,790 6,985 Thereafter 39,230 8,900 Total lease payments 95,420 59,823 Less: interest (20,307) (6,757) Lease liability balance $ 75,113 $ 53,066 |
Schedule of Estimated Minimum Future Operating Lease Obligations | Estimated minimum future lease obligations as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Operating Leases Finance Leases Fiscal year ending December 31, 2024 $ 12,293 $ 12,432 Fiscal year ending December 31, 2025 12,586 12,230 Fiscal year ending December 31, 2026 11,098 11,628 Fiscal year ending December 31, 2027 12,423 7,648 Fiscal year ending December 31, 2028 7,790 6,985 Thereafter 39,230 8,900 Total lease payments 95,420 59,823 Less: interest (20,307) (6,757) Lease liability balance $ 75,113 $ 53,066 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Activity and Balances Related to Goodwill by Reporting Segment | A summary of the activity and balances related to goodwill by reportable operating segment is as follows: December 31, 2022 Acquisitions Measurement Period Adjustments December 31, 2023 Eastern $ 52,406 $ 21,487 $ — $ 73,893 Western 183,286 101,717 53 285,056 Mid-Atlantic — 332,247 — 332,247 Resource Solutions 38,766 5,708 — 44,474 Total $ 274,458 $ 461,159 $ 53 $ 735,670 December 31, 2021 Acquisitions Measurement Period Adjustments December 31, 2022 Eastern $ 52,072 $ 93 $ 241 $ 52,406 Western 163,728 18,908 650 183,286 Mid-Atlantic — — — — Resource Solutions 17,060 21,706 — 38,766 Total $ 232,860 $ 40,707 $ 891 $ 274,458 |
Schedule of Components of Intangible Assets | A summary of intangible assets is as follows: Covenants Customer Relationships Trade Names Total Balance, December 31, 2023 Intangible assets $ 62,173 $ 272,571 $ 12,725 $ 347,469 Less accumulated amortization (26,645) (72,227) (7,168) (106,040) $ 35,528 $ 200,344 $ 5,557 $ 241,429 Covenants Customer Relationships Trade Names Total Balance, December 31, 2022 Intangible assets $ 31,201 $ 127,179 $ 8,405 $ 166,785 Less accumulated amortization (24,129) (46,162) (4,711) (75,002) $ 7,072 $ 81,017 $ 3,694 $ 91,783 |
Schedule of Estimated Future Amortization Expense | Based on the amortizable intangible assets recorded in the consolidated balance sheets at December 31, 2023, intangible amortization expense for each of the next five fiscal years and thereafter is estimated as follows: Fiscal year ending December 31, 2024 $ 47,387 Fiscal year ending December 31, 2025 $ 43,388 Fiscal year ending December 31, 2026 $ 38,645 Fiscal year ending December 31, 2027 $ 34,149 Fiscal year ending December 31, 2028 $ 29,166 Thereafter $ 48,694 |
FINAL CAPPING, CLOSURE AND PO_2
FINAL CAPPING, CLOSURE AND POST-CLOSURE COSTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Changes to Accrued Capping, Closure and Post-Closure Liabilities | The changes to accrued final capping, closure and post-closure liabilities are as follows: Fiscal Year Ended 2023 2022 Beginning balance $ 113,678 $ 86,914 Obligations incurred 5,447 4,857 Revisions in estimates (1) 14,030 18,415 Accretion expense 9,529 7,565 Obligations settled (2) (11,801) (4,073) Write-off of capping payments (3) 3,021 — Ending balance $ 133,904 $ 113,678 (1) Relates to changes in estimates and assumptions concerning anticipated waste flow, costs, including as a result of higher inflation, and timing of future final capping, closure and post-closure activities at our landfills. (2) May include amounts paid and amounts that are being processed through accounts payable as a part of our disbursement cycle. (3) Relates to the write-off of $3,021 of historical payments associated with capping work that has been deemed no longer viable due to a veneer failure at the Ontario County Landfill that we operate. See Note 18, Other Items and Charges for additional disclosure. |
OTHER ACCRUED LIABILITIES (Tabl
OTHER ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Other accrued liabilities, classified as current liabilities, at December 31, 2023 and 2022 are as follows: December 31, 2023 2022 Accrued capital expenditures $ 7,362 $ 10,842 Other accrued liabilities 41,094 35,395 Total $ 48,456 $ 46,237 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | A summary of debt is as follows: December 31, 2023 2022 Senior Secured Credit Facility: Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 $ 350,000 $ 350,000 Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 419,250 — Revolving Credit Facility ("Revolving Credit Facility") due December 2026; bearing interest at Term SOFR plus 1.725% — 6,000 Tax-Exempt Bonds: New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014 ("New York Bonds 2014R-1") due December 2044 - fixed rate interest period bearing interest at 2.875% through December 2029 25,000 25,000 New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014R-2 ("New York Bonds 2014R-2") due December 2044 - fixed rate interest period bearing interest at 3.125% through May 2026 15,000 15,000 New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2020 ("New York Bonds 2020") due September 2050 - fixed rate interest period bearing interest at 2.750% through September 2025 40,000 40,000 New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2020R-2 ("New York Bonds 2020R-2") due September 2050 - fixed rate interest period bearing interest at 5.125% through September 2030 35,000 — Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-3 ("FAME Bonds 2005R-3") due January 2025 - fixed rate interest period bearing interest at 5.25% through January 2025 25,000 25,000 Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015R-1 ("FAME Bonds 2015R-1") due August 2035 - fixed rate interest period bearing interest at 5.125% through July 2025 15,000 15,000 Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015R-2 ("FAME Bonds 2015R-2") due August 2035 - fixed rate interest period bearing interest at 4.375% through July 2025 15,000 15,000 Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2013 ("Vermont Bonds 2013") due April 2036 - fixed rate interest period bearing interest at 4.625% through April 2028 16,000 16,000 Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2022A-1 ("Vermont Bonds 2022A-1") due June 2052 - fixed rate interest period bearing interest at 5.00% through May 2027 35,000 35,000 Business Finance Authority of the State of New Hampshire Solid Waste Disposal Revenue Bonds Series 2013 ("New Hampshire Bonds") due April 2029 - fixed rate interest period bearing interest at 2.95% through April 2029 11,000 11,000 Other: Finance leases 53,066 49,813 Notes payable maturing through March 2025; bearing interest up to 8.1% 230 664 Principal amount of debt 1,054,546 603,477 Less—unamortized debt issuance costs 11,103 9,494 Debt less unamortized debt issuance costs 1,043,443 593,983 Less—current maturities of debt 35,781 8,968 Debt, less current portion $ 1,007,662 $ 585,015 Term SOFR Loans Base Rate Loans Term Loan Facility 1.125% to 2.125% 0.125% to 1.125% Revolving Credit Facility 1.125% to 2.125% 0.125% to 1.125% 2023 Term Loan Facility 1.625% to 2.625% 0.625% to 1.625% |
Schedule of Components of Interest Expense | The components of interest expense are as follows: Fiscal Year Ended 2023 2022 2021 Interest expense on long-term debt and finance leases $ 44,836 $ 21,691 $ 19,201 Amortization of debt issuance costs (1) 2,962 1,903 2,288 Letter of credit fees 423 458 458 Less: capitalized interest (643) (330) (718) Total interest expense $ 47,578 $ 23,722 $ 21,229 (1) Includes interest expense related to a short-term secured bridge financing entered into in connection with the GFL Acquisition and interest expense related to a short-term unsecured bridge financing entered into in connection with the Twin Bridges Acquisition of $395 and $101, respectively, during the fiscal year ended December 31, 2023. |
Schedule of Notional Amounts | A summary of the changes to the notional amount of interest rate derivative agreements follows: Active Forward Starting Total Balance, December 31, 2021 $ 195,000 $ 85,000 $ 280,000 Commencements 65,000 (65,000) — Maturities (70,000) — (70,000) Balance, December 31, 2022 (1) 190,000 20,000 210,000 Additions 390,000 — 390,000 Commencements 20,000 (20,000) — Maturities (85,000) — (85,000) Balance, December 31, 2023 (2) $ 515,000 $ — $ 515,000 (1) These agreements mature between May 2023 and May 2028 and state that we receive interest based on 1-month LIBOR, restricted by a 0.0% floor in some instances, and pay interest at a weighted average rate of approximately 2.11%. (2) These agreements mature between February 2026 and June 2028 and state that we receive interest based on Term SOFR, restricted by a 0.0% floor, and pay interest at a weighted average rate of approximately 3.60%. |
Schedule of Cash Flow Hedges Related to Derivative Instruments | A summary of the effect of cash flow hedges related to derivative instruments on the consolidated balance sheets follows: Fair Value Balance Sheet Location December 31, December 31, Interest rate swaps Other current assets $ 5,951 $ 4,345 Interest rate swaps Other non-current assets 4,413 7,461 Total $ 10,364 $ 11,806 Interest rate swaps Other long-term liabilities $ 11,762 $ — Interest rate swaps Accumulated other comprehensive (loss) income, net $ (1,398) $ 11,806 Interest rate swaps - tax effect Accumulated other comprehensive (loss) income, net 318 (4,264) $ (1,080) $ 7,542 |
Schedule of Future Maturities of Debt | Aggregate principal maturities of debt as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Fiscal year ending December 31, 2024 $ 35,781 Fiscal year ending December 31, 2025 66,455 Fiscal year ending December 31, 2026 724,288 Fiscal year ending December 31, 2027 6,965 Fiscal year ending December 31, 2028 6,566 Thereafter 214,491 $ 1,054,546 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Environmental Remedial Liability | A summary of the changes to the aggregate environmental remediation liabilities for the twelve months ended December 31, 2023 and 2022 follows: Twelve Months Ended 2023 2022 Beginning balance $ 6,335 $ 5,887 Accretion expense 100 104 Obligations incurred (1) — 759 Obligations settled (2) (546) (415) Ending balance 5,889 6,335 Less: current portion 1,662 814 Long-term portion $ 4,227 $ 5,521 (1) Associated with the investigation of potential remediation at an inactive waste disposal site that adjoins one of the landfills that we operate. (2) May include amounts paid and amounts that are being processed through accounts payable as a part of our disbursement cycle. |
