Republic Services, Inc. (NYSE: RSG) and Allied Waste Industries, Inc.
(NYSE: AW) today announced that RiskMetrics Group (formerly
Institutional Shareholder Services), Glass Lewis and PROXY Governance,
Inc., the three leading independent proxy advisory firms, have all
recommended that stockholders vote “FOR”
the proposals with respect to the merger of Republic Services and Allied
Waste.
In its report dated November 3, 2008, RiskMetrics Group stated:
“Based on our review of the terms of the
transaction…particularly the strategic
rationale, the narrowing of the EV/EBITDA valuation multiple between
Allied Waste and its peer group since the initial merger announcement,
Republic's history of generating better than peer average total
shareholder returns, and the analysts' favorable outlook for Republic,
we believe that the merger agreement warrants shareholder support.”
In its report, Glass Lewis stated:
“Based on the sound strategic rationale, fair
financial terms and the absence of significant conflict, we believe the
merger of equals is in the interest of shareholders of both companies…Further,
the transaction is expected to yield significant cost synergies and the
boards of Allied Waste and Republic anticipate that the merger will be
accretive to the Company’s earnings per share
within the first full calendar year after closing.”
In its report, dated October 23, 2008, PROXY Governance, Inc. stated:
“We support this transaction because it
appears to make strategic sense and we believe that shareholders will be
better off with shares of the combined company.”
As announced on June 23, 2008, Republic Services and Allied Waste boards
of directors unanimously approved a definitive merger agreement to
firmly establish one of the nation’s leading
waste and environmental services providers, with expected pro forma
annual revenues of approximately $9 billion. The combined company will
have more than 35,000 employees serving more than 13 million customers
in 40 states and Puerto Rico. The transaction is expected to close by
the fourth quarter of 2008, to generate approximately $150 million in
net annual synergies by the third year following completion of the
merger, and to be accretive to Republic’s
earnings per share in the first year following completion of the merger.
Republic will hold its special stockholder meeting on November 14, 2008,
at 1:30 p.m., Eastern Time, in the Atrium on the 7th Floor of 110 S.E.
6th Street, Fort Lauderdale, Florida 33301.