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EXHIBIT 5.5
Law Offices Annapolis New York
HOLLAND & KNIGHT LLP Atlanta Northern Virginia
Bethesda Orlando
2300 US Bancorp Tower Boston Providence
111 S.W. Fifth Avenue Bradenton St. Petersburg
Portland, Oregon 97204 Chicago- San Antonio
Fort Lauderdale San Francisco
503-243-2300 Jacksonville Seattle
FAX 503-241-8014 Lakeland Tallahassee
www.hklaw.com Los Angeles Tampa
Melbourne Washington, D.C.
Miami West Palm Beach
International Offices: Sao Paulo
Caracas* Tel Aviv*
Helsinki Tokyo
Mexico City
Rio de Janeiro *Representative Office
June 12, 2003
Casella Waste Systems, Inc.
25 Greens Hill Lane
Rutland, Vermont 05701
Re: REGISTRATION STATEMENT ON FORM S-4
Dear Ladies and Gentlemen:
This opinion is furnished to you in connection with a Registration
Statement on Form S-4 (the "Registration Statement") filed with the Securities
and Exchange Commission (the "Commission") relating to the registration under
the Securities Act of 1933, as amended (the "Securities Act"), of the issuance
and exchange of up to $150,000,000 original principal amount of 9.75% Senior
Subordinated Notes Due 2013 (the "New Notes"), of Casella Waste Systems, Inc., a
Delaware corporation (the "Company"), and the guarantees of the obligations
represented by the New Notes (the "Guarantees" and, together with the New Notes,
the "Securities") by the subsidiaries of the Company set forth on SCHEDULE A
hereto (such entities, collectively, the "Guarantors").
The Securities are to be issued pursuant to an Indenture, dated as of
January 24, 2003, as supplemented and amended from time to time (the
"Indenture"), among the Company, the Guarantors and U.S. Bank National
Association, as trustee (the "Trustee"). The Securities are to be issued in an
exchange offer (the "Exchange Offer") for a like aggregate original principal
amount of 9.75% Senior Subordinated Notes Due 2013 currently outstanding (the
"Old Notes") in accordance with the terms of an Exchange and Registration Rights
Agreement, dated as of January 21, 2003 (the "Registration Rights Agreement"),
by and among the Company, the Guarantors and the Purchasers (as defined
therein), which is filed as Exhibit 4.2 to the Registration Statement.
Solely for the purpose of furnishing this opinion, we are acting as special
counsel for K-C International, Ltd., an Oregon corporation (the "Oregon
Guarantor"), in connection with the issuance by the Company and the Guarantors
of the Securities. We have examined copies of the Registration Statement as
filed with the Commission. We have also examined and relied upon
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Casella Waste Systems, Inc.
June 12, 2003
Page 2
the Registration Rights Agreement, the Indenture, resolutions adopted by the
board of directors of the Oregon Guarantor, as provided to us by the Oregon
Guarantor, the articles of incorporation and by-laws of the Oregon Guarantor,
each as restated and/or amended to date, and such other documents as we have
deemed necessary for purposes of rendering the opinions hereinafter set forth.
In our examination of the foregoing documents, we have assumed that (1)
each natural person executing the Indenture and the Guarantee on behalf of the
Oregon Guarantor, or any other document referred to herein, is legally competent
to do so; and (2) each document submitted to us for review is accurate and
complete, each such document that is an original is authentic, each such
document that is a copy conforms to an authentic original, and all signatures on
each such document are genuine.
We express no opinion herein with respect to matters governed by any laws
other than the state laws of the State of Oregon.
Except to the extent expressly set forth herein, we have not undertaken any
independent investigation to determine the existence or absence of any facts or
other information, and no inference as to our knowledge or the existence or
absence of any such facts or other information should be drawn from the fact of
our representation of the Oregon Guarantor as special counsel.
Based upon and subject to the foregoing, we are of the opinion that:
1. The Oregon Guarantor has duly authorized, executed and delivered
the Indenture; and
2. The Oregon Guarantor has duly authorized the execution and
delivery of its Guarantee.