Schedule of Total Expected Environmental Remediation Payments for Succeeding Year | The total expected environmental remediation payments, as of December 31, 2023 for each of the next five fiscal years and thereafter are as follows: Fiscal year ending December 31, 2024 $ 1,499 Fiscal year ending December 31, 2025 308 Fiscal year ending December 31, 2026 318 Fiscal year ending December 31, 2027 299 Fiscal year ending December 31, 2028 306 Thereafter 3,704 Total $ 6,434 |
Schedule of Reconciliation of Expected Aggregate Non-inflated, Undiscounted Environmental Remediation Liability to Amount Recognized in Statement of Financial Position | A reconciliation of the expected aggregate non-inflated, undiscounted environmental remediation liabilities to the amount recognized in our consolidated balance sheet at December 31, 2023 is as follows: Undiscounted liability $ 6,434 Less discount, net (545) Liability balance - December 31, 2023 $ 5,889 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | A summary of stock option activity is as follows: Stock Options Weighted Weighted Aggregate Outstanding, December 31, 2022 129 $ 55.60 Granted 18 $ 79.72 Exercised (18) $ 4.88 Forfeited or expired — $ — Outstanding, December 31, 2023 129 $ 66.03 7.5 $ 2,504 Exercisable, December 31, 2023 49 $ 40.60 5.2 $ 2,177 |
Schedule of Restricted Stock, Restricted Stock Unit and Performance Stock Unit Activity | A summary of restricted stock award, restricted stock unit and performance stock unit activity is as follows: Restricted Stock Awards, Restricted Stock Units, and Performance Stock Units (1) Weighted Weighted Average Aggregate Intrinsic Outstanding, December 31, 2022 169 $ 75.52 Granted 121 $ 80.99 Class A common stock vested (101) $ 65.21 Forfeited or canceled (8) $ 77.77 Outstanding, December 31, 2023 181 $ 84.82 2.0 $ 15,474 Unvested, December 31, 2023 288 $ 87.35 1.9 $ 24,593 (1) Performance stock unit grants are included at 100%. Attainment of maximum performance targets and market achievements would result in the issuance of an additional 107 shares of Class A common stock currently included in unvested. The market-based performance stock unit grants that vested in fiscal year 2023 resulted in the issuance of 43 additional shares of Class A common stock. |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in the balances of each component of accumulated other comprehensive (loss) income, net of tax are as follows: Interest Rate Swaps Balance as of December 31, 2020 $ (11,517) Other comprehensive income before reclassifications 3,737 Amounts reclassified from accumulated other comprehensive loss 4,763 Income tax provision related to items in other comprehensive income (2,086) Other comprehensive income 6,414 Balance as of December 31, 2021 (5,103) Other comprehensive income before reclassifications 15,297 Amounts reclassified from accumulated other comprehensive loss 1,443 Income tax provision related to items in other comprehensive income (4,095) Other comprehensive income 12,645 Balance as of December 31, 2022 7,542 Other comprehensive loss before reclassifications (6,843) Amounts reclassified from accumulated other comprehensive loss (6,361) Income tax benefit related to items in other comprehensive loss 4,582 Other comprehensive loss (8,622) Balance as of December 31, 2023 $ (1,080) |
Schedule of Reclassification Out of Accumulated Other Comprehensive Income (Loss) | A summary of reclassifications out of accumulated other comprehensive (loss) income, net of tax for fiscal years 2023, 2022 and 2021 is as follows: Fiscal Year Ended 2023 2022 2021 Details About Accumulated Other Comprehensive (Loss) Income, Net of Tax Components Accumulated Other Comprehensive (Loss) Income, Net of Tax Affected Line Item in the Consolidated Interest rate swaps $ (6,361) $ 1,443 $ 4,763 Interest expense 6,361 (1,443) (4,763) Income before income taxes 2,633 98 (1,142) Provision for income taxes $ 3,728 $ (1,541) $ (3,621) Net income |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Schedule of Recurring Fair Value Measurements | Summaries of our financial assets and liabilities that are measured at fair value on a recurring basis are as follows: Fair Value Measurement at December 31, 2023 Using: Quoted Prices in Significant Other Significant Assets: Interest rate swaps $ — $ 10,364 $ — Restricted investment securities - landfill closure 2,203 — — $ 2,203 $ 10,364 $ — Liabilities: Interest rate swaps $ — $ 11,762 $ — $ — $ 11,762 $ — Fair Value Measurement at December 31, 2022 Using: Quoted Prices in Significant Other Significant Assets: Interest rate swaps $ — $ 11,806 $ — Restricted investment securities - landfill closure 1,900 — — $ 1,900 $ 11,806 $ — Liabilities: Interest rate swaps $ — $ — $ — Contingent consideration - acquisition (1) — — 965 $ — $ — $ 965 (1) In the fiscal year ended December 31, 2023, we recorded a gain on resolution of acquisition-related contingent consideration of $965, within cost of operations, associated with the reversal of a contingency for a transfer station permit expansion that is no longer deemed viable. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Benefit for Income Taxes | A summary of the provision for income taxes is as follows: Fiscal Year Ended 2023 2022 2021 Federal Deferred 8,155 15,645 12,356 8,155 15,645 12,356 State Current 4,385 5,362 1,873 Deferred (894) 880 2,717 3,491 6,242 4,590 Provision for income taxes $ 11,646 $ 21,887 $ 16,946 |
Schedule of Difference in Benefit for Income Taxes | The differences in the provision for income taxes and the amounts determined by applying the Federal statutory rate to income before income taxes are as follows: Fiscal Year Ended 2023 2022 2021 Federal statutory rate 21 % 21 % 21 % Tax at statutory rate $ 7,779 $ 15,743 $ 12,190 State income taxes, net of federal benefit 1,383 6,087 3,868 Change in valuation allowance 912 (1,425) (388) Federal effect of change in state valuation allowance (312) 282 74 Non-deductible officer compensation 996 1,300 1,338 Non-deductible expenses 809 782 322 Deductible stock awards (963) (627) (363) Tax credits (60) (83) (153) Reversal of disproportionate tax effects in other comprehensive (loss) income 938 — — Other, net 164 (172) 58 Provision for income taxes $ 11,646 $ 21,887 $ 16,946 |
Schedule of Deferred Tax Assets and Liabilities | : December 31, 2023 2022 Deferred tax assets: Accrued expenses and reserves $ 49,339 $ 43,437 Net operating loss carryforwards 30,165 13,398 General business and state tax credit carryforwards 6,862 6,987 Interest expense limitation 6,690 — Stock awards 2,690 2,728 Unrealized loss on swaps 375 — Other 1,567 2,419 Total deferred tax assets 97,688 68,969 Less: valuation allowance (5,580) (4,668) Total deferred tax assets after valuation allowance 92,108 64,301 Deferred tax liabilities: Tax over book depreciation of property and equipment (58,927) (21,561) Amortization of intangibles (22,540) (17,252) Unrealized gain on swaps — (3,022) Other (44) — Total deferred tax liabilities (81,511) (41,835) Net deferred tax asset $ 10,597 $ 22,466 |
OTHER ITEMS AND CHARGES (Tables
OTHER ITEMS AND CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Unusual or Infrequent Items, or Both [Abstract] | |
Schedule of Southbridge Landfill Closure Charge, Net | Accordingly, in fiscal years 2023, 2022 and 2021, we recorded charges associated with the closure of the Southbridge Landfill as follows: Fiscal Year Ended 2023 2022 2021 Legal and transaction costs (1) $ 412 $ 684 $ 868 Contract settlement charge (2) — — 572 Landfill closure project charge (credit) (3) 55 752 (944) Southbridge Landfill closure charge, net $ 467 $ 1,436 $ 496 (1) We incurred legal costs as well as other transaction costs associated with various matters as part of the Southbridge Landfill closure. (2) We updated the cost estimates associated with a contract settlement charge associated with the Southbridge Landfill closure and the remaining future obligations due to the Town of Southbridge under the landfill operating agreement with the Town of Southbridge. (3) We recorded a landfill closure project charge (credit) each fiscal year associated with revised costs under the closure plan at Southbridge Landfill. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Numerator and Denominator Used in Computation of Earnings per Share | A summary of the numerator and denominators used in the computation of earnings per share is as follows: Fiscal Year Ended 2023 2022 2021 Numerator: Net income $ 25,399 $ 53,079 $ 41,100 Denominator: Class A common stock 57,007 50,704 50,423 Class B common stock 988 988 988 Unvested restricted stock awards — (1) (2) Effect of weighted average shares outstanding (1) (2,821) (68) (97) Basic weighted average common shares outstanding 55,174 51,623 51,312 Impact of potentially dilutive securities: Dilutive effect of stock options and stock awards 100 144 203 Diluted weighted average common shares outstanding 55,274 51,767 51,515 Anti-dilutive potentially issuable shares 93 111 10 (1) The adjustment in fiscal year 2023 is primarily associated with the 6,053 shares of Class A common stock issued as part of the public offering completed on June 16, 2023. See Note 14, Stockholders’ Equity for disclosure regarding the public offering of Class A common stock. |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Financial Information by Reportable Segment | Fiscal Year Ended December 31, 2023 Segment Outside Inter-company Depreciation and Operating income (loss) Interest Capital Goodwill Total assets Eastern $ 374,463 $ 92,938 $ 50,881 $ 27,198 $ 638 $ 43,817 $ 73,893 $ 434,323 Western 511,640 173,044 82,291 62,318 380 82,706 285,056 1,001,090 Mid-Atlantic (1) 85,640 417 20,263 (5,790) — 5,271 332,247 553,339 Resource Solutions 292,799 15,337 14,202 5,639 143 14,586 44,474 253,090 Corporate Entities — — 3,068 (8,938) 35,676 8,527 — 293,628 Eliminations — (281,736) — — — — — — $ 1,264,542 $ — $ 170,705 $ 80,427 $ 36,837 $ 154,907 $ 735,670 $ 2,535,470 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2022 Segment Outside Inter-company Depreciation and Operating income (loss) Interest Capital Goodwill Total assets Eastern $ 340,058 $ 83,201 $ 47,673 $ 16,559 $ 565 $ 38,501 $ 52,406 $ 372,895 Western 445,153 151,016 64,116 65,453 508 65,190 183,286 737,658 Mid-Atlantic (1) — — — — — — — — Resource Solutions 299,878 5,734 12,082 15,862 146 15,172 38,766 191,118 Corporate Entities — — 2,480 (2,480) 21,794 12,097 — 147,544 Eliminations — (239,951) — — — — — — $ 1,085,089 $ — $ 126,351 $ 95,394 $ 23,013 $ 130,960 $ 274,458 $ 1,449,215 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. Fiscal Year Ended December 31, 2021 Segment Outside Inter-company Depreciation and Operating income (loss) Interest Capital Goodwill Total assets Eastern $ 264,569 $ 66,126 $ 33,572 $ 12,937 $ 456 $ 31,489 $ 52,072 $ 357,446 Western 389,520 132,914 61,055 49,035 159 72,892 163,728 688,826 Mid-Atlantic (1) — — — — — — — — Resource Solutions 235,122 3,258 7,060 17,591 168 12,094 17,060 127,304 Corporate Entities — — 1,903 (1,903) 20,144 6,820 — 110,004 Eliminations — (202,298) — — — — — — $ 889,211 $ — $ 103,590 $ 77,660 $ 20,927 $ 123,295 $ 232,860 $ 1,283,580 (1) Operations under the Mid-Atlantic region commenced July 1, 2023. |
