SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 25, 2011
WCA Waste Corporation
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (713) 292-2400
(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:
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On May 26, 2011, WCA Waste Corporation (the Company), the subsidiary guarantors named therein (the Guarantors) and Credit Suisse Securities (USA) LLC (the Representative), as the representative of the several initial purchasers named therein (the Purchasers), entered into a Purchase Agreement (the Purchase Agreement) pursuant to which the Company agreed to sell to the Purchasers $175 million aggregate principal amount of its 7.50% Senior Notes due 2019, to be guaranteed by the Guarantors. The Purchase Agreement contains customary representations and warranties of the parties and indemnification and contribution provisions whereby the Company and the Guarantors, on the one hand, and the Purchasers, on the other hand, have agreed to indemnify each other against certain liabilities.
The above statements are qualified in their entirety by reference to the Purchase Agreement, a copy of which is filed as exhibit 10.1 hereto.
Amendment to Revolving Credit Agreement
On May 25, 2011, the Company, Comerica Bank, in its capacity as administrative agent, and certain other lenders, entered into the Fourteenth Amendment to Revolving Credit Agreement (the Amendment) to amend the Revolving Credit Agreement dated July 5, 2006 (the Credit Agreement), by and between the Company, Comerica Bank as administrative agent and certain other lenders set forth therein, as previously amended. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed thereto in the Credit Agreement, as amended by the Amendment.
The Amendment provided for the following:
The Amendment was made and entered into at the Companys request in order to allow for the Company to consummate the transactions contemplated by the Purchase Agreement, provide greater financial flexibility and access to the senior credit facility extended to the Company under the Credit Agreement. The above description of the material terms of the Amendment is not a complete statement of the rights and obligations with respect to the Credit Agreement. The above statements are qualified in their entirety by reference to the Amendment, a copy of which is filed as exhibit 10.2 hereto.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
Pursuant to the Purchase Agreement described in Item 1.01 above, the Company sold to the Purchasers $175 million aggregate principal amount of its 7.50% Senior Notes due 2019. The notes are guaranteed by the Guarantors. The description of the Purchase Agreement in Item 1.01 above is incorporated into this Item 2.03 by reference.
Item 7.01 Regulation FD Disclosure.
On May 31, 2011, the Company issued a press release announcing the Amendment. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information set forth in this Item 7.01 shall be deemed to be furnished and not filed for purposes of the Securities Exchange Act of 1934, as amended.
Item 9.01 Financial Statements and Exhibits.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.