Service First. Safety Always. -...

22
Service First. Safety Always. Credit Suisse Global Industrials Conference | November 2017

Transcript of Service First. Safety Always. -...

Service First. Safety Always.

Credit Suisse Global Industrials Conference | November 2017

1

Disclaimer

The information ("Confidential Information") contained in this presentation is confidential and is provided by Advanced DisposalServices, Inc. (“ADS” or the "Company") confidentially to you solely for your reference and may not be retransmitted or distributed to any other persons for any purpose whatsoever. The Confidential Information is subject to change without notice, its accuracy is not guaranteed, it has not been independently verified and it may not contain all material information concerning the Company. No representations or warranties (express or implied) are made regarding, and no reliance should be placed on, the accuracy or completeness of, or any errors or omissions in, any information or opinions contained herein. None of the Company nor any of its respective directors, officers, employees, stockholders, representatives or affiliates nor any other person accepts any liability (in negligence, or otherwise) whatsoever for any loss howsoever arising from any use of this presentation or its contents or otherwise arising in connection therewith. No reliance may be placed for any purposes whatsoever on the information set forth in this presentation or on its completeness.

This presentation does not constitute or form part of any offer or invitation for sale or subscription of or solicitation or invitation of any offer to buy or subscribe for any securities, nor shall it or any part of it form the basis of or be relied on in connection with any contract or commitment whatsoever. Recipients of this presentation are not to construe the contents of this presentation as legal, tax or investment advice and should consult their own advisers in this regard.

This presentation contains forward-looking statements within the meaning of the U.S. federal securities laws. All statements other than statements of historical facts in this presentation, including, without limitation, those regarding our business strategy, financial position, results of operations, plans, prospects and objectives of management for future operations (including development plans and objectives relating to our activities), are forward-looking statements. Many, but not all, of these statements can be found by looking for words like ‘‘expect,’’ ‘‘anticipate,’’ ‘‘goal,’’ ‘‘project,’’ ‘‘plan,’’ ‘‘believe,’’ ‘‘seek,’’ ‘‘will,’’ ‘‘may,’’ ‘‘forecast,’’ ‘‘estimate,’’ ‘‘intend,’’ ‘‘future’’ and similar words. Statements that address activities, events or developments that we intend, expect or believe may occur in the future are forward-looking statements. Forward-looking statements do not guarantee future performance and may involve risks, uncertainties and other factors which could cause our actual results, performance or achievements to differ materially from the future results, performance or achievements expressed or implied inthose forward-looking statements. EBITDA, Adjusted EBITDA, Free Cash Flow (“FCF”) and normalized FCF are non-GAAP measures and, when analyzing our operating performance, investors should not consider these measures in isolation or as substitutes for net income, cash flows from operating activities or other statement of operations or cash flow statement dataprepared in accordance with GAAP. Our calculations of EBITDA, Adjusted EBITDA, FCF and normalized FCF are not necessarily comparable to those of similarly titled measures provided by other companies.

2

Today’s presenters

❖ CFO of ADS and predecessor entities since 2006; CAO from 2001 – 2006

❖ Over 16 years of corporate finance experience in the waste services industry

❖ CFO of Town Star Food Stores and Senior Consultant with CFO Services

❖ Certified Public Accountant

❖ CEO since July 1, 2014

❖ Over 28 years of experience in the waste services industry

❖ Served as President since 2012, President and CEO of Veolia Environmental Services North

America from 2009 to 2012 and President and CEO of Veolia ES Solid Waste from 2007 to 2009

❖ Prior to joining Veolia, spent 12 years with Waste Management in various leadership positionsRichard Burke Chief Executive Officer

