Subsidiary Guarantors | 21. SUBSIDIARY GUARANTORS Our 2019 Notes are guaranteed jointly and severally, fully and unconditionally, by our significant wholly-owned subsidiaries. The Parent is the issuer and a non-guarantor of the 2019 Notes and the Parent has no independent assets or operations. The information which follows presents the condensed consolidating financial position, the consolidating results of operations and comprehensive income (loss) and the condensed consolidating statements of cash flows of (a) the Parent company only, (b) the combined guarantors (the “Guarantors”), each of which is 100% wholly-owned by the Parent, (c) the combined non-guarantors (the “Non-Guarantors”), (d) eliminating entries and (e) the consolidated total. CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2015 (in thousands) Non- ASSETS Parent Guarantors Guarantors Elimination Consolidated CURRENT ASSETS: Cash and cash equivalents $ 1,939 $ 252 $ 121 $ — $ 2,312 Accounts receivable - trade, net 438 59,729 — — 60,167 Refundable income taxes 651 — — — 651 Prepaid expenses 2,612 5,058 — — 7,670 Inventory — 4,282 — — 4,282 Other current assets 520 1,066 — — 1,586 Total current assets 6,160 70,387 121 — 76,668 Property, plant and equipment, net 6,220 396,032 — — 402,252 Goodwill — 118,976 — — 118,976 Intangible assets, net 8 9,244 — — 9,252 Restricted assets 1,348 903 — — 2,251 Cost method investments 12,333 1,932 — (1,932 ) 12,333 Investments in subsidiaries 23,316 — — (23,316 ) — Other non-current assets 17,801 10,350 — — 28,151 61,026 537,437 — (25,248 ) 573,215 Intercompany receivable 484,405 (447,360 ) (38,977 ) 1,932 — $ 551,591 $ 160,464 $ (38,856 ) $ (23,316 ) $ 649,883 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY Parent Guarantors Non - Elimination Consolidated CURRENT LIABILITIES: Current maturities of long-term debt and capital leases $ 96 $ 1,352 $ — $ — $ 1,448 Accounts payable 16,203 28,504 214 — 44,921 Accrued payroll and related expenses 2,994 5,181 — — 8,175 Accrued interest 12,292 13 — — 12,305 Current accrued capping, closure and post-closure costs — 729 3 — 732 Other accrued liabilities 7,693 10,072 — — 17,765 Total current liabilities 39,278 45,851 217 — 85,346 Long-term debt and capital leases, less current maturities 519,163 3,036 — — 522,199 Accrued capping, closure and post-closure costs, less current portion — 40,279 30 — 40,309 Deferred income taxes 5,595 — — — 5,595 Other long-term liabilities 9,078 8,953 — — 18,031 — STOCKHOLDERS’ (DEFICIT) EQUITY: Casella Waste Systems, Inc. stockholders’ (deficit) equity (21,523 ) 62,345 (39,029 ) (23,316 ) (21,523 ) Noncontrolling interests — — (74 ) — (74 ) Total stockholders’ (deficit) equity (21,523 ) 62,345 (39,103 ) (23,316 ) (21,597 ) $ 551,591 $ 160,464 $ (38,856 ) $ (23,316 ) $ 649,883 CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET AS OF DECEMBER 31, 2014 (in thousands, except for share and per share data) ASSETS Parent Guarantors Non- Elimination Consolidated CURRENT ASSETS: Cash and cash equivalents $ 1,596 $ 253 $ 356 $ — $ 2,205 Restricted cash — 76 — — 76 Accounts receivable - trade, net 597 55,053 100 — 55,750 Refundable income taxes 554 — — — 554 Prepaid expenses 3,622 5,136 5 — 8,763 Inventory — 4,345 29 — 4,374 Deferred income taxes 2,095 — — — 2,095 Other current assets 296 4,549 7 — 4,852 