Davis Polk – WCA Waste Corporation $325 Million Acquisition Financing

Davis Polk is advising Credit Suisse AG as administrative agent and Credit Suisse Securities (USA) LLC and Macquarie Capital (USA) Inc. as arrangers in connection with a commitment to provide up to $275 million in term loans and an additional $50 million in revolving loans (which may be increased by $20 million in the event of a successful syndication) for Cod Intermediate, LLC, a subsidiary of Macquarie Infrastructure Partners II (MIP II). The commitment is being made in connection with MIP II’s acquisition of all of the common stock of WCA Waste Corporation. Up to $265 million of the term loan facility will be available to pay the purchase price in connection with the acquisition, repurchase WCA’s outstanding notes pursuant to the exercise of put rights following a change of control offer and/or any debt tender offer and to refinance WCA’s existing revolving credit facility. The amount of term loans will be reduced by the amount of notes that are not repurchased pursuant to the exercise of put rights or any debt tender offer. The amount of term loans in excess of $265 million and the proceeds of the revolving facility will be used for working capital and general corporate purposes.

Headquartered in Houston, Texas, WCA is a vertically integrated, non-hazardous solid-waste services company providing collection, transfer and disposal services to commercial, industrial and residential customers. The company’s operations consist of 25 landfills, 29 transfer stations and 29 collection operations serving approximately 450,000 customers in 14 states in the Southeast and Midwest. Macquarie Infrastructure Partners Inc. is a member of the Macquarie Group of companies and manages the unlisted Macquarie Infrastructure Partners (MIP) and MIP II funds. MIP and MIP II have combined equity under management of over $5.5 billion committed to infrastructure investments in North America. MIP and MIP II have ownership interests in a diversified portfolio of businesses, including waste services, toll roads, bridges, utilities, ports, and telecommunications infrastructure.
The Davis Polk leveraged finance team includes partners Michael Kaplan and Jason Kyrwood and associates Meyer C. Dworkin, Jonathan B. Brown and Alexa Taylor (not yet admitted). All members of the Davis Polk team are based in the New York office.