MORRISTOWN, N.J., Oct. 3, 2018 /PRNewswire/ -- Covanta
Holding Corporation, a Delaware corporation (NYSE: CVA) (the "Company" or "Covanta"), today
announced the offering of $400.0 million aggregate principal amount of a new series of senior
unsecured notes (the "Notes") in an underwritten public offering (the "Note Offering"). The coupon rate, maturity and other terms
of the Notes will be determined at pricing. The Note Offering will be made pursuant to an effective shelf registration statement
filed with the Securities and Exchange Commission ("SEC") on September 14, 2017.
The Company intends to use the net proceeds of the Note Offering along with cash on hand and/or direct borrowings under
Covanta Energy, LLC's revolving credit facility to fund the redemption of all of its 6.375% Senior Notes due 2022 (the "Existing
Notes") on November 2, 2018 (the "Redemption Date") and to pay transaction fees and expenses and
accrued interest. In the period between the closing of the Note Offering and the Redemption Date, the Company intends to use a
portion of the net proceeds of the Note Offering to repay borrowings outstanding under Covanta Energy, LLC's revolving credit
facility in an amount up to $202 million and invest the remaining net proceeds in short-term
interest-bearing accounts, securities or similar investments.
J.P. Morgan, BofA Merrill Lynch, Credit Agricole CIB, Citizens Capital Markets, Inc., MUFG and SMBC Nikko will act as joint
bookrunning managers in the Note Offering. A copy of the prospectus supplement and prospectus relating to these securities may be
obtained, when available, by contacting J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, or by calling (866) 803-9204.
This press release is for informational purposes only and is not an offer to buy or sell or the solicitation of an offer to
buy or sell with respect to any securities. The Note Offering may be made only by means of a preliminary prospectus supplement
and the accompanying prospectus filed with the U.S. Securities and Exchange Commission. The prospectus is part of a shelf
registration statement that has become effective under the Securities Act of 1933, as amended. The Note Offering is not being
made in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction or is otherwise prohibited. In addition, this press release does not constitute a notice of
redemption of the Existing Notes.
About Covanta
Covanta is a world leader in providing sustainable waste and energy solutions. Annually, Covanta's modern Energy-from-Waste
facilities safely convert approximately 22 million tons of waste from municipalities and businesses into clean, renewable
electricity to power one million homes and recycle approximately 600,000 tons of metal. Through a vast network of treatment and
recycling facilities, Covanta also provides comprehensive industrial material management services to companies seeking solutions
to some of today's most complex environmental challenges.
Cautionary Note Regarding Forward-Looking Statements
Certain statements in this press release may constitute "forward-looking" statements as defined in Section 27A of the
Securities Act of 1933, as amended (the "Securities Act"), Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), the Private Securities Litigation Reform Act of 1995 (the "PSLRA") or in releases made by the SEC, all as may be
amended from time to time. Such forward-looking statements involve known and unknown risks, uncertainties and other important
factors that could cause actual results, performance or achievements of Covanta and its subsidiaries, or industry results, to
differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements.
Statements that are not historical fact are forward-looking statements. Forward-looking statements can be identified by, among
other things, the use of forward- looking language, such as the words "plan," "believe," "expect," "anticipate," "intend,"
"estimate," "project," "may," "will," "would," "could," "should," "seeks," or "scheduled to," or other similar words, or the
negative of these terms or other variations of these terms or comparable language, or by discussion of strategy or intentions.
These cautionary statements are being made pursuant to the Securities Act, the Exchange Act and the PSLRA with the intention of
obtaining the benefits of the "safe harbor" provisions of such laws. Covanta cautions investors that any forward-looking
statements made by Covanta are not guarantees or indicative of future performance. Important assumptions and other important
factors that could cause actual results to differ materially from those forward-looking statements with respect to Covanta
include, but are not limited to, the risks and uncertainties affecting Covanta's businesses described in periodic securities
filings by Covanta with the SEC. Important factors, risks and uncertainties that could cause actual results to differ materially
from those forward-looking statements include, but are not limited to: seasonal or long-term fluctuations in the prices of
energy, waste disposal, scrap metal and commodities; Covanta's ability to renew or replace expiring contracts at comparable
prices and with other acceptable terms; adoption of new laws and regulations in the United
States and abroad, including energy laws, environmental laws, tax laws, labor laws and healthcare laws; failure to
maintain historical performance levels at Covanta's facilities and its ability to retain the rights to operate facilities it does
not own; Covanta's ability to avoid adverse publicity or reputational damage relating to its business; advances in technology;
difficulties in the operation of its facilities, including fuel supply and energy delivery interruptions, failure to obtain
regulatory approvals, equipment failures, labor disputes and work stoppages, and weather interference and catastrophic events;
difficulties in the financing, development and construction of new projects and expansions, including increased construction
costs and delays; limits of insurance coverage; Covanta's ability to avoid defaults under its long-term contracts; performance of
third parties under its contracts and such third parties' observance of laws and regulations; concentration of suppliers and
customers; geographic concentration of facilities; increased competitiveness in the energy and waste industries; changes in
foreign currency exchange rates; limitations imposed by Covanta's existing indebtedness and its ability to perform its financial
obligations and guarantees and to refinance its existing indebtedness; exposure to counterparty credit risk and instability of
financial institutions in connection with financing transactions; the scalability of its business; restrictions in its
certificate of incorporation and debt documents regarding strategic alternatives; failures of disclosure controls and procedures
and internal controls over financial reporting; Covanta's ability to attract and retain talented people; Covanta's ability to
utilize net operating loss carryforwards; general economic conditions in the United States and
abroad, including the availability of credit and debt financing; and other risks and uncertainties affecting Covanta's businesses
described in periodic securities filings by Covanta with the SEC. Although Covanta believes that its plans, intentions and
expectations reflected in or suggested by such forward-looking statements are reasonable, actual results could differ materially
from a projection or assumption in any forward-looking statements. Covanta's future financial condition and results of
operations, as well as any forward-looking statements, are subject to change and to inherent risks and uncertainties. The
forward-looking statements contained in this press release are made only as of the date hereof and Covanta does not have or
undertake any obligation to update or revise any forward-looking statements whether as a result of new information, subsequent
events or otherwise, unless otherwise required by law.
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SOURCE Covanta Holding Corporation