Total current assets 8,760 69,412 497 — 78,669 Property, plant and equipment, net 5,049 408,843 650 — 414,542 Goodwill — 119,170 — — 119,170 Intangible assets, net 98 11,710 — — 11,808 Restricted assets 5,819 813 — — 6,632 Cost method investments 14,432 1,932 — (1,932 ) 14,432 Investments in subsidiaries (9,888 ) — — 9,888 — Other non-current assets 14,611 9,931 — — 24,542 30,121 552,399 650 7,956 591,126 Intercompany receivable 537,228 (500,267 ) (38,893 ) 1,932 — $ 576,109 $ 121,544 $ (37,746 ) $ 9,888 $ 669,795 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY Parent Guarantors Non - Elimination Consolidated CURRENT LIABILITIES: Current maturities of long-term debt and capital leases $ 89 $ 1,567 $ — $ — $ 1,656 Accounts payable 17,953 30,040 525 — 48,518 Accrued payroll and related expenses 1,536 4,751 2 — 6,289 Accrued interest 11,083 11 — — 11,094 Current accrued capping, closure and post-closure costs — 2,205 3 — 2,208 Other accrued liabilities 8,618 7,957 92 — 16,667 Total current liabilities 39,279 46,531 622 — 86,432 Long-term debt and capital leases, less current maturities 532,889 1,166 — — 534,055 Accrued capping, closure and post-closure costs, less current portion — 37,589 32 — 37,621 Deferred income taxes 7,080 — — — 7,080 Other long-term liabilities 9,114 7,433 80 — 16,627 STOCKHOLDERS’ (DEFICIT) EQUITY: Casella Waste Systems, Inc. stockholders’ (deficit) equity (12,253 ) 28,825 (38,713 ) 9,888 (12,253 ) Noncontrolling interests — — 233 — 233 Total stockholders’ (deficit) equity (12,253 ) 28,825 (38,480 ) 9,888 (12,020 ) $ 576,109 $ 121,544 $ (37,746 ) $ 9,888 $ 669,795 CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING BALANCE SHEET AS OF APRIL 30, 2014 (in thousands, except for share and per share data) ASSETS Parent Guarantors Non- Elimination Consolidated CURRENT ASSETS: Cash and cash equivalents $ 2,151 $ 271 $ 42 $ — $ 2,464 Restricted cash — 76 — — 76 Accounts receivable - trade, net 534 51,983 86 — 52,603 Refundable income taxes 465 — — — 465 Prepaid expenses 2,617 4,557 2 — 7,176 Inventory — 3,852 53 — 3,905 Deferred income taxes 2,502 — — — 2,502 Other current assets 312 936 7 — 1,255 Current assets of discontinued operations — 359 — — 359 Total current assets 8,581 62,034 190 — 70,805 Property, plant and equipment, net 4,104 398,670 650 — 403,424 Goodwill — 119,139 — — 119,139 Intangible assets, net 159 13,261 — — 13,420 Restricted assets — 681 — — 681 Cost method investments 16,752 1,932 — (1,932 ) 16,752 Investments in subsidiaries (36,006 ) — — 36,006 — Other non-current assets 13,874 10,331 — — 24,205 Non-current assets of discontinued operations — 1,471 — — 1,471 (1,117 ) 545,485 650 34,074 579,092 Intercompany receivable 543,291 (506,348 ) (38,875 ) 1,932 — $ 550,755 $ 101,171 $ (38,035 ) $ 36,006 $ 649,897 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY Parent Guarantors Non - Elimination Consolidated CURRENT LIABILITIES: Current maturities of long-term debt and capital leases $ 84 $ 801 $ — $ — $ 885 Accounts payable 22,678 28,286 824 — 51,788 Accrued payroll and related expenses 1,212 4,849 1 — 6,062 Accrued interest 6,084 3 — — 6,087 Current accrued capping, closure and post-closure costs — 7,309 3 — 7,312 Other accrued liabilities 7,289 10,081 242 — 17,612 Total current liabilities 37,347 51,329 1,070 — 89,746 Long-term debt