COVANTA HOLDING CORPORATION (NYSE:CVA) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.Entry into a Material Definitive Agreement.
On August 29, 2018, Covanta Holding Corporation (the “Company”) entered into two transactions to refinance certain of its outstanding tax exempt indebtedness with refunding tax exempt indebtedness in the same aggregate principal amount and for the same remaining loan tenor, as follows:
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The Company entered into a Bond Purchase Agreement (the “NFA BPA”) with Merrill Lynch, Pierce, Fenner& Smith Incorporated (“Merrill Lynch” or the “Underwriter”) and the National Finance Authority (New Hampshire) (the “NH Issuer”) providing for the offer and sale by the Underwriter of (i)$20,000,000 principal amount of Resource Recovery Refunding Revenue Bonds (Covanta Energy Project), Series 2018A (AMT) (the “NFA Series A Bonds”), (ii)$67,225,000 principal amount of Resource Recovery Refunding Revenue Bonds (Covanta Energy Project), Series 2018B (Non-AMT) (the “NFA Series B Bonds”) and (iii)$82,370,000 principal amount of Resource Recovery Refunding Revenue Bonds (Covanta Energy Project), Series 2018C (AMT) (the “NFA Series C Bonds,” and together with the NFA Series A Bonds and the NFA Series B Bonds, the “New Hampshire Bonds”). The New Hampshire Bonds will be issued to an Indenture by and between the NH Issuer and Wells Fargo Bank, N.A. (the “Trustee”). The NH Issuer will loan the proceeds from the New Hampshire Bonds to the Company to a loan agreement, and principal of and interest on the New Hampshire Bonds will be payable from loan repayments received by the NH Issuer and the Trustee from the Company; and |
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The Company entered into a Bond Purchase Agreement (the “Niagara BPA”) with Merrill Lynch as Underwriter and the Niagara Area Development Corporation (the “Niagara Issuer”) providing for the offer and sale by the Underwriter of (i)$130,000,000 principal amount of Solid Waste Disposal Facility Refunding Revenue Bonds (Covanta Energy Project), Series 2018A (AMT) (the “Niagara Series A Bonds”), and (ii)$35,010,000 principal amount of Solid Waste Disposal Facility Refunding Revenue Bonds (Covanta Energy Project), Series 2018B (Non-AMT) (the “Niagara Series B Bonds,” and together with the Niagara Series A Bonds, the “Niagara Bonds”). The Niagara Bonds will be issued to an Indenture of Trust by and between the Niagara Issuer and the Trustee. The Niagara Issuer will loan the proceeds from the Niagara Bonds to the Company to a loan agreement, and principal of and interest on the Niagara Bonds will be payable from loan repayments received by the Niagara Issuer and the Trustee from the Company. |
The offering of the New Hampshire Bonds and the Niagara Bonds will not be registered under the Securities Act of 1933, as amended (the “Securities Act”) and the New Hampshire Bonds and the Niagara Bonds will not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from such registration requirements.
The NFA BPA and the Niagara BPA each include customary representations, warranties and covenants by the Company. Both also provide for customary indemnification by the Company against certain liabilities arising out of or in connection with the sale of the New Hampshire Bonds and the Niagara Bonds, respectively, and customary contribution provisions in respect of those liabilities. The closing of each offering, which is subject to customary closing conditions, is expected to occur on September 27, 2018.
Item 7.01.Regulation FD Disclosure.
On August30, 2018 the Company issued a press release announcing that it has priced $335 million in new tax exempt bonds to refinance outstanding bonds of the same amounts and maturities. A copy of this press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits.
(c) Exhibits
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ExhibitNo. |
Exhibit |
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Press Release, dated August 30, 2018.
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COVANTA HOLDING CORP ExhibitEX-1.1 2 ex11executedbpanh2018.htm EXHIBIT 1.1 Exhibit Exhibit 1.1Execution Copy$20,…To view the full exhibit click here
About COVANTA HOLDING CORPORATION (NYSE:CVA)
Covanta Holding Corporation is a holding company. The Company, through its subsidiaries, owns and operates infrastructure for the conversion of waste to energy, as well as other waste disposal and renewable energy production businesses. It operates through North America segment, which consists of waste and energy services operations located primarily in the United States and Canada. The energy-from-waste (EfW) serves over two markets as both a sustainable waste management solution and as a source of clean energy. The Company processes approximately 20 million tons of solid waste annually. The Company operates and/or have ownership positions in over 45 EfW facilities, which are primarily located in North America, and over 10 additional energy generation facilities, including other renewable energy production facilities in North America (wood biomass and hydroelectric). The Company operates EfW projects in approximately 20 states and over two Canadian provinces.
