Waste Management Files for Shares; Republic Responds
Houston-based Waste Management, Inc. announced on July 24 that it is filing a Notification and Report Form under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 relating to purchases of shares of Republic Services, Inc./p>
This filing also will initiate the U.S. Department of Justice's expected antitrust review of Waste Management's proposed merger transaction with Republic and start the applicable HSR waiting period. Concurrent with the filing, Waste Management is notifying certain states' attorneys general of Waste Management's HSR filing and intent to purchase Republic's shares. The notifications are being made in accordance with Waste Management's Sept. 20, 1999 consent decree and other agreements with the U.S. Department of Justice and the states' attorneys general.
Republic Services, Inc. of Fort Lauderdale, Fla., on the same day issued the following statement:
"Waste Management's stated intention to acquire Republic Services common stock, through open market purchases or other transactions, is in support of Waste Management's proposal of July 14, 2008 to acquire Republic at $34 per share subject to various conditions. That proposal was rejected by the Republic Board of Directors for the reasons set forth in our press release of July 18, 2008. Republic continues to believe that the merger between Republic and Allied will create significant value generating opportunities, including significant cost saving synergies, and is in the best interests of Republic stockholders. Republic notes that Waste can only acquire up to $63.1 million worth of Republic common stock without first receiving antitrust clearance from the federal government. While Republic is aware of our fiduciary duties and will respond to Waste's antitrust notices as appropriate, Republic will continue to guard against opportunistic attempts to disrupt our strategic plans through open market activity or otherwise."
Republic Services, Inc. and Allied Waste Industries, Inc. of Phoenix on June 23 announced that their boards of directors have unanimously approved a merger agreement with expected pro forma annual revenues of approximately $9 billion and an expected total market capitalization of approximately $12 billion.