Waste Management 2014 Annual Report Download - page 113

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had an estimated fair value at closing of $16 million. Greenstar was an operator of recycling and resource
recovery facilities. This acquisition provides the Company’s customers with greater access to recycling solutions,
having supplemented our extensive nationwide recycling network with the operations of one of the nation’s
largest private recyclers.
RCI Environnement, Inc. — On July 5, 2013, we paid C$509 million, or $481 million, to acquire
substantially all of the assets of RCI Environnement, Inc. (“RCI”), the largest waste management company in
Quebec, and certain related entities. Total consideration, inclusive of amounts for estimated working capital, was
C$515 million, or $487 million. RCI provides collection, transfer, recycling and disposal operations throughout
the Greater Montreal area. The acquired RCI operations complement and expand the Company’s existing assets
and operations in Quebec.
Divestitures
Divestiture of Wheelabrator Business
On December 19, 2014, we sold our Wheelabrator business to an affiliate of Energy Capital Partners and
received cash proceeds of $1.95 billion, net of cash divested, subject to certain post-closing adjustments. We
recognized a gain of $519 million on this sale which is included within “(Income) expense from divestitures,
asset impairments (other than goodwill) and unusual items” in the Consolidated Statement of Operations. In
conjunction with the sale, the Company entered into several agreements to dispose of a minimum number of tons
of waste at certain Wheelabrator facilities. These agreements generally provide for fixed volume commitments,
with certain market price resets, for up to seven years.
Wheelabrator provides waste-to-energy services and manages waste-to-energy facilities and independent
power production plants. Wheelabrator owns or operates 16 waste-to-energy facilities and four independent
power production plants. Prior to the sale, our Wheelabrator business constituted a reportable segment for the
Company, as discussed in Note 21 to the Consolidated Financial Statements. We concluded that the sale of our
Wheelabrator business did not qualify for discontinued operations accounting under current authoritative
guidance based on our significant continuing obligations under the long-term waste supply agreements referred
to above and in Note 11 to the Consolidated Financial Statements.
Other Divestitures
In the second quarter of 2014, we sold our Puerto Rico operations and certain other collection and landfill
assets which were included in Tier 3 and Tier 1, respectively, of our Solid Waste business. We received proceeds
from the sale of $80 million, consisting of $65 million of cash and $15 million of preferred stock and recognized
a loss on the sale of $25 million.
In the third quarter of 2014, we sold certain landfill and collection operations in our Eastern Canada Area,
which were included in Tier 3. We received cash proceeds from the sale of $39 million and recognized a gain of
$18 million.
The gain or loss on these divestitures is included within “(Income) expense from divestitures, asset
impairments (other than goodwill) and unusual items” in the Consolidated Statement of Operations. The
remaining proceeds from divestitures in 2014 were comprised substantially of cash. Additional information on
our reportable segments can be found in Note 21 to the Consolidated Financial Statements.
Basis of Presentation of Consolidated Financial Information
Comprehensive Income — In February 2013, the Financial Accounting Standards Board (“FASB”) issued
amended authoritative guidance associated with comprehensive income, which requires companies to provide
36