Schedule of Revenue Attributable to Services Provided by Company | Amount of our total revenue attributable to services provided are as follows: Fiscal Year Ended 2023 2022 2021 Collection $ 710,590 56.2 % $ 539,587 49.7 % $ 442,685 49.8 % Disposal 244,582 19.3 % 227,971 21.0 % 196,985 22.2 % Power generation 6,617 0.5 % 7,519 0.7 % 5,138 0.6 % Processing 9,954 0.8 % 10,134 1.0 % 9,281 1.0 % Solid waste operations 971,743 76.8 % 785,211 72.4 % 654,089 73.6 % Processing 105,997 8.4 % 119,045 10.9 % 93,323 10.5 % National Accounts 186,802 14.8 % 180,833 16.7 % 141,799 15.9 % Resource Solutions operations 292,799 23.2 % 299,878 27.6 % 235,122 26.4 % Total revenues $ 1,264,542 100.0 % $ 1,085,089 100.0 % $ 889,211 100.0 % |
BASIS OF PRESENTATION (Detail)
BASIS OF PRESENTATION (Detail) | 12 Months Ended | |
Jun. 30, 2023 subsidiary | Dec. 31, 2023 segment state | |
Segment Reporting Information [Line Items] | ||
Number of states in which entity operates | state | 9 | |
Number of wholly owned subsidiaries acquired | subsidiary | 4 | |
Solid waste operations | ||
Segment Reporting Information [Line Items] | ||
Operating segments | segment | 3 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Estimated Useful Lives of Assets (Detail) | Dec. 31, 2023 |
Minimum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 10 years |
Minimum | Machinery and equipment | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 5 years |
Minimum | Rolling stock | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 5 years |
Minimum | Containers | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 5 years |
Minimum | Furniture and Fixtures | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 3 years |
Maximum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 30 years |
Maximum | Machinery and equipment | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 10 years |
Maximum | Rolling stock | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 10 years |
Maximum | Containers | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 12 years |
Maximum | Furniture and Fixtures | |
Property, Plant and Equipment [Line Items] | |
Property plant and equipment, estimated useful life | 8 years |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Landfill and Lease Accounting (Detail) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) agreement | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Property, Plant and Equipment [Line Items] | |||
Capitalized interest | $ 643,000 | $ 330,000 | $ 718,000 |
Closure and post-closure costs incurrence period | 30 years | ||
Estimate of inflation rate | 2.40% | ||
Accretion expense | $ 9,529,000 | 7,565,000 | |
Number of operation and management agreements entered into | agreement | 3 | ||
Closure and post closure costs | |||
Property, Plant and Equipment [Line Items] | |||
Accretion expense | $ 9,529,000 | 7,565,000 | $ 6,775,000 |
Surety bond | 241,728,000 | 231,871,000 | |
Letters of credit | $ 0 | $ 0 | |
Discount rate | Minimum | |||
Property, Plant and Equipment [Line Items] | |||
Asset retirement obligation measurement input | 6.10% | ||
Discount rate | Maximum | |||
Property, Plant and Equipment [Line Items] | |||
Asset retirement obligation measurement input | 10% |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Intangible Assets and Investments in Unconsolidated Entities (Detail) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Intangible assets, useful life | 10 years | |
Investments under equity method of accounting | $ 0 | $ 0 |
Cost method investments | $ 10,967,000 | $ 10,967,000 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Self-Insurance Liabilities and Related Costs (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Capital Leased Assets [Line Items] | ||
Maximum exposure per individual event | $ 1,250 | |
Self insurance reserves | 22,427 | $ 22,184 |
Automobile Plan | Minimum | ||
Capital Leased Assets [Line Items] | ||
Potential exposure per individual event | 1,750 | |
Automobile Plan | Maximum | ||
Capital Leased Assets [Line Items] | ||
Potential exposure per individual event | $ 3,875 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -Revenue Recognition (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Accounting Policies [Abstract] | ||
Gross receivables from contracts | $ 158,931 | $ 102,234 |
Contract liabilities | $ 31,472 | $ 3,742 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Asset Impairments (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Goodwill impairment incurred | $ 0 | $ 0 | $ 0 |
Impairment of investments | $ 0 | $ 0 | $ 0 |
Mid-Atlantic | |||
Segment Reporting Information [Line Items] | |||
Percentage of fair value in excess of carrying amount | 30% | ||
Eastern | |||
Segment Reporting Information [Line Items] | |||
Percentage of fair value in excess of carrying amount | 10% | ||
Western | |||
Segment Reporting Information [Line Items] | |||
Percentage of fair value in excess of carrying amount | 10% | ||
Resource Solutions | |||
Segment Reporting Information [Line Items] | |||
Percentage of fair value in excess of carrying amount | 10% |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Defined Benefit Pension Plan (Details) | 12 Months Ended |
Dec. 31, 2023 plan | |
Pension Plan | |
Multiemployer Plans [Line Items] | |
Number of plans | 1 |
REVENUE RECOGNITION (Details)
REVENUE RECOGNITION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 1,264,542 | $ 1,085,089 | $ 889,211 |
Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 374,463 | 340,058 | 264,569 |
Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 511,640 | 445,153 | 389,520 |
Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 85,640 | 0 | 0 |
Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 292,799 | 299,878 | 235,122 |
Collection | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 710,590 | 539,587 | 442,685 |
Collection | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 266,991 | 233,043 | 175,816 |
Collection | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 358,883 | 306,544 | 266,869 |
Collection | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 84,716 | 0 | 0 |
Collection | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Landfill | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 101,001 | 97,542 | 91,973 |
Landfill | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 28,275 | 27,301 | 25,241 |
Landfill | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 72,726 | 70,241 | 66,732 |
Landfill | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Landfill | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Transfer | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 122,955 | 110,562 | 91,282 |
Transfer | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 65,401 | 65,800 | 53,882 |
Transfer | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 56,630 | 44,762 | 37,400 |
Transfer | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 924 | 0 | 0 |
Transfer | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Transportation | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 20,626 | 19,867 | 13,730 |
Transportation | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 4,994 | 5,619 | 1,683 |
Transportation | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 15,632 | 14,248 | 12,047 |
Transportation | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Transportation | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Landfill gas-to-energy | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 6,617 | 7,519 | 5,138 |
Landfill gas-to-energy | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 806 | 925 | 1,052 |
Landfill gas-to-energy | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 5,811 | 6,594 | 4,086 |
Landfill gas-to-energy | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Landfill gas-to-energy | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Processing | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 115,951 | 129,179 | 102,604 |
Processing | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 7,996 | 7,370 | 6,895 |
Processing | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 1,958 | 2,764 | 2,386 |
Processing | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Processing | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 105,997 | 119,045 | 93,323 |
National Accounts | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 186,802 | 180,833 | 141,799 |
National Accounts | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
National Accounts | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
National Accounts | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
National Accounts | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 186,802 | 180,833 | 141,799 |
Transferred at a point-in-time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 37,848 | 55,335 | 65,551 |
Transferred at a point-in-time | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 463 | 462 | 166 |
Transferred at a point-in-time | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 2,731 | 2,138 | 1,719 |
Transferred at a point-in-time | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 0 | 0 | 0 |
Transferred at a point-in-time | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 34,654 | 52,735 | 63,666 |
Transferred over time | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 1,226,694 | 1,029,754 | 823,660 |
Transferred over time | Eastern | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 374,000 | 339,596 | 264,403 |
Transferred over time | Western | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 508,909 | 443,015 | 387,801 |