It is understood that this opinion is to be used only in connection with
the offer and exchange of the Securities while the Registration Statement is in
effect.
Please note that we are opining only as to the matters expressly set forth
herein, and no opinion should be inferred as to any other matters. This opinion
is based upon currently existing statutes, rules, regulations and judicial
decisions, and we disclaim any obligation to advise you of any change in any of
these sources of law or subsequent legal or factual developments which might
affect any matters or opinions set forth herein.
Our advice on legal issues addressed herein represents our opinion
concerning how that issue would be resolved were it to be considered by the
highest court of the jurisdiction upon whose law our opinion on that issue is
based. The manner in which any particular issue would be treated in any actual
court case would depend in part on facts and circumstances peculiar to the case,
and our opinions are not a guaranty of an outcome of any legal dispute which may
arise with regard to the documents referred to herein.
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Casella Waste Systems, Inc.
June 12, 2003
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We hereby consent to the filing of this opinion with the Commission as an
exhibit to the Registration Statement in accordance with the requirements of
Item 601(b)(5) of Regulation S-K under the Securities Act and to the use of our
name therein and in the related Prospectus under the caption "Legal Matters." In
giving such consent, we do not hereby admit that we are in the category of
persons whose consent is required under Section 7 of the Securities Act or the
rules and regulations of the Commission.
Very truly yours,
/s/ Holland & Knight LLP
HOLLAND & KNIGHT LLP
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SCHEDULE A
All Cycle Waste, Inc.
Alternate Energy, Inc.
Atlantic Coast Fibers, Inc.
B. and C. Sanitation Corporation
Blasdell Development Group, Inc.
Bristol Waste Management, Inc.
Casella NH Investors Co., LLC
Casella NH Power Co., LLC
Casella RTG Investors Co., LLC
Casella Transportation, Inc.
Casella Waste Management of Massachusetts, Inc.
Casella Waste Management of N.Y., Inc.
Casella Waste Management of Pennsylvania, Inc.
Casella Waste Management, Inc.
Data Destruction Services, Inc.
Fairfield County Recycling, Inc.
FCR Camden, Inc.
FCR Florida, Inc.
FCR Greensboro, Inc.
FCR Greenville, Inc.
FCR Morris, Inc.
FCR Redemption, Inc.
FCR Tennessee, Inc.
FCR, Inc.
Forest Acquisitions, Inc.
Grasslands Inc.
Hakes C & D Disposal, Inc.
Hiram Hollow Regeneration Corp.
The Hyland Facility Associates
K-C International, Ltd.
KTI Bio Fuels, Inc.
KTI Environmental Group, Inc.
KTI New Jersey Fibers, Inc.
KTI Operations Inc.
KTI Recycling of New England, Inc.
KTI Specialty Waste Services, Inc.
KTI, Inc.
Maine Energy Recovery Company, Limited Partnership
Mecklenburg County Recycling, Inc.
Natural Environmental, Inc.
New England Waste Services of Massachusetts, Inc.
New England Waste Services of ME, Inc.
New England Waste Services of N.Y., Inc.
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New England Waste Services of Vermont, Inc.
New England Waste Services, Inc.
Newbury Waste Management, Inc.
North Country Environmental Services, Inc.
Northern Properties Corporation of Plattsburgh
Northern Sanitation, Inc.
PERC, Inc.
PERC Management Company Limited Partnership
Pine Tree Waste, Inc.
R.A. Bronson Inc.
ReSource Recovery of Cape Cod, Inc.
ReSource Recovery Systems of Sarasota, Inc.
ReSource Recovery Systems, Inc.
ReSource Transfer Services, Inc.
ReSource Waste Systems, Inc.
Rochester Environmental Park, LLC
Schultz Landfill, Inc.
Sunderland Waste Management, Inc.
U.S. Fiber, Inc.
Waste-Stream Inc.
Westfield Disposal Service, Inc.
Winters Brothers, Inc.