and capital leases, less current maturities 504,836 2,298 — — 507,134 Accrued capping, closure and post-closure costs, less current portion — 37,306 36 — 37,342 Deferred income taxes 6,954 — — — 6,954 Other long-term liabilities 10,025 7,149 84 — 17,258 STOCKHOLDERS’ (DEFICIT) EQUITY: Casella Waste Systems, Inc. stockholders’ (deficit) equity (8,407 ) 3,089 (39,095 ) 36,006 (8,407 ) Noncontrolling interests — — (130 ) — (130 ) Total stockholders’ (deficit) equity (8,407 ) 3,089 (39,225 ) 36,006 (8,537 ) $ 550,755 $ 101,171 $ (38,035 ) $ 36,006 $ 649,897 CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF OPERATIONS FISCAL YEAR ENDED DECEMBER 31, 2015 (in thousands) Parent Guarantors Non - Elimination Consolidated Revenues $ — $ 546,376 $ 124 $ — $ 546,500 Operating expenses: Cost of operations (1 ) 382,160 456 — 382,615 General and administration 2,255 70,625 12 — 72,892 Depreciation and amortization 1,066 61,643 (5 ) — 62,704 Contract settlement charge — 1,940 — — 1,940 Divestiture transactions — (2,667 ) (2,850 ) — (5,517 ) 3,320 513,701 (2,387 ) — 514,634 Operating income (loss) (3,320 ) 32,675 2,511 — 31,866 Other expense (income), net: Interest income (47 ) (283 ) — — (330 ) Interest expense 40,191 145 84 — 40,420 Loss on debt extinguishment 999 — — — 999 (Income) loss on derivative instruments 227 — — — 227 Impairment of investments 2,099 — — — 2,099 (Income) loss from consolidated entities (34,610 ) — — 34,610 — Other income (561 ) (558 ) — — (1,119 ) Other expense (income), net 8,298 (696 ) 84 34,610 42,296 Income (loss) before income taxes (11,618 ) 33,371 2,427 (34,610 ) (10,430 ) Provision (benefit) for income taxes 1,351 — — — 1,351 Net income (loss) (12,969 ) 33,371 2,427 (34,610 ) (11,781 ) Less: Net income (loss) attributable to noncontrolling interests — — 1,188 — 1,188 Net income (loss) attributable to common stockholders $ (12,969 ) $ 33,371 $ 1,239 $ (34,610 ) $ (12,969 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF OPERATIONS EIGHT MONTHS ENDED DECEMBER 31, 2014 (in thousands) Parent Guarantors Non - Elimination Consolidated Revenues $ — $ 367,576 $ 798 $ — $ 368,374 Operating expenses: Cost of operations 175 258,142 333 — 258,650 General and administration 2,681 43,011 40 — 45,732 Depreciation and amortization 548 40,942 (5 ) — 41,485 Environmental remediation charge — 950 — — 950 Divestiture transactions — (553 ) — — (553 ) 3,404 342,492 368 — 346,264 Operating income (loss) (3,404 ) 25,084 430 — 22,110 Other expense (income), net: Interest income — (247 ) — — (247 ) Interest expense 25,815 (176 ) — — 25,639 (Gain) loss on derivative instruments 225 — — — 225 Impairment of investments 2,320 — — — 2,320 (Income) loss from consolidated entities (26,148 ) — — 26,148 — Other income (301 ) (419 ) — — (720 ) Other expense (income), net 1,911 (842 ) — 26,148 27,217 Income (loss) from continuing operations before income taxes (5,315 ) 25,926 430 (26,148 ) (5,107 ) Provision (benefit) for income taxes 703 — — — 703 Net income (loss) (6,018 ) 25,926 430 (26,148 ) (5,810 ) Less: Net income (loss) attributable to noncontrolling interests — — 208 — 208 Net income (loss) attributable to common stockholders $ (6,018 ) $ 25,926 $ 222 $ (26,148 ) $ (6,018 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF OPERATIONS FISCAL YEAR ENDED APRIL 30, 2014 (in