Steven CarnChief Financial Officer

Leadership Team Driving Value Creation

Maximized

economies of

scale

Strengthened

operations and

re-shaped

portfolio

Refocused

corporate

structure

Selectively

expanded

through

acquisition

Successfully

pursued

exclusive

municipal

contracts

Optimized

operations

support

stability of

performance

CPPIB

investment to

facilitate

deleveraging

Executed

IPO, debt

refinancing and

secondary

offering

Company Overview

4

A leading provider of solid waste collection & disposal services

Overview

❖ Leading integrated provider of non-hazardous solid waste

collection, transfer, recycling and disposal services

❖ Extensive network of vertically integrated and strategically

located assets

❖ Focused on serving customers in secondary markets or under

exclusive municipal arrangements

❖ LTM 09/30/2017 revenue of $1.5 billion and adjusted EBITDA of

$417 million

Collection Services

92 Collection Operations

❖ 2.8M residential customers

❖ Over 800 exclusive

municipal contracts

❖ Over 200K C&I customers

73 Transfer Stations

Transfer Stations

40 Landfills

Landfill Services

22 Recycling Facilities

Recycling Facilities

❖ Over 3,000 vehicle fleet

❖ 5.0M tons of waste

handled annually

❖ ~550K tons of recyclables

collected annually

❖ ~165K tons of recyclables

processed annually

❖ 15.7M tons disposed of

annually

❖ 64% internalization rate

Note: See appendix for full reconciliation of Adjusted EBITDA

(a) Primary market revenue includes revenue from the following four markets (excluding revenue from exclusive municipal contracts): Atlanta, Chicago, Detroit and Philadelphia

LTM 9/30/2017 Revenue

Revenue by Source Revenue by Category(a)

Primary market revenue

20%

Exclusive municipal and

secondary market revenue

80%

Residential28%

Commercial27%

Rolloff19%

Transfer / Landfill

19%

Commodity Sales2%

Landfill Gas1%

Other4%

5

ADS has delivered on its promises made at IPO

Accomplishments

❖ Pursue disciplined strategy of accretive

tuck-in growth and acquisitions of high

margin assets that align with market

selection strategy

❖ Completed 12 tuck-ins during first nine months of 2017

❖ Closed acquisition of CGS Services in Q1 2017

+$25 million incremental revenue for 2017

Expanded with vertically integrated network into

new Central and Eastern Indiana markets

❖ Secure additional exclusive municipal

contracts and develop vertically integrated

operations

❖ Net new municipal contract revenue growth since IPO

❖ Won Polk County, Florida contract with over 60,000

homes strengthening presence in Central Florida

❖ Tuck-in acquisition in Polk jumpstarts Commercial and

Industrial business

❖ Focus on prudent cost management and

pricing discipline to drive profit

maximization

❖ 1.9% average yield for last eight quarters

40bps over CPI-U growth(a)

❖ Optimize balance sheet to reduce interest

expense and minimize weighted average

cost of capital (WACC)

❖ Refinanced existing indebtedness at improved pricing

Term Loan B pricing 75 bps to L+225bps since

IPO

Sr. Unsecured Notes pricing 263 bps to 5.625%

❖ Corporate ratings upgrades to B2 / BB- since IPO

❖ Commitment to deleveraging

❖ Targeting long-term leverage of

3.25x – 4.25x

❖ Post IPO and debt refinancing leverage of 4.9x

reduced to 4.6x

$20 million Term Loan B prepayment in

December 2016

Delevered an additional 20bps YTD 2017 to 4.6x

Balance Sheet

Efficiency

Acquisition Growth

Municipal Contract

Wins

Pricing Discipline

Deleveraging

Commitment Made Results Delivered

(a) CPI-U stands for Consumer Price Index for All Urban Consumers; represents the average year-over-year change in quarterly CPI-U, and quarterly CPI-U is calculated as

the average of the underlying monthly CPI-U

6

Continued focus on corporate governance

Appointment of Independent Directors

❖ A majority of the Board of Directors and all committees are now comprised of independent directors

❖ Since IPO, three independent directors have been appointed to the Board

May 2, 2017 – Tanuja Dehne joined the Board and chairs the Compensation Committee