Transferred over time | Mid-Atlantic | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 85,640 | 0 | 0 |
Transferred over time | Resource Solutions | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ 258,145 | $ 247,143 | $ 171,456 |
BUSINESS COMBINATIONS - Narrati
BUSINESS COMBINATIONS - Narrative (Detail) - business | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Acquisition [Line Items] | |||
Number of businesses acquired | 7 | 14 | 10 |
Intangible assets, useful life | 10 years | ||
Minimum | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 2 years | ||
Maximum | |||
Business Acquisition [Line Items] | |||
Intangible assets, useful life | 10 years | ||
Solid-Waste Collection Businesses | |||
Business Acquisition [Line Items] | |||
Number of businesses acquired | 5 |
BUSINESS COMBINATIONS - Schedul
BUSINESS COMBINATIONS - Schedule of Purchase Price Paid for Acquisitions (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Purchase Price: | |||
Cash used in acquisitions, net of cash acquired | $ 851,839 | $ 78,197 | $ 170,647 |
Open working capital settlements due from sellers | (2,873) | 0 | 0 |
Allocated as follows: | |||
Excess purchase price to be allocated to goodwill | 735,670 | 274,458 | 232,860 |
Transfer Stations Acquisition | |||
Purchase Price: | |||
Cash used in acquisitions, net of cash acquired | 846,711 | 76,573 | 166,489 |
Other non-cash consideration | 0 | 1,275 | 0 |
Holdbacks, additional consideration owed to sellers and contingent consideration | 2,729 | 4,840 | 5,194 |
Total consideration | 846,567 | 82,688 | 171,683 |
Allocated as follows: | |||
Current assets | 19,524 | 7,644 | 7,218 |
Land | 8,440 | 3,141 | 1,321 |
Finance lease right-of-use-assets | 0 | 0 | 31,467 |
Buildings and improvements | 28,411 | 8,576 | 11,046 |
Machinery, equipment and other | 177,916 | 11,689 | 46,396 |
Operating lease right-of-use assets | 11,786 | 405 | 6,500 |
Deferred tax liability | (9,058) | 0 | 0 |
Current liabilities | (21,417) | (3,812) | (6,014) |
Other long-term liabilities | (828) | (123) | 0 |
Financing lease liabilities, less current portion | 0 | 0 | (10,535) |
Operating lease liabilities, less current portion | (9,939) | (282) | 0 |
Fair value of assets acquired and liabilities assumed | 385,408 | 41,981 | 133,751 |
Excess purchase price to be allocated to goodwill | 461,159 | 40,707 | 37,932 |
Accounts receivable | 17,002 | 6,806 | 5,340 |
Transfer Stations Acquisition | Trade Names | |||
Allocated as follows: | |||
Intangible assets | 4,320 | 55 | 8,350 |
Transfer Stations Acquisition | Covenants Not-to-Compete | |||
Allocated as follows: | |||
Intangible assets | 30,860 | 2,424 | 1,807 |
Transfer Stations Acquisition | Customer Relationships | |||
Allocated as follows: | |||
Intangible assets | 145,393 | 12,224 | 36,195 |
Other non-current assets | $ 0 | $ 40 | $ 0 |
BUSINESS COMBINATIONS - Sched_2
BUSINESS COMBINATIONS - Schedule of Unaudited Pro forma Combined Information (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |||
Revenues | $ 1,436,871 | $ 1,412,377 | $ 1,303,556 |
Operating income | 89,236 | 113,842 | 99,286 |
Net income | $ 28,507 | $ 60,121 | $ 36,200 |
Basic weighted average shares outstanding | 55,174 | 51,623 | 51,312 |
Basic earnings per common share (in dollars per share) | $ 0.52 | $ 1.16 | $ 0.71 |
Diluted weighted average shares outstanding | 55,274 | 51,767 | 51,515 |
Diluted earnings per common share (in dollars per share) | $ 0.52 | $ 1.16 | $ 0.70 |
ACCOUNTS RECEIVABLE, NET OF A_3
ACCOUNTS RECEIVABLE, NET OF ALLOWANCE FOR CREDIT LOSSES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of period | $ 3,016 | $ 3,276 | $ 2,333 |
Additions - charged to expense | 2,468 | 1,893 | 1,896 |
Deductions - write offs charged against the allowance, net of recoveries | (1,418) | (2,153) | (953) |
Balance at end of period | $ 4,066 | $ 3,016 | $ 3,276 |
PROPERTY AND EQUIPMENT - Compon
PROPERTY AND EQUIPMENT - Components of Property and Equipment (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Finance lease right-of-use assets | $ 101,770 | $ 90,362 |
Total property and equipment | 2,148,094 | 1,785,306 |
Less: accumulated depreciation and amortization | (1,167,541) | (1,064,756) |
Property, plant and equipment and finance lease right-of-use assets, net | 980,553 | 720,550 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 47,863 | 37,321 |
Landfills | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 786,130 | 730,914 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 262,204 | 209,234 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 287,175 | 243,359 |
Rolling stock | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 396,247 | 276,282 |
Containers | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 266,705 | 197,834 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 74,408 | $ 53,439 |
PROPERTY AND EQUIPMENT - Narrat
PROPERTY AND EQUIPMENT - Narrative (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 99,249 | $ 78,139 | $ 62,342 |
Landfills | |||
Property, Plant and Equipment [Line Items] | |||
Amortization expense | $ 40,419 | $ 31,619 | $ 30,295 |
LEASES - Schedule of Lease Cost
LEASES - Schedule of Lease Costs and Other Lease Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Lease cost: | ||
Amortization of right-of-use assets | $ 7,383 | $ 6,339 |
Interest expense | 1,840 | 1,638 |
Fixed lease cost | 15,318 | 13,804 |
Short-term lease cost | 5,313 | 3,884 |
Variable lease cost | 604 | 522 |
Total lease cost | 30,458 | 26,187 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Financing cash flows for finance leases | 8,981 | 7,847 |
Operating cash flows for operating leases | 10,578 | 10,009 |
Right-of-use assets obtained in exchange for new finance lease liabilities | 12,211 | 11,919 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 19,796 | 9,835 |
Weighted-average remaining lease term - finance leases (years) | 4 years 10 months 24 days | |
Weighted-average remaining lease term - operating leases (years) | 9 years 10 months 24 days | |
Weighted-average discount rate - finance leases | 4% | |
Weighted-average discount rate - operating leases | 4.70% | |
Machinery and equipment | ||
Lease cost: | ||
Fixed lease cost | $ 6,292 | 5,130 |
Landfills | ||
Lease cost: | ||
Fixed lease cost | $ 9,026 | $ 8,674 |
LEASES - Schedule of Estimated
LEASES - Schedule of Estimated Minimum Future Lease Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
Fiscal year ending December 31, 2024 | $ 12,293 | |
Fiscal year ending December 31, 2025 | 12,586 | |
Fiscal year ending December 31, 2026 | 11,098 | |
Fiscal year ending December 31, 2027 | 12,423 | |
Fiscal year ending December 31, 2028 | 7,790 | |
Thereafter | 39,230 | |
Total lease payments | 95,420 | |
Less: interest | (20,307) | |
Lease liability balance | 75,113 | |
Finance Leases | ||
Fiscal year ending December 31, 2024 | 12,432 | |
Fiscal year ending December 31, 2025 | 12,230 | |
Fiscal year ending December 31, 2026 | 11,628 | |
Fiscal year ending December 31, 2027 | 7,648 | |
Fiscal year ending December 31, 2028 | 6,985 | |
Thereafter | 8,900 | |
Total lease payments | 59,823 | |
Less: interest | (6,757) | |
Lease liability balance | $ 53,066 | $ 49,813 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS - Schedule of Activity and Balances Related to Goodwill by Reporting Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | $ 274,458 | $ 232,860 |
Acquisitions | 461,159 | 40,707 |
Measurement Period Adjustments | 53 | 891 |
Goodwill, ending balance | 735,670 | 274,458 |
Eastern | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 52,406 | 52,072 |
Acquisitions | 21,487 | 93 |
Measurement Period Adjustments | 0 | 241 |
Goodwill, ending balance | 73,893 | 52,406 |
Western | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 183,286 | 163,728 |
Acquisitions | 101,717 | 18,908 |
Measurement Period Adjustments | 53 | 650 |
Goodwill, ending balance | 285,056 | 183,286 |
Mid-Atlantic | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 0 | 0 |
Acquisitions | 332,247 | 0 |
Measurement Period Adjustments | 0 | 0 |
Goodwill, ending balance | 332,247 | 0 |
Resource Solutions | ||
Goodwill [Roll Forward] | ||
Goodwill, beginning balance | 38,766 | 17,060 |
Acquisitions | 5,708 | 21,706 |
Measurement Period Adjustments | 0 | 0 |
Goodwill, ending balance | $ 44,474 | $ 38,766 |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Components of Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | $ 347,469 | $ 166,785 | |
Less accumulated amortization | (106,040) | (75,002) | |
Intangible assets, net | 241,429 | 91,783 | |
Intangible amortization expenses | 31,037 | 16,593 | $ 10,953 |
Covenants Not-to-Compete | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 62,173 | 31,201 | |
Less accumulated amortization | (26,645) | (24,129) | |
Intangible assets, net | 35,528 | 7,072 | |
Customer Relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 272,571 | 127,179 | |
Less accumulated amortization | (72,227) | (46,162) | |
Intangible assets, net | 200,344 | 81,017 | |
Trade Names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 12,725 | 8,405 | |
Less accumulated amortization | (7,168) | (4,711) | |
Intangible assets, net | $ 5,557 | $ 3,694 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Estimated Future Amortization Expense (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Fiscal year ending December 31, 2024 | $ 47,387 |
Fiscal year ending December 31, 2025 | 43,388 |
Fiscal year ending December 31, 2026 | 38,645 |
Fiscal year ending December 31, 2027 | 34,149 |
Fiscal year ending December 31, 2028 | 29,166 |
Thereafter | $ 48,694 |
FINAL CAPPING, CLOSURE AND PO_3
FINAL CAPPING, CLOSURE AND POST-CLOSURE COSTS (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Beginning balance | $ 113,678 | $ 86,914 | |
Obligations incurred | 5,447 | 4,857 | |
Revisions in estimates | 14,030 | 18,415 | |
Accretion expense | 9,529 | 7,565 | |
Obligations settled | (11,801) | (4,073) | |
Write-off of capping payments | 3,021 | 0 | |
Ending balance | 133,904 | 113,678 | $ 86,914 |
Landfill capping charge - veneer failure | $ 3,021 | $ 0 | $ 0 |
OTHER ACCRUED LIABILITIES (Deta
OTHER ACCRUED LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accrued capital expenditures | $ 7,362 | $ 10,842 |
Other accrued liabilities | 41,094 | 35,395 |
Total | $ 48,456 | $ 46,237 |
DEBT - Components of Debt (Deta