thousands) Parent Guarantors Non - Elimination Consolidated Revenues $ — $ 495,391 $ 2,242 $ — $ 497,633 Operating expenses: Cost of operations (23 ) 351,829 2,786 — 354,592 General and administration 1,377 60,446 42 — 61,865 Depreciation and amortization 935 58,651 753 — 60,339 Divestiture transactions — — 7,455 — 7,455 Development project charge — 1,394 — — 1,394 Severance and reorganization costs 4 582 — — 586 Environmental remediation charge — 400 — — 400 Expense from divestiture, acquisition and financing costs — 144 — — 144 Change in fair value of acquisition related contingent consideration — (1,058 ) — — (1,058 ) 2,293 472,388 11,036 — 485,717 Operating income (loss) (2,293 ) 23,003 (8,794 ) — 11,916 Other expense (income), net: Interest income (4 ) (308 ) — — (312 ) Interest expense 38,095 80 — — 38,175 (Gain) loss on derivative instruments 280 — — — 280 (Income) loss from equity method investments (18,811 ) (169 ) 1,105 18,811 936 (Gain) loss on sale of equity method investment — — (593 ) — (593 ) Other income (557 ) (501 ) (1 ) — (1,059 ) Other expense (income), net 19,003 (898 ) 511 18,811 37,427 Income (loss) from continuing operations before income taxes (21,296 ) 23,901 (9,305 ) (18,811 ) (25,511 ) Provision (benefit) for income taxes 1,799 — — — 1,799 Income (loss) from continuing operations (23,095 ) 23,901 (9,305 ) (18,811 ) (27,310 ) Discontinued operations: Income (loss) from discontinued operations, net — 284 — — 284 Gain (loss) on disposal of discontinued operations, net — (378 ) — — (378 ) Net income (loss) (23,095 ) 23,807 (9,305 ) (18,811 ) (27,404 ) Less: Net income (loss) attributable to noncontrolling interests — — (4,309 ) — (4,309 ) Net income (loss) attributable to common stockholders $ (23,095 ) $ 23,807 $ (4,996 ) $ (18,811 ) $ (23,095 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF OPERATIONS FISCAL YEAR ENDED APRIL 30, 2013 (in thousands) Parent Guarantors Non - Elimination Consolidated Revenues $ — $ 453,589 $ 1,746 $ — $ 455,335 Operating expenses: Cost of operations (295 ) 321,382 1,927 — 323,014 General and administration 220 57,898 87 — 58,205 Depreciation and amortization 1,017 55,142 417 — 56,576 Severance and reorganization costs 1,766 1,943 — — 3,709 Expense from divestiture, acquisition and financing costs 303 1,107 — — 1,410 3,011 437,472 2,431 — 442,914 Operating income (loss) (3,011 ) 16,117 (685 ) — 12,421 Other expense (income), net: Interest income (32,896 ) (113 ) — 32,868 (141 ) Interest expense 42,405 32,033 — (32,868 ) 41,570 Loss on debt extinguishment 15,584 — — — 15,584 Loss on derivative instruments 4,512 — — — 4,512 Loss (income) from equity method investments 24,723 36 4,405 (24,723 ) 4,441 Other income (671 ) (365 ) — — (1,036 ) Other expense (income), net 53,657 31,591 4,405 (24,723 ) 64,930 Income (loss) from continuing operations before income taxes (56,668 ) (15,474 ) (5,090 ) 24,723 (52,509 ) Provision (benefit) for income taxes (2,526 ) — — — (2,526 ) Income (loss) from continuing operations (54,142 ) (15,474 ) (5,090 ) 24,723 (49,983 ) Discontinued operations: Income (loss) from discontinued operations, net — (4,480 ) — — (4,480 ) Gain (loss) on disposal of discontinued operations, net — — — — — Net income (loss) (54,142 ) (19,954 ) (5,090 ) 24,723 (54,463 ) Less: Net income (loss) attributable to noncontrolling