June 16, 2017 – E. Renae Conley elected to the Board and serves on the Compensation Committee and Nominating and Corporate Governance

Committee

October 3, 2017 – Michael J. Hoffman joined the Board and chairs the Nominating and Corporate Governance Committee and serves as a

member of the Audit Committee

Sponsor Shareholding Evolution

❖ Highstar has the right to nominate a

number of designees to the Board equal

to the percentage of common stock

owned

❖ Highstar currently has 3 board seats,

which will drop to 2 seats post the block

trade and then to 1 seat once their

ownership falls below 20%

❖ BTG’s Board designee left the Board on

10/31/17 and BTG will have no further

board representation

❖ Highstar and BTG's lockup from the May 2017 secondary offering expired on August 15, 2017. They closed on a block trade on November 21, 2017

63.7

50.1

31.7 24.8

7.0

5.5

0.9

70.7

55.6

32.6

24.8

0.0

20.0

40.0

60.0

80.0

Pre-IPO Post-IPO 6/30/17 Post-FTFO 11/21/17 Post-Block

(% o

f T

ota

l O

wn

ers

hip

)

Highstar BTG

Key Investment Highlights

8

Market selection creating

competitive and

differentiated business

model driving growth

Strategic network of

vertically integrated

disposal assets

providing scale, scope

and diversity

Strong core revenue

growth and increasing

profitability allow for free

cash flow expansion and

continuous de-

leveraging

1

Operating efficiency

gains, acquisitions and

pricing driving margin

and free cash flow

enhancement

4

Why is ADS an attractive investment opportunity?

2

3

9

ADS owned landfill – first priority

❖ Enables vertical integration in any market

❖ Pursue opportunities in primary markets where we own a landfill

Atlanta, Chicago, Philadelphia, Detroit

Disposal neutral – second priority

❖ Opportunity for highly profitable operations

Efficient collection operations

Limited capital requirement

Opportunities for price initiatives

Ability to maintain high quality, strategically located infrastructure

Competitive Market

Exclusive Secondary Primary

Dis

po

salM

ark

et

ADS

Owned

Landfills

Disposal

Neutral

Competitor

Owned

Market selection creating competitive and differentiated business model driving growth

Not a PriorityHigh Priority ADS Core Focus

Strong competitive position

Enhanced customer retention

Disciplined price environment

Focus on vertical integration in exclusive and secondary markets(a)

Primary market revenue

20%

Exclusive municipal and

secondary market revenue

80%

(a) Primary market revenue includes revenue from the following four markets (excluding revenue from exclusive municipal contracts): Atlanta, Chicago, Detroit and

Philadelphia

1

10

Strategic network of vertically integrated disposal assets providing scale, scope and diversity

(a) As of September 30, 2017

(b) Average of 38 years of aggregate remaining permitable and deemed permitable life among active landfills

(c) Shaded states reflect continuing operations only. Percentages by region represent % of LTM 9/30/2017 revenue

(d) Based on LTM 9/30/2017 revenue

Landfills

Transfer

stations

Complementary network of landfills & transfer stations(a)

❖ Extend reach of landfill service area

❖ Highly complementary to landfills, enhancing competitive advantage

❖ Foundation of vertically integrated operations

❖ Most profitable component of the waste services value chain

❖ Establish a highly defensible market position

❖ Average landfill expected life of 38 years(b) with 34% capacity utilization

2

ME

Corporate Headquarters

Regional Headquarters

Hauling/Collection

Landfills

Recycling

Transfer Stations not listed

MN

IA

MO

AR

LA

MS

AL

TN

IL

WI

MI

IN

KY

SC

NC

VAWV

OH

PA

NJMD DE

NY

VT

MA

CT RI

GA

NH

FL

Balanced geographic revenue base(c)

Revenue diversification by source(d)

