Casella Waste Systems

2012 Annual Report
cAsellA wAste systems, INc.

zeRo-soRt® RecyclINg · collectIoN · oRgANIcs · eNeRgy · bIofuels · lANdfIlls

Casella Waste Systems, Inc.

2012 ANNUAL REPORT

To Our Fellow Shareholders:

Our fiscal year 2012 was characterized by continued weakness in the national and 

regional economy. In that environment, however, we accomplished two things – we 

moved steadily and progressively closer to our long-term strategic goals, and we delivered 

solid operating performance. 

There were plenty of challenges. Volumes of high margin 

special waste to our landfills were lower, we endured lower 

Harvesting Value from Our Landfill 
Investments

energy prices at our waste-to-energy facility, and we saw 

higher landfill operating costs primarily as a result of 

Hurricane Irene and Tropical storm Lee in the Fall of 2011. 

Over the past eight years we have invested significant resources to 

develop our network of 10 landfills in the Northeast. Increasing 

cash flows is key to our long-term growth and, at our landfills, 

We overcame these challenges by sticking close to our long-

annual permit increases, increased internalization of collection 

term strategic objectives, which are to deliver enhanced value 

volumes, and aggressive sales efforts are all crucial to this effort. 

to our customers, to leverage our solid waste core assets, 

improve asset integration, and to mitigate risk from our 

business platform. 

In fiscal year 2012, we focused on several important areas 

which we believe are key to long-term shareholder value:

Improving Customer Profitability

We believe that effective pricing is essential to the long-term 

profitability of our business. We have worked over the last 18 

months to establish an effective “pricing culture” among our 

In fiscal year 2012, we made excellent progress to harvest additional 

value from our landfills through the receipt of permits and the 

resolution of long-standing legal challenges at three sites:

•	 In November 2011, the New York Department of   

Environmental Conservation issued a permit to increase  

the annual limit at our Chemung County Landfill to  

200,500 tons per year of municipal solid waste (MSW)  

and construction and demolition waste (C&D) from the  

previous annual limit of 140,500 tons per year.

managers and given them customer profitability tools that allow 

•	 In January 2012, voters in the Town of Bethlehem,  

them to efficiently understand profitability at the customer level 

  New Hampshire approved a zoning change and  

and intelligently manage their market. This successful initiative 

resulted in +2.6%, or $5.1 million, of pricing growth in the 

collection line of business for fiscal year 2012. In fiscal year 2013, 

settlement of  on-going litigation, allowing an expansion  

of approximately 1,500,000 tons of MSW at our North  

Country Environmental Services landfill. This expansion  

our team remains focused on balancing improved collection 

capacity nearly doubles the remaining airspace at  

pricing and efficient route densities, allowing us to internalize 

the facility.

waste to our landfills and recycling facilities in this stagnant 

economic environment. 

•	 In February 2012, the Massachusetts Department   

of Environmental Protection issued a permit to increase  

the annual limit at our Southbridge Sanitary Landfill  

 
 
 
 
 
 
 
 
 
 
 
 
 
 
to 300,000 tons per year of MSW from the previous  

In fiscal year 2012, we focused these efforts in two major areas: 

annual limit of 180,960 tons per year. Also in February  

(1) reducing our exposure to the energy markets and improving 

2012, the Massachusetts Supreme Judicial Court    

our financial performance through the planned divestiture  

reissued an opinion dismissing an appeal filed by several  

of Maine Energy, our one waste-to-energy facility; and  

10-citizen groups contesting the 2008 Site Assignment  

(2) reinvigorating our tuck-in acquisition program to densify 

for Southbridge Sanitary Landfill. The Massachusetts  

existing collection operations and increase internalization to our 

Supreme Judicial Court dismissed the appeal on its 

landfills and recycling facilities. 

  merits and stated that their decision brings final    

resolution to the case.

