SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 27, 2007
Waste Management, Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware
(State or Other Jurisdiction of Incorporation)
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1-12154
(Commission File Number)
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73-1309529
(IRS Employer Identification No.) |
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1001 Fannin, Suite 4000 Houston, Texas
(Address of Principal Executive Offices)
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77002
(Zip Code) |
Registrant’s Telephone number, including area code: (713) 512-6200
(Former Name or Former Address, if Changed Since Last Report)Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition.
Waste Management, Inc. (the “Company”) issued a press release this morning, April 27, 2007,
announcing its earnings for the quarter ended March 31, 2007. A copy of the press release is
attached hereto as exhibit 99.1.
Additionally, as previously announced, the Company is holding a conference call, open to the
public, to discuss these results, from 9:00 a.m. to 10:00 a.m. Central time this morning. The call
will be webcast live, and may be heard by accessing the Company’s website at www.wm.com. The call
may also be listened to by calling (877) 710-6139 and entering the access code 3382502. A replay
of the conference call will be available through 5:00 p.m. Central time on May 11, 2007. The
replay of the call may be heard over the Internet, by accessing the Company’s website at
www.wm.com, or by telephone by dialing 800-642-1687 and entering conference code 3382502.
On the conference call, management of the Company will discuss results of operations using
free cash flow, a non-GAAP financial measure, and is expected to discuss full year projections of
free cash flow and adjusted earnings per share. The Company has provided an explanation of its use
of free cash flow, as well as reconciliations of free cash flow to net cash provided by operating
activities, the most comparable GAAP measure, in the press release that is attached to this Form
8-K as exhibit 99.1 and the schedules thereto.
The non-GAAP measurement of full year adjusted earnings of $2.03 to $2.07 per diluted share
projected by the Company excludes the first quarter 2007 impact of restructuring charges of $6
million after tax. GAAP net earnings per diluted share for the remaining three quarters of the
year may include restructuring charges, asset impairment and unusual items charges, gains or losses
from divestitures, the resolution of income tax items, and other items that are not currently
determinable, but may be significant. The full year 2007 adjusted earnings per diluted share
projected today excludes the impact of any such items that may occur. GAAP net earnings per
diluted share projected for the full year would require inclusion of the projected impact of any
expected items. Due to the uncertainty of the amount and timing of any such items, we do not
believe we have the information available to provide full year GAAP net earnings per diluted share
and the quantitative reconciliation to our current adjusted earning per diluted share projection.
Certain statements contained herein are “forward-looking statements.” The forward-looking
statements that the Company makes are the Company’s expectations, opinion, view or belief at the
point in time of issuance but may change at some future point in time. By issuing estimates or
making statements based on current expectations, opinions, views or beliefs, the Company has no
obligation, and is not undertaking any obligation, to update such estimates or statements or to
provide any other information relating to such estimates or statements. The Company is subject to
risks that could affect its financial statements for 2007 and beyond and that could cause actual
results to be materially different from those that may be set forth in forward-looking statements
made by the Company. Investors are cautioned not to place undue reliance on any forward-looking
statements, which speak only as of their dates.