Collection

❖ Large diverse customer base with largest customer represents less than 2% of revenue(d)

❖ Over 800 municipal contracts representing approximately 2.8 million residential customers

Terms of 3-10 years or longer with Renewal rate of approximately 80%

❖ Over 200,000 commercial & industrial contracts

Rolling contracts that are typically 5 years in duration

Strong relationship with C&I customers

East25%

South37%

Midwest38%

Residential28%

Commercial27%

Rolloff19%

Transfer / Landfill

19%

Commodity Sales2%

Landfill Gas1%

Other4%

11

1.5%

1.9%

0.0%

0.4%

0.8%

1.2%

1.6%

2.0%

2.4%

Avg. over past 8 quarters

Avg. CPI-U growth Avg. yield

40 bps

Operating efficiency gains, acquisitions and pricing driving margin and free cash flow enhancement

(a) CPI-U stands for Consumer Price Index for All Urban Consumers; represents the average year-over-year change in quarterly CPI-U, and quarterly CPI-U is calculated as

the average of the underlying monthly CPI-U

(b) Average yield represents the average of eight quarters, Q4 2015 to Q3 2017

3

Fleet automation (residential)CNG conversion Other initiativesSafety initiatives

❖ Workforce training

❖ Risk management and

auditing

❖ Drive cam

❖ Snapshots

❖ Sales productivity and

pricing effectiveness

❖ Driver productivity and

route optimization

❖ Maintenance efficiency

❖ Effective purchasing

Growth from acquisitions

Number of

acquisitions:

Average yield

5%

18%

0%

5%

10%

15%

20%

25%

12/31/2013 09/30/2017

(% o

f colle

ctio

n r

oute

s) 43%

55%

0%

10%

20%

30%

40%

50%

60%

12/31/2013 09/30/2017

(% o

f fle

et auto

mate

d)

8 12 8 13

$10 $50 $5 $112Acquisition

spend:

1.3% 1.2%

1.8%

3.4%

0.0%

1.0%

2.0%

3.0%

4.0%

5.0%

2014 2015 2016 YTD 09/30/2017

Avera

ge g

row

th

(a) (b)

12

$69

$115

YE 12/31/2013 LTM 9/30/2017

$46 million

Strong core revenue growth and increasing profitability allow for free cash flow expansion and continuous de-leveraging

Revenue Growth

+260 bps

% of sales5.2% 7.8%

Normalized FCF growth

Adjusted EBITDA

% EBITDA

margin

+90 bps

27.4% 28.3%

4

Leverage(a)

$1,319

$1,475

YE 12/31/2013 LTM 9/30/2017

$361

$417

YE 12/31/2013 LTM 9/30/2017

6.3

4.6

YE 12/31/2013 LTM 9/30/2017

Note: See appendix for full reconciliation of Adjusted EBITDA and Normalized Free Cash Flow

(a) Leverage consistent with debt covenant compliance calculations and gives affect to pro-forma adjustments

1.7x

% FCF

margin

Financial Update and Highlights

14

– Capital spend controls

– Prudent capital allocation

– Increase EBITDA

– Manage Capex

– Reduce DSO(a)

– Increase DPO(b)

– Balance Sheet efficiency

– Interest savings

– Operating leverage and

increased route density

– Cost controls and

efficiencies

– Leverage SG&A

– Organic price and volume

growth

– Accretive tuck-in

acquisitions

– New residential municipal

contract awards

Revenue growth

EBITDA margin

Return on invested capital

Free cash flow

Leverage

Financial policy

(a) DSO: Days Sales Outstanding

(b) DPO: Days Payable Outstanding

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Financial profile

Revenue

Adj. EBITDA

Adj. EBITDA

minus Capex(a)

Metric Summary financials ($mm)Commentary

Note: See appendix for full reconciliation of Adjusted EBITDA

(a) Capex for YE 2013, YE 2014,YE 2015, YE 2016, and LTM 09/30/2017 of $158 million, $166 million, $177 million, $171 million, and $175 million, respectively