DEBT - Components of Debt (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||
Weighted-average discount rate - finance leases | 4% | |
Finance leases maturing through December 2107; bearing interest at a weighted average of 4.0% | $ 53,066,000 | $ 49,813,000 |
Principal amount of debt | 1,054,546,000 | 603,477,000 |
Less—unamortized discount and debt issuance costs | 11,103,000 | 9,494,000 |
Debt less unamortized debt issuance costs | 1,043,443,000 | 593,983,000 |
Less—current maturities of debt | 35,781,000 | 8,968,000 |
Debt, less current portion | $ 1,007,662,000 | $ 585,015,000 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Debt, less current portion | Debt, less current portion |
Secured Debt | Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 | ||
Debt Instrument [Line Items] | ||
Principal amount of debt | $ 350,000,000 | $ 350,000,000 |
Secured Debt | Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | ||
Debt Instrument [Line Items] | ||
Principal amount of debt | 419,250,000 | 0 |
Line of Credit | Revolving Credit Facility ("Revolving Credit Facility") due December 2026; bearing interest at Term SOFR plus 1.725% | ||
Debt Instrument [Line Items] | ||
Principal amount of debt | 0 | 6,000,000 |
Unsecured Debt | ||
Debt Instrument [Line Items] | ||
Principal amount of debt | $ 232,000,000 | |
Unsecured Debt | New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014 ("New York Bonds 2014R-1") due December 2044 - fixed rate interest period bearing interest at 2.875% through December 2029 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 2.875% | |
Principal amount of debt | $ 25,000,000 | 25,000,000 |
Unsecured Debt | New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2014R-2 ("New York Bonds 2014R-2") due December 2044 - fixed rate interest period bearing interest at 3.125% through May 2026 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 3.125% | |
Principal amount of debt | $ 15,000,000 | 15,000,000 |
Unsecured Debt | New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2020 ("New York Bonds 2020") due September 2050 - fixed rate interest period bearing interest at 2.750% through September 2025 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 2.75% | |
Principal amount of debt | $ 40,000,000 | 40,000,000 |
Unsecured Debt | New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2020R-2 ("New York Bonds 2020R-2") due September 2050 - fixed rate interest period bearing interest at 5.125% through September 2030 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.125% | |
Principal amount of debt | $ 35,000,000 | 0 |
Unsecured Debt | Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-3 ("FAME Bonds 2005R-3") due January 2025 - fixed rate interest period bearing interest at 5.25% through January 2025 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.25% | |
Principal amount of debt | $ 25,000,000 | 25,000,000 |
Unsecured Debt | Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015R-1 ("FAME Bonds 2015R-1") due August 2035 - fixed rate interest period bearing interest at 5.125% through July 2025 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5.125% | |
Principal amount of debt | $ 15,000,000 | 15,000,000 |
Unsecured Debt | Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2015R-2 ("FAME Bonds 2015R-2") due August 2035 - fixed rate interest period bearing interest at 4.375% through July 2025 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 4.375% | |
Principal amount of debt | $ 15,000,000 | 15,000,000 |
Unsecured Debt | Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2013 ("Vermont Bonds 2013") due April 2036 - fixed rate interest period bearing interest at 4.625% through April 2028 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 4.625% | |
Principal amount of debt | $ 16,000,000 | 16,000,000 |
Unsecured Debt | Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2022A-1 ("Vermont Bonds 2022A-1") due June 2052 - fixed rate interest period bearing interest at 5.00% through May 2027 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 5% | |
Principal amount of debt | $ 35,000,000 | 35,000,000 |
Unsecured Debt | Business Finance Authority of the State of New Hampshire Solid Waste Disposal Revenue Bonds Series 2013 ("New Hampshire Bonds") due April 2029 - fixed rate interest period bearing interest at 2.95% through April 2029 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 2.95% | |
Principal amount of debt | $ 11,000,000 | 11,000,000 |
Notes payable maturing through March 2025; bearing interest up to 8.1% | ||
Debt Instrument [Line Items] | ||
Weighted average interest rate | 8.10% | |
Principal amount of debt | $ 230,000 | $ 664,000 |
SOFR | Secured Debt | Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 7.083% | |
SOFR | Secured Debt | Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | ||
Debt Instrument [Line Items] | ||
Stated interest rate | 7.581% | |
SOFR | Line of Credit | Revolving Credit Facility ("Revolving Credit Facility") due December 2026; bearing interest at Term SOFR plus 1.725% | ||
Debt Instrument [Line Items] | ||
Basis spread on variable rate | 1.725% |
DEBT - Credit Facility (Details
DEBT - Credit Facility (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | May 31, 2023 | Apr. 30, 2023 | |
Line of Credit Facility [Line Items] | ||||||
Proceeds from debt borrowings | $ 465,000,000 | $ 88,200,000 | $ 3,701,000 | |||
Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Additional revolver capacity | $ 125,000,000 | |||||
Commitment fee adjustment | 100% | |||||
Floor interest rate | 0% | |||||
Interest rate, annual increase upon payment default | 2% | |||||
Interest rate, annual increase upon other event of default | 2% | |||||
Credit Facility | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Commitment fee, margin percent | 0.20% | |||||
Credit Facility | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Commitment fee, margin percent | 0.40% | |||||
Credit Facility | SOFR | ||||||
Line of Credit Facility [Line Items] | ||||||
Variable rate adjustment | 0.10% | |||||
Credit Facility | Base Rate | ||||||
Line of Credit Facility [Line Items] | ||||||
Variable rate adjustment | 0.04% | |||||
Secured Debt | ||||||
Line of Credit Facility [Line Items] | ||||||
Bridge loan | $ 375,000,000 | |||||
Secured Debt | Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Aggregate principal amount issued | $ 350,000,000 | |||||
Secured Debt | Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | ||||||
Line of Credit Facility [Line Items] | ||||||
Aggregate principal amount issued | 430,000,000 | $ 430,000,000 | ||||
Proceeds from debt borrowings | $ 430,000,000 | |||||
Unsecured Debt | ||||||
Line of Credit Facility [Line Items] | ||||||
Bridge loan | $ 200,000,000 | |||||
Line of Credit | Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Line of credit drawn | $ 0 | |||||
Line of Credit | Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Facility term | 5 years | |||||
Line of Credit | Credit Facility | Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Credit facility maximum | $ 300,000,000 | |||||
Remaining capacity | 272,267,000 | |||||
Line of Credit | Credit Facility | Letter of Credit | ||||||
Line of Credit Facility [Line Items] | ||||||
Letters of credit sublimit | $ 75,000,000 | |||||
Fronting fee | 0.25% | |||||
Outstanding irrevocable letters of credit totaling | $ 27,733,000 |
DEBT - Variable Rate Margins (D
DEBT - Variable Rate Margins (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 | SOFR | Minimum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.125% |
Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 | SOFR | Maximum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.125% |
Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 | Base Rate | Minimum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.125% |
Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 | Base Rate | Maximum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.125% |
Revolving Credit Facility | SOFR | Minimum | Line of Credit | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.125% |
Revolving Credit Facility | SOFR | Maximum | Line of Credit | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.125% |
Revolving Credit Facility | Base Rate | Minimum | Line of Credit | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.125% |
Revolving Credit Facility | Base Rate | Maximum | Line of Credit | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.125% |
Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | SOFR | Minimum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.625% |
Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | SOFR | Maximum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 2.625% |
Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | Base Rate | Minimum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 0.625% |
Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | Base Rate | Maximum | Secured Debt | |
Debt Instrument [Line Items] | |
Basis spread on variable rate | 1.625% |
DEBT - Tax-Exempt Financings (D
DEBT - Tax-Exempt Financings (Details) - Unsecured Debt - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Aggregate principal amount outstanding | $ 232,000 | |
New York State Environmental Facilities Corporation Solid Waste Disposal Revenue Bonds Series 2020R-2 ("New York Bonds 2020R-2") due September 2050 - fixed rate interest period bearing interest at 5.125% through September 2030 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount outstanding | 35,000 | $ 0 |
Aggregate principal amount issued | 35,000 | |
Vermont Economic Development Authority Solid Waste Disposal Long-Term Revenue Bonds Series 2022A-1 ("Vermont Bonds 2022A-1") due June 2052 - fixed rate interest period bearing interest at 5.00% through May 2027 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount outstanding | $ 35,000 | 35,000 |
Aggregate principal amount issued | $ 35 |
DEBT - Components of Interest E
DEBT - Components of Interest Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||
Interest expense on long-term debt and finance leases | $ 44,836 | $ 21,691 | $ 19,201 |
Amortization of debt issuance costs | 2,962 | 1,903 | 2,288 |
Letter of credit fees | 423 | 458 | 458 |
Less: capitalized interest | (643) | (330) | (718) |
Total interest expense | 47,578 | $ 23,722 | $ 21,229 |
GFL Environmental Inc | |||
Debt Instrument [Line Items] | |||
