Chief Financial Officer

[Pages:17]UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report: February 21, 2019 (Date of earliest event reported)

Advanced Disposal Services, Inc.

(Exact name of registrant as specified in its charter)

DELAWARE

(State or other jurisdiction of incorporation)

001-37904

(Commission File Number)

90 Fort Wade Road Ponte Vedra, Florida 32081

(Address of principal executive offices and zip code)

(904) 737-7900

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report.)

90-0875845

(IRS Employer Identification No.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

? Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ? Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ? Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ? Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 2.02 Results of Operations and Financial Condition.

The information under this Item 2.02, including the Exhibit attached hereto, is intended to be furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.

On February 21, 2019, Advanced Disposal Services, Inc. issued a press release regarding its financial results for year ending December 31, 2018. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 2.02 by reference.

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. The following exhibit is furnished herewith:

Exhibit No.

99.1

Description Press release of Advanced Disposal Services, Inc. dated February 21, 2019

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Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Advanced Disposal Services, Inc.

Dated: February 21, 2019

By: Name: Title:

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/s/ Steven R. Carn Steven R. Carn Chief Financial Officer

Exhibit Index Number and Description of Exhibit

99.1 Press release of Advanced Disposal Services, Inc. dated February 21, 2019

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Exhibit 99.1

FOR IMMEDIATE RELEASE

ADVANCED DISPOSAL ANNOUNCES FOURTH QUARTER RESULTS

Strong cash flow generation and disciplined pricing continues

PONTE VEDRA, Fla. (February 21, 2019) ? Advanced Disposal Services, Inc. (NYSE: ADSW), (d/b/a Advanced Disposal) announced today revenue of $394.8 million for the three months ended December 31, 2018 versus $384.4 million in the same period of the prior year. Net income during fourth quarter 2018 was $2.5 million , or $0.03 per diluted share, and adjusted net income, which excludes certain gains and expenses, was $11.4 million , or $0.13 per diluted share. Fourth quarter 2017 net income included a $40.4 million benefit from the Tax Cuts and Jobs Act and was $42.0 million , or $0.47 per diluted share, and adjusted net income was $11.2 million , or $0.13 per diluted share.

"Cash flow generation continues to be a key area of focus for us, and we are pleased that in 2018, we generated cash from operations of $308.3 million and improved adjusted free cash flow by 10%" said Richard Burke, CEO. "We also remain committed to disciplined pricing and achieved average yield of 3.4% in 2018. Overall, we are well positioned as a company as we move into 2019."

Fourth Quarter and Full Year Highlights ? Fourth quarter revenue of $394.8 million was up 2.7% overall versus the prior year and 4.8% excluding an $8.2 million reduction related to the adoption of the new revenue recognition standard ? Achieved fourth quarter average yield of 4.0% and full year average yield of 3.4% ? Fourth quarter organic volume growth declined 0.3% led by a decline in special waste volume but full year organic volume grew 0.5% ? Net income for the fourth quarter was $2.5 million or $0.03 per diluted share ? Adjusted net income improved $0.2 million to $11.4 million for the fourth quarter versus the prior year and adjusted diluted earnings per share remained at $0.13 ? Achieved adjusted EBITDA of $108.7 million for the fourth quarter ? Full year revenue of $1,558.2 million was up 3.4% overall versus the prior year and 5.6% excluding a $33.7 million reduction related to the adoption of the new revenue recognition standard ? Net income for the full year was $9.4 million and adjusted EBITDA grew $9 million versus the prior year to $427.1 million ? Full year cash provided by operating activities was $308.3 million ? Full year adjusted free cash flow increased 10% to $145.6 million

Fiscal Year 2019 Guidance Advanced Disposal's guidance is based on current economic conditions and does not assume any significant changes in the overall economy during 2019. Please refer to the "Special Note Regarding Forward-Looking Statements" section of this press release.

? Revenue is estimated to be between $1,603 million and $1,629 million. This includes average yield of 3.0% to 3.6% and organic volume of (0.4%) to 0.3%.

? Adjusted EBITDA is estimated to be between $440 million and $452 million. ? Capital expenditures are estimated to be between $191 million and $201 million. ? Adjusted free cash flow is estimated to be between $140 million and $152 million.

Additional Information While the Company is still completing its assessment of the effectiveness of its internal control over financial reporting as of December 31, 2018, in its upcoming fiscal 2018 Annual Report on Form 10-K, it expects to report a material weakness in internal control. The weakness relates to certain deficiencies pertaining to the precision of the design and operating effectiveness of controls involving price initiation related to revenue, receivables, and deferred revenue accounts. We will work to remediate the deficiencies prior to the end of 2019. As of the date of this release, there have been no misstatements identified in the financial statements as a result of these deficiencies.