❖ Historic revenue driven primarily by:

Increase in collection volume driven by new residential

contracts, commercial growth and increased roll off activity

Increase in landfill volume driven by special waste, MSW, and

C&D

Favorable pricing gains and increased environmental fee

revenue

❖ 2015 and 2016 revenue reflects strategic divestitures, customer

rationalization of low margin business, lower shale volume, and fuel

fees and recycling price headwinds

❖ Flexible, highly-scalable cost structure

❖ Strong EBITDA growth:

Economies of scale

Divestiture of low margin businesses / acquisitions of high

margin assets

Vertically integrated operations

❖ 90 bps margin headwind 2017 – extraordinary non recurring costs

❖ Unlevered FCF growth driven by:

Organic growth

Operating leverage

Full year impact of acquisitions

FY 2017 impacted by extraordinary costs

$1,319

$1,403 $1,396 $1,405

$1,475 $1,506

2013 2014 2015 2016 LTM09/30/2017

2017

$361 $379

$400 $411 $417 $418

27.4% 27.0%

28.6% 29.3%

28.3% 27.8%

2013 2014 2015 2016 LTM09/30/2017

2017

$203

$213

$223

$240 $242

$232

15.4% 15.2%

15.9%

17.1%

16.4%

15.4%

2013 2014 2015 2016 LTM09/30/2017

2017

16

YTD 2017 performance

YTD 09/30 Revenue Selected commentary

YTD 09/30 EBITDA and Margin

YTD 09/30 Normalized FCF and % Sales

$1,053

$1,123

$900

$975

$1,050

$1,125

$1,200

YTD 09/30/2016 YTD 09/30/2017

(mill

ion)

$303

$309

28.8% 27.5%

20.0%

24.0%

28.0%

32.0%

36.0%

$280

$290

$300

$310

$320

YTD 09/30/2016 YTD 09/30/2017

(marg

in)

(mill

ion)

$91

$112

8.6%

9.9%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

$60

$75

$90

$105

$120

YTD 09/30/2016 YTD 09/30/2017

(marg

in)(m

illio

n)

❖ Revenue growth of 6.7% year-to-date driven by acquisition, volume

and pricing growth

Average yield of 1.4% moderated by tough prior year comps but

offset by volume growth turning positive impacted by strong

disposal volume and positive commercial and roll off activity

❖ Adjusted EBITDA growth of 1.9% year-to-date

Gains from organic and acquisition growth moderated by near-

term headwinds from fuel, healthcare costs, leachate and

sulfate treatment costs and storm and start-up costs

❖ Strong normalized FCF growth year-to-date

Adjusted EBITDA growth coupled with interest savings driving

improvements

Slight headwind from growth capex to support acquisitions and

new muni contract wins

Focused on long-term FCF generation

Note: See appendix for full reconciliation of Adjusted EBITDA and Normalized Free Cash Flow

17

8.7% 10.4% 8.6% 8.5%

2.5%

1.1%

1.5% 1.7%

0.6%

1.2%

2.1% 1.7%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

2014 2015 2016 LTM 09/30/2017

% o

f re

ve

nu

e

Replacement Growth Infrastructure

$166

$177

$171 $175

($ in millions)

Investing for the future

Capital expenditure by asset class(a)

(a) 2014 excludes the impact of land purchased for future airspace of $8.8 million at one landfill and capital related to the start of a major municipal contract of $21.6 million.

2015 excludes the impact of land purchased for future landfill airspace of $2.4 million, 2017 excludes the impact of land purchased for future landfill airspace of $3.1 million

and capital expenditures related to a municipal contract of $8.7 million

(b) Peers include: Republic Services, Waste Management, Waste Connections and Progressive Waste. 2016 exclude Progressive Waste due to Waste Connections merger

ADS

% of sales

Capital expenditure by purpose(a)

11.8% 12.7% 12.2%

Peer avg.