Reducing Our Cost Structure and 
Improving Our Service Performance

After much discussion and negotiation, in early August 2012, we 

signed a purchase and sale agreement with the City of Biddeford, 

Maine for the sale and ultimate closure of the Maine Energy 

facility. This is an important step to improve the mix of our 

assets in our Eastern Region and we are on track to close the 

We continue to focus on ways to streamline operations, become 

transaction in the late fall of 2012. 

more efficient, and reduce overhead. Our goal here is not simply 

Our work never stops, of course. As I write this letter we are 

to reduce costs, but to reinvent our organization to improve 

well on our way to the next milestones in each of these strategic 

customer service and to make it easier for our customers to do 

objectives. We do so both in the face of, and in response to, the 

business with us. Our biggest achievement reducing our cost 

realities of the economy and our business environment. Overall, 

structure in fiscal year 2012 was the consolidation of back-office 

we remain committed to increasing shareholder returns and 

functions to our new shared services center. This center now 

handles all of the customer care, cash management, accounts 

believe that our strategies are on track to significantly improve 

free cash flow, enhance the returns on our assets, and drive us  

payable, collections, tax, and information technology services 

for the company. Looking forward we have set a goal to reduce 

general and administration costs to below 12.0% of revenues 

to profitability. 

Sincerely,

during fiscal year 2013.

Improving Our Asset Mix and Reducing 
Our Risk Exposure

Our current mix of collection, landfill, Zero-Sort® Recycling 

and organics assets across the Northeast positions us to grow 

our market share through the distinctive resource management 

service offerings customers are increasingly demanding. We 

continue to seek ways to improve vertical integration and service 

to our customers in order to maximize cash flows and returns 

from our current assets and to further manage risk. 

John W. Casella 

Chairman and Chief Executive Officer 

August 20, 2012

 
 
 
 
 
 
 
 
UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549

FORM 10-K 
FOR ANNUAL AND TRANSITION REPORTS PURSUANT TO SECTION 13 OR 15(d) 
OF THE SECURITIES EXCHANGE ACT OF 1934 

(Mark One)

⌧ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 
For the fiscal year ended April 30, 2012
Or
� TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 

OF 1934 

For the transition period from               to                
Commission file number 000-23211
CASELLA WASTE SYSTEMS, INC. 
(Exact name of registrant as specified in its charter) 

Delaware 
(State or other jurisdiction of 
incorporation or organization) 
25 Greens Hill Lane, Rutland, VT 
(Address of principal executive offices) 

03-0338873 
(I.R.S. Employer 
Identification No.) 
05701 
(Zip Code) 

Registrant’s telephone number, including area code: (802) 775-0325

Securities registered pursuant to Section 12(b) of the Act: 

Title of each class 
Class A common stock, $.01 per share par value 

Securities registered pursuant to Section 12(g) of the Act: 

None.

Name of each exchange on which registered 
The NASDAQ Stock Market LLC 
(NASDAQ Global Select Market) 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes �  No ⌧
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act.  Yes �  No ⌧
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be 
submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant 
was required to submit and post such files).  Yes ⌧  No �

Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the 

preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 
90 days.  Yes ⌧  No �

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of 

the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-
K. �

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the 

definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One): 

Large accelerated filer � 

Non-accelerated filer �
(Do not check if a smaller reporting company) 

Accelerated filer ⌧

Smaller reporting company �

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes �  No ⌧
The aggregate market value of the common equity held by non-affiliates of the registrant, based on the last reported sale price of the registrant’s Class A common 

stock on the NASDAQ Stock Market at the close of business on October 31, 2011 was $162,961,956. The Company does not have any non-voting common stock 
outstanding. 

There were 25,996,371 shares of Class A common stock, $.01 par value per share, of the registrant outstanding at May 31, 2012. There were 988,200 shares of 

Class B common stock, $.01 par value per share, of the registrant outstanding at May 31, 2012. 

Items 10, 11, 12, 13 and 14 of Part III (except for information required with respect to executive officers of the Company, which is set forth under Part I—

Business—“Executive Officers of the Company” and with respect to certain equity compensation plan information which is set forth under Part III—“Equity 
Compensation Plan Information”) have been omitted from this Annual Report on Form 10-K because the Company expects to file with the Securities and Exchange 
Commission, not later than 120 days after the close of its fiscal year, a definitive proxy statement pursuant to Regulation 14A. The information required by Items 10, 
11, 12, 13 and 14 of Part III of this report, which will appear in the definitive proxy statement, is incorporated by reference into this Annual Report on Form 10-K. 