Amortization of debt issuance costs | 395 | ||
Twin Bridges Acquisition | |||
Debt Instrument [Line Items] | |||
Amortization of debt issuance costs | $ 101 |
DEBT - Loss from Termination of
DEBT - Loss from Termination of Bridge Financing (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||
Loss from termination of bridge financing | $ 8,191 | $ 0 | $ 0 |
GFL Environmental Inc | |||
Debt Instrument [Line Items] | |||
Loss from termination of bridge financing | 3,718 | ||
Twin Bridges Acquisition | |||
Debt Instrument [Line Items] | |||
Loss from termination of bridge financing | $ 4,473 |
DEBT - Summary of Notional Amou
DEBT - Summary of Notional Amounts (Details) - Cash Flow Hedging - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Total | ||
Derivative, Notional Amount [Roll Forward] | ||
Beginning balance | $ 210,000 | $ 280,000 |
Additions | 390,000 | |
Commencements | 0 | 0 |
Maturities | (85,000) | (70,000) |
Ending balance | $ 515,000 | 210,000 |
Floor interest rate | 0% | |
Weighted average percentage rate paid | 3.60% | |
Active | ||
Derivative, Notional Amount [Roll Forward] | ||
Beginning balance | $ 190,000 | 195,000 |
Additions | 390,000 | |
Commencements | 20,000 | 65,000 |
Maturities | (85,000) | (70,000) |
Ending balance | 515,000 | $ 190,000 |
Floor interest rate | 0% | |
Weighted average percentage rate paid | 2.11% | |
Forward Starting | ||
Derivative, Notional Amount [Roll Forward] | ||
Beginning balance | 20,000 | $ 85,000 |
Additions | 0 | |
Commencements | (20,000) | (65,000) |
Maturities | 0 | 0 |
Ending balance | $ 0 | $ 20,000 |
DEBT - Summary of Cash Flow Hed
DEBT - Summary of Cash Flow Hedges (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Accumulated other comprehensive (loss) income, net of tax | $ (1,080) | $ 7,542 |
Designated as hedging instrument | Interest rate swaps | ||
Debt Instrument [Line Items] | ||
Cash flow hedge derivatives, assets | 10,364 | 11,806 |
Designated as hedging instrument | Interest rate swaps | Accumulated income (loss), net, cash flow hedge | ||
Debt Instrument [Line Items] | ||
Accumulated other comprehensive income (loss), before tax | (1,398) | 11,806 |
Accumulated other comprehensive income (loss), tax | 318 | (4,264) |
Accumulated other comprehensive (loss) income, net of tax | (1,080) | 7,542 |
Other current assets | Designated as hedging instrument | Interest rate swaps | ||
Debt Instrument [Line Items] | ||
Cash flow hedge derivatives, assets | 5,951 | 4,345 |
Other non-current assets | Designated as hedging instrument | Interest rate swaps | ||
Debt Instrument [Line Items] | ||
Cash flow hedge derivatives, assets | 4,413 | 7,461 |
Other long-term liabilities | Designated as hedging instrument | Interest rate swaps | ||
Debt Instrument [Line Items] | ||
Cash flow hedge derivatives, liabilities | $ 11,762 | $ 0 |
DEBT - Fair Value of Debt (Deta
DEBT - Fair Value of Debt (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Secured Debt | Term Loan A Facility ("Term Loan Facility") due December 2026; bearing interest at 7.083% as of December 31, 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Principal amount of debt | $ 350,000,000 | $ 350,000,000 |
Secured Debt | Term Loan A Facility ("2023 Term Loan Facility") due December 2026; bearing interest at 7.581% as of December 31, 2023 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Principal amount of debt | 419,250,000 | 0 |
Line of Credit | Revolving Credit Facility ("Revolving Credit Facility") due December 2026; bearing interest at Term SOFR plus 1.725% | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Principal amount of debt | 0 | $ 6,000,000 |
Fair Value | Industrial Revenue Bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of debt | 226,756,000 | |
Carrying Value | Industrial Revenue Bonds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Fair value of debt | $ 232,000,000 |
DEBT - Schedule of Future Matur
DEBT - Schedule of Future Maturities of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Disclosure [Abstract] | ||
Fiscal year ending December 31, 2024 | $ 35,781 | |
Fiscal year ending December 31, 2025 | 66,455 | |
Fiscal year ending December 31, 2026 | 724,288 | |
Fiscal year ending December 31, 2027 | 6,965 | |
Fiscal year ending December 31, 2028 | 6,566 | |
Thereafter | 214,491 | |
Principal amount of debt | $ 1,054,546 | $ 603,477 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Other Commitments [Line Items] | ||
Loss contingency accrual | $ 6,275 | |
Minimum | ||
Other Commitments [Line Items] | ||
Risk free interest rate | 1.50% | |
Maximum | ||
Other Commitments [Line Items] | ||
Risk free interest rate | 7.10% |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Schedule of Environmental Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Beginning balance | $ 6,335 | $ 5,887 |
Obligations settled | (546) | (415) |
Ending balance | 5,889 | 6,335 |
Less: current portion | 1,662 | 814 |
Long-term portion | $ 4,227 | $ 5,521 |
Environmental loss contingency, current, statement of financial position, not disclosed | Less: current portion | Less: current portion |
Environmental loss contingency, noncurrent, statement of financial position, not disclosed | Long-term portion | Long-term portion |
Other environmental remediation sites | ||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Accretion expense and obligations incurred | $ 100 | $ 104 |
Inactive waste disposal site | ||
Accrual for Environmental Loss Contingencies [Roll Forward] | ||
Accretion expense and obligations incurred | $ 0 | $ 759 |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Schedule of Future Minimum Rental (Detail) $ in Thousands | Dec. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Fiscal year ending December 31, 2024 | $ 1,499 |
Fiscal year ending December 31, 2025 | 308 |
Fiscal year ending December 31, 2026 | 318 |
Fiscal year ending December 31, 2027 | 299 |
Fiscal year ending December 31, 2028 | 306 |
Thereafter | 3,704 |
Total | $ 6,434 |
COMMITMENTS AND CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES - Reconciliation of Undiscounted Liability to Amount Recognized in Statements of Financial Position (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Undiscounted liability | $ 6,434 | ||
Less discount, net | (545) | ||
Liability balance | $ 5,889 | $ 6,335 | $ 5,887 |
Environmental loss contingency, statement of financial position, not disclosed | consolidated balance sheet |
STOCKHOLDERS' EQUITY - Narrativ
STOCKHOLDERS' EQUITY - Narrative (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Jun. 16, 2023 USD ($) $ / shares shares | Jun. 01, 2023 shares | Dec. 31, 2023 USD ($) vote $ / shares shares | Dec. 31, 2022 USD ($) vote shares | Dec. 31, 2021 USD ($) | |
Limited Partners' Capital Account [Line Items] | |||||
Preferred stock authorized to issue (up to) (in shares) | shares | 944,000 | ||||
Shares issued | shares | 0 | 0 | |||
Expected dividend yield | 0% | ||||
Expected volatility | 30% | ||||
Total fair value of other stock awards vested | $ 12,048 | $ 17,011 | $ 20,106 | ||
Income benefit associated with stock-based compensation expense | (2,330) | (1,744) | (2,304) | ||
Restricted Stock Awards | |||||
Limited Partners' Capital Account [Line Items] | |||||
Unrecognized stock-based compensation expense | 8 | ||||
Stock Options | |||||
Limited Partners' Capital Account [Line Items] | |||||
Stock-based compensation expense | 516 | 248 | 28 | ||
Aggregate intrinsic value of stock options exercised | 1,302 | 1,467 | 1,238 | ||
Unrecognized stock-based compensation expense, options | $ 2,108 | ||||
Unrecognized stock-based compensation expense, weighted average period | 3 years 10 months 24 days | ||||
Expected life | 5 years 7 months 6 days | ||||
Risk-free interest rate | 4.60% | ||||
Restricted Stock, Restricted Stock Units and Performance Stock Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Stock-based compensation expense | $ 8,116 | 7,530 | 11,241 | ||
Restricted Stock Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Unrecognized stock-based compensation expense | $ 5,362 | ||||
Market-based Performance Stock Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Expected dividend yield | 0% | ||||
Risk-free interest rate | 4.30% | ||||
Expected volatility | 34.90% | ||||
Weighted average fair value of market-based performance (in dollars per share) | $ / shares | $ 83.16 | ||||
Amended and Restated 1997 Employee Stock Purchase Plan | |||||
Limited Partners' Capital Account [Line Items] | |||||
Stock-based compensation expense | $ 451 | $ 376 | $ 281 | ||
Non-Employee Director | Restricted Stock Awards | |||||
Limited Partners' Capital Account [Line Items] | |||||
Options vesting period | 3 years | ||||
Maximum | Performance Stock Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Unrecognized stock-based compensation expense | $ 4,377 | ||||
Weighted Average | Restricted Stock Awards | |||||
Limited Partners' Capital Account [Line Items] | |||||
Unrecognized stock-based compensation expense, weighted average period | 6 months | ||||
Weighted Average | Restricted Stock Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Unrecognized stock-based compensation expense, weighted average period | 2 years 3 months 18 days | ||||
Weighted Average | Performance Stock Units | |||||
Limited Partners' Capital Account [Line Items] | |||||
Unrecognized stock-based compensation expense, weighted average period | 1 year 7 months 6 days | ||||
2016 Incentive Plan | |||||
Limited Partners' Capital Account [Line Items] | |||||
Options granted period | 10 years | ||||
2016 Incentive Plan | Minimum | |||||
Limited Partners' Capital Account [Line Items] | |||||
Options vesting period | 1 year | ||||
2016 Incentive Plan | Maximum | |||||
Limited Partners' Capital Account [Line Items] | |||||
Options vesting period | 5 years | ||||
Class A Common Stock | |||||
Limited Partners' Capital Account [Line Items] | |||||
Sale of stock, number of shares issued | shares | 6,053,000 | 6,053 | |||
Sale of stock, price per share (in dollars per share) | $ / shares | $ 85.50 | ||||
Sale of stock, net proceeds | $ 496,231 | ||||
Vote for each share held (in votes per share) | vote | 1 | ||||
Common stock, additional authorized shares | shares | 400,000 | ||||
Number of shares available for future grant | shares | 407,000 | ||||
Class A Common Stock | 2016 Incentive Plan | |||||
Limited Partners' Capital Account [Line Items] | |||||