Advanced Disposal will conduct a quarterly earnings conference call on February 22, 2019 at 10:00 a.m. EST. The call can be accessed by dialing (866) 478-7805 and asking for conference ID 8795975 or the Advanced Disposal Q4 2018 earnings call. This call will be recorded and available via replay approximately two hours after the completion of the earnings call for thirty days. You may access the recording by dialing (855) 859-2056 or through the link on the investor relations page of our website at .

The calculation of free cash flow and adjusted free cash flow, as well as details of charges and other expenses that are excluded from EBITDA and net income in arriving at adjusted EBITDA and adjusted net income, are contained in the "Reconciliation of Certain Non-GAAP Measures" section of this press release.

SUPPLEMENTAL UNAUDITED FINANCIAL INFORMATION AND OPERATING DATA

Advanced Disposal Services, Inc. Statements of Operations

(in millions, except share and per share data)

Service revenues Operating costs and expenses Operating Selling, general and administrative Depreciation and amortization Acquisition and development costs Loss (gain) on disposal of assets and asset impairments Restructuring charges

Total operating costs and expenses Operating income Other (expense) income Interest expense Loss on debt extinguishments and modifications Other (loss) income, net Total other expense Income (loss) before income taxes Income tax expense (benefit) Net income

Three Months Ended December 31,

2018

2017

$

394.8 $

384.4 $

251.0 46.2 67.7

0.4 0.3 -- 365.6 29.2

245.0 42.1 71.9

0.1 0.3 -- 359.4 25.0

(24.9)

(23.3)

(0.3)

(3.7)

(0.2)

4.2

(25.4)

(22.8)

3.8

2.2

1.3

(39.8)

$

2.5 $

42.0 $

Year Ended December 31,

2018

2017

1,558.2 $

1,507.6

1,006.1 181.5 270.5 0.8 (2.5) 0.1

1,456.5 101.7

962.1 169.5 269.8

1.3 11.4 3.4 1,417.5 90.1

(95.9) (0.9) 9.1

(87.7) 14.0 4.6 9.4 $

(93.0) (3.7) 3.7

(93.0) (2.9)

(41.2) 38.3

Net income attributable to common stockholders per share Basic income per share Diluted income per share Basic average shares outstanding Diluted average shares outstanding

$

0.03 $

0.47 $

0.11 $

0.43

$

0.03 $

0.47 $

0.11 $

0.43

88,673,714

88,479,341

88,590,491

88,323,213

89,807,857

89,106,848

89,446,917

88,887,812

(in millions, except shares)

Advanced Disposal Services, Inc. Consolidated Balance Sheets

Assets

Current assets

Cash and cash equivalents

$

Accounts receivable, net of allowance for doubtful accounts of $4.6 and $5.4, respectively

Prepaid expenses and other current assets Total current assets

Other assets Property and equipment, net of accumulated depreciation of $1,540.7 and $1,355.5, respectively

Goodwill Other intangible assets, net of accumulated amortization of $286.9 and $247.6, respectively

Total assets

$

Liabilities and Stockholders' Equity

Current liabilities

Accounts payable

$

Accrued expenses

Deferred revenue

Current maturities of landfill retirement obligations Current maturities of long-term debt

Total current liabilities

Other long-term liabilities Long-term debt, less current maturities Accrued landfill retirement obligations, less current maturities

Deferred income taxes Total liabilities

Equity Common stock: $.01 par value, 1,000,000,000 shares authorized, 88,685,920 and 88,493,468 issued including shares held in treasury, respectively

Additional paid-in capital

Accumulated other comprehensive loss

Accumulated deficit Treasury stock at cost, 2,274 and 2,274 shares, respectively

Total stockholders' equity

Total liabilities and stockholders' equity

$

December 31,

2018

2017

6.8 $ 211.4

44.8 263.0

31.7 1,761.4 1,215.1

257.1 3,528.3 $

6.8 199.9 37.9 244.6 23.0 1,728.8 1,208.2 288.7 3,493.3

107.8 $ 117.7

72.5 18.6 85.9 402.5 76.7 1,817.1 229.4 91.1 2,616.8

0.9 1,501.7

-- (591.1)

-- 911.5 3,528.3 $

92.3 113.0 69.1 20.2 74.1 368.7 61.5 1,884.2 205.7 88.6 2,608.7

0.9 1,487.4

(0.4) (603.3)

-- 884.6 3,493.3

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