% of sales(b)10.6% 11.1% 10.0%

11.9%

4.1% 4.3% 4.1% 4.2%

4.1%

5.1%5.0% 4.9%

2.3%

1.9%1.7% 1.8%

1.3%

1.4%1.4% 1.0%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

2014 2015 2016 LTM 09/30/2017

% o

f re

ve

nu

e

Trucks Cell construction and landfill infrastructure Containers Others

$166

$177

$171 $175

18

ADS Highlights

Differentiated business model driving growth

Financial discipline

Strong asset base in attractive markets

Proven growth strategy and execution

Continued focus on operating efficiency

Commitment to shareholder value creation

Appendix I: Supplemental Materials

20

Adjustments to EBITDA

Adjusted EBITDA reconciliation

28.8% 29.4%

($ in millions)2013 2014 2015 2016 LTM 09/30/2017

Net Income (loss) ($117.8) ($17.1) ($33.6) ($30.4) ($23.8)

Loss (income) from discontinued operations, net (22.5) (0.3) - - -

Income tax benefit (45.4) (80.6) (19.4) (25.7) (24.2)

Interest expense 163.1 141.5 138.0 130.2 97.2

D&A 278.9 271.4 259.1 246.9 255.3

Loss on debt extinguishment and modifications - - - 64.7 64.7

Accretion on landfill retirement obligations 13.7 13.5 13.1 13.0 14.3

Accretion on loss contracts and other long-term liabilities 0.4 0.9 0.8 0.4 0.3

EBITDA from Continuing Operations $315.4 $329.3 $358.0 $399.1 $383.8

Acquisition and development costs 1.2 0.1 1.4 0.7 1.9

Stock based compensation 4.6 2.1 3.1 5.5 9.4

Loss on sale of assets and asset impairments 5.5 6.5 21.6 1.8 11.7

Restructuring charges 10.0 4.6 - 0.8 3.4

Unrealized (gain) loss on derivative instruments - 27.3 (11.1) (18.5) (6.3)

Realized loss (gain) on fuel derivative instruments (1.1) 1.9 26.4 14.9 4.5

Gain on redemption of security - - (2.5) - -

Rebranding and integration costs 25.8 7.1 - - -

(Earnings) losses in equity investee, net (0.3) (0.1) 0.3 (0.3) 0.2

Write-off of share issuance & other capital market costs and other - - 2.8 7.1 0.6

Greentree expense, net of estimated insurance recoveries - - - - 7.8

Adjusted EBITDA $361.1 $378.8 $400.0 $411.1 $417.0

21

Normalized free cash flow reconciliation

2013 2014 2015 2016 LTM 09/30/2017

Net Cash Provided by Operating Activities $180.3 $243.2 $244.5 $237.0 $292.7

Purchases of Property and Equipment(a) (158.1) (166.0) (177.3) (171.0) (175.5)

Proceeds from the Sale of Property and Equipment 3.4 3.0 2.6 3.3 2.9

Free Cash Flow $25.6 $80.2 $69.8 $69.3 $120.1

Net Assumption of Long-term Care and Closure - - - - (22.0)

Restructuring Payments 44.4 9.9 3.2 2.1 0.8

Payments to Retired Executives - - - - 6.2

Greentree Costs - - - - 4.7

Capital Market Costs - - 2.7 7.7 0.7

Realized Loss on Derivatives (1.1) 1.9 26.4 14.9 4.5

Adjusted Free Cash $68.9 $92.0 $102.1 $94.0 $115.0

Adjusted Free Cash % margin 5.2% 6.6% 7.3% 6.7% 7.7%

(a) 2016: Excludes the impact of land purchased for future airspace of $3.1M and the purchase of a facility related to a municipal contract of $8.7M

2015: Excludes the impact of land purchased for future landfill airspace of $2.4M