Common stock, authorized shares | shares | 2,250,000 | ||||
Common stock, additional authorized shares | shares | 2,723,000 | ||||
Number of shares available for future grant | shares | 616,000 | ||||
Class B Common Stock | |||||
Limited Partners' Capital Account [Line Items] | |||||
Vote for each share held (in votes per share) | vote | 10 | 10 |
STOCKHOLDERS' EQUITY - Summary
STOCKHOLDERS' EQUITY - Summary of Stock Option Activity (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Stock Options | |
Outstanding, beginning balance (in shares) | shares | 129,000 |
Granted (in shares) | shares | 18,000 |
Exercised (in shares) | shares | (18,000) |
Forfeited or expired (in shares) | shares | 0 |
Outstanding, ending balance (in shares) | shares | 129,000 |
Exercisable (in shares) | shares | 49,000 |
Weighted Average Exercise Price | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 55.60 |
Granted (in dollars per share) | $ / shares | 79.72 |
Exercised (in dollars per share) | $ / shares | 4.88 |
Forfeited or expired (in dollars per share) | $ / shares | 0 |
Outstanding, ending balance (in dollars per share) | $ / shares | 66.03 |
Exercisable (in dollars per share) | $ / shares | $ 40.60 |
Weighted average remaining contractual term, outstanding | 7 years 6 months |
Weighted average remaining contractual term, exercisable | 5 years 2 months 12 days |
Aggregate intrinsic value, outstanding | $ | $ 2,504 |
Aggregate intrinsic value, exercisable | $ | $ 2,177 |
STOCKHOLDERS' EQUITY - Summar_2
STOCKHOLDERS' EQUITY - Summary of Restricted Stock, Restricted Stock Unit and Performance Stock Unit Activity (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Restricted Stock Awards, Restricted Stock Units and Performance Stock Units | |
Restricted Stock, Restricted Stock Units, and Performance Stock Units | |
Outstanding, beginning balance (in shares) | 169,000 |
Granted (in shares) | 121,000 |
Vested (in shares) | (101,000) |
Forfeited or canceled (in shares) | (8,000) |
Outstanding, ending balance (in shares) | 181,000 |
Unvested, ending balance (in shares) | 288,000 |
Weighted Average Grant Price | |
Outstanding, beginning balance (in dollars per share) | $ / shares | $ 75.52 |
Granted (in dollars per share) | $ / shares | 80.99 |
Vested (in dollars per share) | $ / shares | 65.21 |
Forfeited or canceled (in dollars per share) | $ / shares | 77.77 |
Outstanding, ending balance (in dollars per share) | $ / shares | 84.82 |
Weighted average grant price, unvested, ending balance (in dollars per share) | $ / shares | $ 87.35 |
Weighted average remaining contractual term, outstanding | 2 years |
Weighted average remaining contractual term, unvested | 1 year 10 months 24 days |
Aggregate intrinsic value, outstanding | $ | $ 15,474 |
Aggregate intrinsic value, unvested | $ | $ 24,593 |
Performance Stock Units | |
Weighted Average Grant Price | |
Attainment level percentage | 100% |
Class A Common Stock | Performance Stock Units | |
Weighted Average Grant Price | |
Additional issuance if performance targets met (in shares) | 107,000 |
Additional shares issued | 43,000 |
STOCKHOLDERS' EQUITY - Accumula
STOCKHOLDERS' EQUITY - Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 497,900 | $ 422,457 | $ 362,142 |
Income tax provision (benefit) related to items in other comprehensive income (loss) | 4,582 | (4,095) | (2,086) |
Other comprehensive (loss) income, net of tax | (8,622) | 12,645 | 6,414 |
Ending balance | 1,021,791 | 497,900 | 422,457 |
Accumulated income (loss), net, cash flow hedge | |||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 7,542 | (5,103) | (11,517) |
Other comprehensive income (loss) before reclassifications | (6,843) | 15,297 | 3,737 |
Amounts reclassified from accumulated other comprehensive income (loss) | (6,361) | 1,443 | 4,763 |
Income tax provision (benefit) related to items in other comprehensive income (loss) | 4,582 | (4,095) | (2,086) |
Other comprehensive (loss) income, net of tax | (8,622) | 12,645 | 6,414 |
Ending balance | $ (1,080) | $ 7,542 | $ (5,103) |
STOCKHOLDERS' EQUITY - Reclassi
STOCKHOLDERS' EQUITY - Reclassification Out of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Interest expense | $ 47,578 | $ 23,722 | $ 21,229 |
Income before income taxes | 37,045 | 74,966 | 58,046 |
Provision for income taxes | 11,646 | 21,887 | 16,946 |
Net income | 25,399 | 53,079 | 41,100 |
Accumulated income (loss), net, cash flow hedge | Reclassification out of AOCI | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Income before income taxes | 6,361 | (1,443) | (4,763) |
Provision for income taxes | 2,633 | 98 | (1,142) |
Net income | 3,728 | (1,541) | (3,621) |
Accumulated income (loss), net, cash flow hedge | Interest rate swaps | Reclassification out of AOCI | |||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||
Interest expense | $ (6,361) | $ 1,443 | $ 4,763 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Assets: | ||
Restricted investment securities - landfill closure | $ 2,203 | $ 1,900 |
Liabilities: | ||
Derivative Asset, Statement Of Financial Position Extensible Enumeration, Not Disclosed Flag | Interest rate swaps | Interest rate swaps |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Recurring | ||
Assets: | ||
Interest rate swaps | $ 0 | |
Total assets | $ 2,203 | 1,900 |
Liabilities: | ||
Contingent consideration - acquisition | 0 | |
Total liabilities | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Recurring | Interest rate swaps | ||
Assets: | ||
Interest rate swaps | 0 | |
Liabilities: | ||
Interest rate swaps | 0 | 0 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Recurring | Landfills | ||
Assets: | ||
Restricted investment securities - landfill closure | 2,203 | 1,900 |
Significant Other Observable Inputs (Level 2) | Recurring | ||
Assets: | ||
Interest rate swaps | 11,806 | |
Total assets | 10,364 | 11,806 |
Liabilities: | ||
Contingent consideration - acquisition | 0 | |
Total liabilities | 11,762 | 0 |
Significant Other Observable Inputs (Level 2) | Recurring | Interest rate swaps | ||
Assets: | ||
Interest rate swaps | 10,364 | |
Liabilities: | ||
Interest rate swaps | 11,762 | 0 |
Significant Other Observable Inputs (Level 2) | Recurring | Landfills | ||
Assets: | ||
Restricted investment securities - landfill closure | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Recurring | ||
Assets: | ||
Interest rate swaps | 0 | |
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration - acquisition | 965 | |
Total liabilities | 0 | 965 |
Contingent consideration, decrease for reversal of contingency | 965 | |
Significant Unobservable Inputs (Level 3) | Recurring | Interest rate swaps | ||
Assets: | ||
Interest rate swaps | 0 | |
Liabilities: | ||
Interest rate swaps | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Recurring | Landfills | ||
Assets: | ||
Restricted investment securities - landfill closure | $ 0 | $ 0 |
EMPLOYEE BENEFIT PLANS (Detail)
EMPLOYEE BENEFIT PLANS (Detail) - USD ($) shares in Thousands | 12 Months Ended | ||||
Jun. 01, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2019 | |
Employee Stock Purchase Plan [Line Items] | |||||
Employer contributions vesting period | 2 years | ||||
Employer contributions | $ 4,371,000 | $ 3,558,000 | $ 2,811,000 | ||
Contingent liability term | 17 years | ||||
Multiemployer pension plan withdrawal obligation, undiscounted | $ 4,224,000 | ||||
Estimated accumulated benefit obligation as complete withdrawal | $ 18,511,000 | ||||
Multiemployer pension plan withdrawal obligation | 1,496,000 | ||||
Pension Plan | |||||
Employee Stock Purchase Plan [Line Items] | |||||
Contributions by employer | $ 479,000 | $ 442,000 | $ 398,000 | ||
Hourly employees | First matching contribution | |||||
Employee Stock Purchase Plan [Line Items] | |||||
Employer matching contribution, percent of match | 100% | ||||
Employer matching contribution, percent of employees' annual income | 1% | ||||
Hourly employees | Next matching contribution | |||||
Employee Stock Purchase Plan [Line Items] | |||||
Employer matching contribution, percent of match | 50% | ||||
Employer matching contribution, percent of employees' annual income | 3% | ||||
Salary employees | |||||
Employee Stock Purchase Plan [Line Items] | |||||
Employer matching contribution, percent of match | 50% | ||||
Employer matching contribution, percent of employees' annual income | 2% | ||||
Maximum annual contributions per employee | $ 1,500 | ||||
Class A Common Stock | |||||
Employee Stock Purchase Plan [Line Items] | |||||
Discount rate | 15% | ||||
Common stock, additional authorized shares | 400 | ||||
Stock issued under stock purchase plan (in shares) | 24 | 22 | 20 | ||
Stock available for distribution under stock purchase plan (in shares) | 407 |
INCOME TAXES - Schedule of Bene
INCOME TAXES - Schedule of Benefit for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Federal | |||
Deferred | $ 8,155 | $ 15,645 | $ 12,356 |
Total | 8,155 | 15,645 | 12,356 |
State | |||
Current | 4,385 | 5,362 | 1,873 |
Deferred | (894) | 880 | 2,717 |
Total | 3,491 | 6,242 | 4,590 |
Provision for income taxes | $ 11,646 | $ 21,887 | $ 16,946 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Detail) - USD ($) | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||||
Change in valuation allowance, benefit | $ (912,000) | $ 1,425,000 | $ 388,000 | $ 61,317,000 |
Valuation allowance | 5,580,000 | 4,668,000 | ||
Increase (decrease) in valuation allowance | 912,000 | |||
Net deferred tax asset | 10,597,000 | 22,466,000 | ||
Net operating loss carryforwards subject to expiration | 7,152,000 | |||
Net operating loss carryforwards not subject to expiration | 125,665,000 | |||
State net operating loss carryforwards, state and local | 28,262,000 | |||
General business credit carryforward | 6,722,000 | |||
Unrecognized tax benefits | 0 | $ 0 | ||
Federal | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net deferred tax asset | 11,224,000 | |||
State | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net deferred tax liability | (627,000) | |||
Tax credit carryforwards | 176,000 | |||
Complete Disposal Company, Inc | ||||
Operating Loss Carryforwards [Line Items] | ||||
Net operating loss carryforwards | $ 1,756,000 |
INCOME TAXES - Schedule of Diff
INCOME TAXES - Schedule of Difference in Benefit for Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Federal statutory rate | 21% | 21% | 21% | |
Tax at statutory rate | $ 7,779 | $ 15,743 | $ 12,190 | |