interest — — (321 ) — (321 ) Net income (loss) attributable to common stockholders $ (54,142 ) $ (19,954 ) $ (4,769 ) $ 24,723 $ (54,142 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS) FISCAL YEAR ENDED DECEMBER 31, 2015 (in thousands) Parent Guarantors Non - Elimination Consolidated Net income (loss) $ (12,969 ) $ 33,371 $ 2,427 $ (34,610 ) $ (11,781 ) Other comprehensive income (loss), net of tax: Unrealized gain (loss) resulting from changes in fair value of marketable securities — (51 ) — — (51 ) Other comprehensive income (loss), net of tax — (51 ) — — (51 ) Comprehensive income (loss) (12,969 ) 33,320 2,427 (34,610 ) (11,832 ) Less: Comprehensive income (loss) attributable to noncontrolling interests — — 1,188 — 1,188 Comprehensive income (loss) attributable to common stockholders $ (12,969 ) $ 33,320 $ 1,239 $ (34,610 ) $ (13,020 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS) EIGHT MONTHS ENDED DECEMBER 31, 2014 (in thousands) Parent Guarantors Non - Elimination Consolidated Net income (loss) $ (6,018 ) $ 25,926 $ 430 $ (26,148 ) $ (5,810 ) Other comprehensive income (loss), net of tax: Unrealized gain (loss) resulting from changes in fair value of marketable securities — 19 — — 19 Other comprehensive income (loss), net of tax — 19 — — 19 Comprehensive income (loss) (6,018 ) 25,945 430 (26,148 ) (5,791 ) Less: Comprehensive income (loss) attributable to noncontrolling interests — — 208 — 208 Comprehensive income (loss) attributable to common stockholders $ (6,018 ) $ 25,945 $ 222 $ (26,148 ) $ (5,999 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS) FISCAL YEAR ENDED APRIL 30, 2014 (in thousands) Parent Guarantors Non - Elimination Consolidated Net income (loss) $ (23,095 ) $ 23,807 $ (9,305 ) $ (18,811 ) $ (27,404 ) Other comprehensive income (loss), net of taxes: Unrealized gain (loss) resulting from changes in fair value of derivative instruments — — (36 ) — (36 ) Realized loss (gain) on derivative instruments reclassified into earnings — — 655 — 655 Unrealized gain (loss) resulting from changes in fair value of marketable securities — 12 — — 12 Other comprehensive income (loss) — 12 619 — 631 Comprehensive income (loss) (23,095 ) 23,819 (8,686 ) (18,811 ) (26,773 ) Less: Comprehensive income (loss) attributable to noncontrolling interests — — (4,309 ) — (4,309 ) Comprehensive income (loss) attributable to common stockholders $ (23,095 ) $ 23,819 $ (4,377 ) $ (18,811 ) $ (22,464 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (LOSS) FISCAL YEAR ENDED APRIL 30, 2013 (in thousands) Parent Guarantors Non - Elimination Consolidated Net income (loss) $ (54,142 ) $ (19,954 ) $ (5,090 ) $ 24,723 $ (54,463 ) Other comprehensive income (loss), net of taxes: Unrealized gain (loss) resulting from changes in fair value of derivative instruments (1,257 ) — (1,653 ) — (2,910 ) Realized loss (gain) on derivative instruments reclassified into earnings 3,626 — 621 — 4,247 Unrealized gain (loss) resulting from changes in fair value of marketable securities — 23 — — 23 Other comprehensive income (loss) 2,369 23 (1,032 ) — 1,360 Comprehensive income (loss) (51,773 ) (19,931 ) (6,122 ) 24,723 (53,103 ) Less: Comprehensive income (loss) attributable to noncontrolling interest — — (321 ) — (321 ) Comprehensive income (loss) attributable to common stockholders $ (51,773 ) $ (19,931 ) $ (5,801 ) $ 24,723 $ (52,782 ) CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FISCAL YEAR ENDED DECEMBER 31, 2015 (in thousands) Parent Guarantors Non- Guarantors Elimination Consolidated Net cash provided by (used in) operating activities $ 15,543 $ 55,649 $ (685 ) $ — $ 70,507 Cash Flows from Investing Activities: Additions to property, plant and equipment (2,146 ) (47,849 ) — — (49,995 ) Payments on landfill operating lease contracts — (5,385 ) — — (5,385 ) Proceeds from divestiture transactions — 1,835 3,500 — 5,335 Proceeds from sale of property and equipment — 715 — — 715 Proceeds from property insurance settlement — 546 — — 546 Payments related to investments — 1,555 (1,555 ) — — Net cash provided by (used in) investing activities (2,146 ) (48,583 ) 1,945 — (48,784 ) Cash Flows from Financing Activities: Proceeds from long-term borrowings 351,946 3,283 — — 355,229 Principal payments on long-term debt (369,368 ) (1,628 ) — — (370,996 ) Change in restricted cash 4,471 — — — 4,471 Payments of financing costs (9,025 ) — — — (9,025 ) Payments of debt extinguishment costs (146 ) — — — (146 ) Proceeds from the exercise of share based awards 161 — — — 161 Excess tax benefit on the vesting of share based awards 185 — — — 185 Distributions to noncontrolling interest holder — — (1,495 ) — (1,495 ) Intercompany borrowings 8,722 (8,722 ) — — — Net cash provided by (used in) financing activities (13,054 ) (7,067 ) (1,495 ) — (21,616 ) Net increase (decrease) in cash and cash equivalents 343 (1 ) (235 ) — 107 Cash and cash equivalents, beginning of period 1,596 253 356 — 2,205 Cash and cash equivalents, end of period $ 1,939 $ 252 $ 121 $ — $ 2,312 CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS EIGHT MONTHS ENDED DECEMBER 31, 2014 (in thousands) Parent Guarantors Non- Guarantors Elimination Consolidated Net cash provided by (used in) operating activities $ (27,340 ) $ 65,622 $ 4 $ — $ 38,286 Cash Flows from Investing Activities: Acquisitions, net of cash acquired — (360 ) — — (360 ) Acquisition related additions to property, plant and equipment — (45 ) — — (45 ) Additions to property, plant and equipment (1,433 ) (53,583 ) — — (55,016 ) Payments on landfill operating lease contracts — (4,739 ) — — (4,739 ) Proceeds from sale of property and equipment — 463 — — 463 Payments related to investments — (310 ) 310 — — Net cash provided by (used in) investing activities (1,433 ) (58,574 ) 310 — (59,697 ) Cash Flows from Financing Activities: Proceeds from long-term borrowings 136,800 — — — 136,800 Principal payments on long-term debt (108,917 ) (364 ) — — (109,281 ) Change in restricted cash (5,819 ) — — — (5,819 ) Payments of financing costs (2,605 ) — — — (2,605 ) Proceeds from the exercise of share based awards 143 — — — 143 Excess tax benefit on the vesting of share based awards 84 — — — 84 Intercompany borrowings 8,532 (8,532 ) — — — Net cash provided by (used in) financing activities 28,218 (8,896 ) — — 19,322 Net cash provided by (used in) discontinued operations — 1,830 — — 1,830 Net increase (decrease) in cash and cash equivalents (555 ) (18 ) 314 — (259 ) Cash and cash equivalents, beginning of period 2,151 271 42 — 2,464 Cash and cash equivalents, end of period $ 1,596 $ 253 $ 356 $ — $ 2,205 CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FISCAL YEAR ENDED APRIL 30, 2014 (in thousands) Parent Guarantors Non- Guarantors Elimination Consolidated Net cash provided by (used in) operating activities $ (40,365 ) $ 89,792 $ 215 $ — $ 49,642 Cash Flows from Investing Activities: Acquisitions, net of cash acquired — (8,305 ) — — (8,305 ) Acquisition related additions to property, plant and equipment — (2,633 ) — — (2,633 ) Additions to property, plant and equipment (1,675 ) (41,236 ) (415 ) — (43,326 ) Payments on landfill operating lease contracts — (6,505 ) — — (6,505 ) Proceeds from sale of property and equipment — 1,524 — — 1,524 Proceeds from sale of equity method investment 3,442 — — — 3,442 Payments related to investments (2,107 ) — — — (2,107 ) Net cash provided by (used in) investing activities (340 ) (57,155 ) (415 ) — (57,910 ) Cash Flows from Financing Activities: Proceeds from long-term borrowings 160,487 1,163 — — 161,650 Principal payments on long-term debt (151,074 ) (1,306 ) — — (152,380 ) Payments of financing costs (405 ) — — — (405 ) Proceeds from the exercise of share based awards — 143 — — 143 Intercompany borrowings 32,588 (32,588 ) — — — Net cash provided by (used in) financing activities 41,596 (32,588 ) — — 9,008 Net cash provided by (used in) discontinued operations — (31 ) — — (31 ) Net increase (decrease) in cash and cash equivalents 891 18 (200 ) — 709 Cash and cash equivalents, beginning of period 1,260 253 242 — 1,755 Cash and cash equivalents, end of period $ 2,151 $ 271 $ 42 $ — $ 2,464 CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS FISCAL YEAR ENDED APRIL 30, 2013 (in thousands) Parent Guarantors Non- Guarantors Elimination Consolidated Net cash provided by (used in) operating activities $ (5,319 ) $ 50,527 $ (1,302 ) $ — $ 43,906 Cash Flows from Investing Activities: Acquisitions, net of cash acquired — (25,225 ) — — (25,225 ) Acquisition related additions to property, plant and equipment — (1,746 ) — — (1,746 ) Additions to property, plant and equipment (203 ) (48,058 ) (5,020 ) — (53,281 ) Payments on landfill operating lease contracts — (6,261 ) — — (6,261 ) Payment for capital related to divestiture — (618 ) — — (618 ) Proceeds from sale of property and equipment — 883 — — 883 Payments related to investments (4,166 ) (2,707 ) 3,666 — (3,207 ) Net cash provided by (used in) investing activities (4,369 ) (83,732 ) (1,354 ) — (89,455 ) Cash Flows from Financing Activities: Proceeds from long-term borrowings 376,185 161 — — 376,346 Principal payments on long-term debt (359,342 ) (1,516 ) — — (360,858 ) Payments of financing costs (4,609 ) — — — (4,609 ) Payments of debt extinguishment costs (10,743 ) — — — (10,743 ) Excess tax benefit on the vesting of share based awards 96 — — — 96 Net proceeds from the issuance of class A common stock 42,184 — — — 42,184 Contributions from noncontrolling interest holder — — 2,531 — 2,531 Intercompany borrowings (36,622 ) 36,622 — — — Net cash provided by (used in) financing activities 7,149 35,267 2,531 — 44,947 Discontinued Operations: Net cash provided by (used in) discontinued operations — (2,177 ) — — (2,177 ) Net increase (decrease) in cash and cash equivalents (2,539 ) (115 ) (125 ) — (2,779 ) Cash and cash equivalents, beginning of period 3,799 368 367 — 4,534 Cash and cash equivalents, end of period $ 1,260 $ 253 $ 242 $ — $ 1,755 |