State income taxes, net of federal benefit | 1,383 | 6,087 | 3,868 | |
Change in valuation allowance | 912 | (1,425) | (388) | $ (61,317) |
Federal effect of change in state valuation allowance | (312) | 282 | 74 | |
Non-deductible officer compensation | 996 | 1,300 | 1,338 | |
Non-deductible expenses | 809 | 782 | 322 | |
Deductible stock awards | (963) | (627) | (363) | |
Tax credits | (60) | (83) | (153) | |
Reversal of disproportionate tax effects in other comprehensive (loss) income | 938 | 0 | 0 | |
Other, net | 164 | (172) | 58 | |
Provision for income taxes | $ 11,646 | $ 21,887 | $ 16,946 |
INCOME TAXES - Schedule of Defe
INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred tax assets: | ||
Accrued expenses and reserves | $ 49,339 | $ 43,437 |
Net operating loss carryforwards | 30,165 | 13,398 |
General business and state tax credit carryforwards | 6,862 | 6,987 |
Interest expense limitation | 6,690 | 0 |
Stock awards | 2,690 | 2,728 |
Unrealized loss on swaps | 375 | 0 |
Other | 1,567 | 2,419 |
Total deferred tax assets | 97,688 | 68,969 |
Less: valuation allowance | (5,580) | (4,668) |
Total deferred tax assets after valuation allowance | 92,108 | 64,301 |
Deferred tax liabilities: | ||
Tax over book depreciation of property and equipment | (58,927) | (21,561) |
Amortization of intangibles | (22,540) | (17,252) |
Unrealized gain on swaps | 0 | (3,022) |
Other | (44) | 0 |
Total deferred tax liabilities | (81,511) | (41,835) |
Net deferred tax asset | $ 10,597 | $ 22,466 |
INCOME TAXES - Schedule of Reco
INCOME TAXES - Schedule of Reconciliation of Gross Unrecognized Tax Benefits (Detail) | Dec. 31, 2023 USD ($) |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |
Unrecognized tax benefits at beginning of period | $ 0 |
Unrecognized tax benefits at end of period | $ 0 |
OTHER ITEMS AND CHARGES - Narra
OTHER ITEMS AND CHARGES - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Unusual or Infrequent Items, or Both [Abstract] | |||
Legal settlement | $ 6,150 | $ 0 | $ 0 |
Landfill capping charge - veneer failure | 3,870 | 0 | 0 |
Expense from acquisition activities | 15,038 | 4,613 | 5,304 |
Environmental remediation charge | $ 0 | $ 759 | $ 924 |
OTHER ITEMS AND CHARGES - Charg
OTHER ITEMS AND CHARGES - Charges Associated with Closure of Southbridge Landfill (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Site Contingency [Line Items] | |||
Southbridge Landfill closure charge, net | $ 467 | $ 1,436 | $ 496 |
Southbridge Landfill | |||
Site Contingency [Line Items] | |||
Legal and transaction costs | 412 | 684 | 868 |
Contract settlement charge | 0 | 0 | 572 |
Landfill closure project charge (credit) | 55 | 752 | (944) |
Southbridge Landfill closure charge, net | $ 467 | $ 1,436 | $ 496 |
EARNINGS PER SHARE (Detail)
EARNINGS PER SHARE (Detail) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 16, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator: | ||||
Net income | $ 25,399 | $ 53,079 | $ 41,100 | |
Denominator: | ||||
Unvested restricted stock awards (in shares) | 0 | (1,000) | (2,000) | |
Effect of weighted average shares outstanding (in shares) | (2,821,000) | (68,000) | (97,000) | |
Basic weighted average shares outstanding | 55,174,000 | 51,623,000 | 51,312,000 | |
Dilutive effect of stock options and stock awards (in shares) | 100,000 | 144,000 | 203,000 | |
Diluted weighted average shares outstanding | 55,274,000 | 51,767,000 | 51,515,000 | |
Antidilutive potentially issuable shares (in shares) | 93,000 | 111,000 | 10,000 | |
Class A Common Stock | ||||
Denominator: | ||||
Common stock, outstanding shares | 57,007,000 | 50,704,000 | 50,423,000 | |
Sale of stock, number of shares issued | 6,053,000 | 6,053 | ||
Class B Common Stock | ||||
Denominator: | ||||
Common stock, outstanding shares | 988,000 | 988,000 | 988,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Detail) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Apr. 30, 1994 lease | |
Related Party Transaction [Line Items] | ||||
Total services purchased | $ 7,682 | $ 12,297 | $ 15,206 | |
Current liabilities | 278,858 | 177,600 | ||
Revenues | 1,264,542 | 1,085,089 | 889,211 | |
Number of leases | lease | 2 | |||
Amortization of right-of-use assets | 7,383 | 6,339 | ||
Accrued costs associated with post-closure obligations | 133,904 | 113,678 | 86,914 | |
Landfills | ||||
Related Party Transaction [Line Items] | ||||
Landfill post-closure cost | 3 | 10 | 12 | |
Accrued costs associated with post-closure obligations | 17 | 17 | ||
Related Party | ||||
Related Party Transaction [Line Items] | ||||
Current liabilities | 595 | 1,891 | ||
Revenues | 241 | 141 | 430 | |
Leases monthly payments | 29 | |||
Amortization of right-of-use assets | $ 284 | $ 273 | $ 297 |
SEGMENT REPORTING - Narrative (
SEGMENT REPORTING - Narrative (Details) | 12 Months Ended |
Dec. 31, 2023 segment | |
Solid waste operations | |
Segment Reporting Information [Line Items] | |
Operating segments | 3 |
SEGMENT REPORTING - Summary of
SEGMENT REPORTING - Summary of Financial Information by Reportable Segment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 1,264,542 | $ 1,085,089 | $ 889,211 |
Depreciation and amortization | 170,705 | 126,351 | 103,590 |
Operating income (loss) | 80,427 | 95,394 | 77,660 |
Interest expense, net | 36,837 | 23,013 | 20,927 |
Capital expenditures | 154,907 | 130,960 | 123,295 |
Goodwill | 735,670 | 274,458 | 232,860 |
Total assets | 2,535,470 | 1,449,215 | 1,283,580 |
Eastern | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 73,893 | 52,406 | 52,072 |
Western | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 285,056 | 183,286 | 163,728 |
Mid-Atlantic | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 332,247 | 0 | 0 |
Resource Solutions | |||
Segment Reporting Information [Line Items] | |||
Goodwill | 44,474 | 38,766 | 17,060 |
Operating Segments | Eastern | |||
Segment Reporting Information [Line Items] | |||
Revenues | 374,463 | 340,058 | 264,569 |
Depreciation and amortization | 50,881 | 47,673 | 33,572 |
Operating income (loss) | 27,198 | 16,559 | 12,937 |
Interest expense, net | 638 | 565 | 456 |
Capital expenditures | 43,817 | 38,501 | 31,489 |
Goodwill | 73,893 | 52,406 | 52,072 |
Total assets | 434,323 | 372,895 | 357,446 |
Operating Segments | Western | |||
Segment Reporting Information [Line Items] | |||
Revenues | 511,640 | 445,153 | 389,520 |
Depreciation and amortization | 82,291 | 64,116 | 61,055 |
Operating income (loss) | 62,318 | 65,453 | 49,035 |
Interest expense, net | 380 | 508 | 159 |
Capital expenditures | 82,706 | 65,190 | 72,892 |
Goodwill | 285,056 | 183,286 | 163,728 |
Total assets | 1,001,090 | 737,658 | 688,826 |
Operating Segments | Mid-Atlantic | |||
Segment Reporting Information [Line Items] | |||
Revenues | 85,640 | 0 | 0 |
Depreciation and amortization | 20,263 | 0 | 0 |
Operating income (loss) | (5,790) | 0 | 0 |
Interest expense, net | 0 | 0 | 0 |
Capital expenditures | 5,271 | 0 | 0 |
Goodwill | 332,247 | 0 | 0 |
Total assets | 553,339 | 0 | 0 |
Operating Segments | Resource Solutions | |||
Segment Reporting Information [Line Items] | |||
Revenues | 292,799 | 299,878 | 235,122 |
Depreciation and amortization | 14,202 | 12,082 | 7,060 |
Operating income (loss) | 5,639 | 15,862 | 17,591 |
Interest expense, net | 143 | 146 | 168 |
Capital expenditures | 14,586 | 15,172 | 12,094 |
Goodwill | 44,474 | 38,766 | 17,060 |
Total assets | 253,090 | 191,118 | 127,304 |
Inter-company revenue | |||
Segment Reporting Information [Line Items] | |||
Revenues | (281,736) | (239,951) | (202,298) |
Inter-company revenue | Eastern | |||
Segment Reporting Information [Line Items] | |||
Revenues | (92,938) | (83,201) | (66,126) |
Inter-company revenue | Western | |||
Segment Reporting Information [Line Items] | |||
Revenues | (173,044) | (151,016) | (132,914) |
Inter-company revenue | Mid-Atlantic | |||
Segment Reporting Information [Line Items] | |||
Revenues | (417) | 0 | 0 |
Inter-company revenue | Resource Solutions | |||
Segment Reporting Information [Line Items] | |||
Revenues | (15,337) | (5,734) | (3,258) |
Corporate Entities | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Depreciation and amortization | 3,068 | 2,480 | 1,903 |
Operating income (loss) | (8,938) | (2,480) | (1,903) |
Interest expense, net | 35,676 | 21,794 | 20,144 |
Capital expenditures | 8,527 | 12,097 | 6,820 |
Goodwill | 0 | 0 | 0 |
Total assets | $ 293,628 | $ 147,544 | $ 110,004 |
SEGMENT REPORTING - Summary o_2
SEGMENT REPORTING - Summary of Revenue Attributable to Services Provided by Company (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from External Customer [Line Items] | |||
Revenues | $ 1,264,542 | $ 1,085,089 | $ 889,211 |
Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 100% | 100% | 100% |
Solid waste operations | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 971,743 | $ 785,211 | $ 654,089 |
Solid waste operations | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 76.80% | 72.40% | 73.60% |
Collection | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 710,590 | $ 539,587 | $ 442,685 |
Collection | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 56.20% | 49.70% | 49.80% |
Disposal | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 244,582 | $ 227,971 | $ 196,985 |
Disposal | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 19.30% | 21% | 22.20% |
Power generation | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 6,617 | $ 7,519 | $ 5,138 |
Power generation | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 0.50% | 0.70% | 0.60% |
Processing | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 9,954 | $ 10,134 | $ 9,281 |
Processing | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 0.80% | 1% | 1% |
Resource Solutions operations | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 292,799 | $ 299,878 | $ 235,122 |
Resource Solutions operations | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 23.20% | 27.60% | 26.40% |
Processing | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 105,997 | $ 119,045 | $ 93,323 |
Processing | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 8.40% | 10.90% | 10.50% |
National Accounts | |||
Revenue from External Customer [Line Items] | |||
Revenues | $ 186,802 | $ 180,833 | $ 141,799 |
National Accounts | Product concentration risk | Revenue | |||
Revenue from External Customer [Line Items] | |||
Revenues percentage | 14.80% | 16.70% | 15.90% |