Documents Incorporated by Reference

 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC.

ANNUAL REPORT ON FORM 10-K

PART I. 

ITEM 1. 
ITEM 1A. 
ITEM 1B. 
ITEM 2. 
ITEM 3. 
ITEM 4. 

PART II. 

ITEM 5. 

ITEM 6. 
ITEM 7. 

ITEM 7A. 
ITEM 8. 
ITEM 9. 

ITEM 9A. 

PART III. 

ITEM 10 
ITEM 11 
ITEM 12 

ITEM 13 
ITEM 14 

PART IV. 

BUSINESS 
RISK FACTORS 
UNRESOLVED STAFF COMMENTS 
PROPERTIES 
LEGAL PROCEEDINGS 
MINE SAFETY DISCLOSURES 

MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND 
ISSUER PURCHASES OF EQUITY SECURITIES 
SELECTED CONSOLIDATED FINANCIAL DATA 
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF 
OPERATIONS 
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND 
FINANCIAL DISCLOSURE 
CONTROLS AND PROCEDURES 

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 
EXECUTIVE COMPENSATION 
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 
AND RELATED STOCKHOLDER MATTERS 
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE 
PRINCIPAL ACCOUNTANT FEES AND SERVICES 

EXHIBITS AND FINANCIAL STATEMENT SCHEDULE 

ITEM 15. 
SIGNATURES 
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS 
EXHIBIT INDEX   

3
22
27
27
27
30

30
32

34
56
57

110
110

111
111

111
111
111

112
113
114
115

2

 
 
 
 
 
Forward-Looking Statements

PART I

This Annual Report on Form 10-K contains or incorporates a number of forward-looking statements within the meaning of Section 
27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act of 1934, as amended (the “Exchange Act”), 
including statements regarding: 

•

•

•

•

•

•

•

•

•

•

•

•

expected future revenues, operations, expenditures and cash needs; 

fluctuations in the commodity pricing of our recyclables, increases in landfill tipping fees and fuel costs and general 
economic and weather conditions; 

projected future obligations related to capping, closure and post-closure costs of our existing landfills and any disposal 
facilities which we may own or operate in the future; 

expected liquidity and financing plans; 

our ability to use our net operating losses and tax positions; 

the projected development of additional disposal capacity or expectations regarding permits for existing capacity; 

the recoverability or impairment of any of our assets or goodwill; 

estimates of the potential markets for our products and services, including the anticipated drivers for future growth; 

sales and marketing plans or price and volume assumptions; 

the outcome of any legal or regulatory matter; 

potential business combinations or divestitures; and 

projected improvements to our infrastructure and impact of such improvements on our business and operations. 

In addition, any statements contained in or incorporated by reference into this report that are not statements of historical fact should be 
considered forward-looking statements. You can identify these forward-looking statements by the use of the words “believes”, 
“expects”, “anticipates”, “plans”, “may”, “will”, “would”, “intends”, “estimates” and other similar expressions, whether in the
negative or affirmative. These forward-looking statements are based on current expectations, estimates, forecasts and projections 
about the industry and markets in which we operate as well as management’s beliefs and assumptions, and should be read in 
conjunction with our consolidated financial statements and notes thereto. We cannot guarantee that we actually will achieve the plans, 
intentions or expectations disclosed in the forward-looking statements made. The occurrence of the events described and the 
achievement of the expected results depends on many events, some or all of which are not predictable or within our control. Actual 
results may differ materially from those set forth in forward-looking statements. 

There are a number of important risks and uncertainties that could cause our actual results to differ materially from those indicated by 
such forward-looking statements. These risks and uncertainties include, without limitation, those detailed in Item 1A, “Risk Factors”
of this Annual Report on Form 10-K. We explicitly disclaim any obligation to update any forward-looking statements whether as a
result of new information, future events or otherwise, except as otherwise required by law. 

ITEM 1.  BUSINESS

Overview

Casella Waste Systems, Inc. is a vertically-integrated solid waste, recycling, and resource management services company. We provide 
resource management expertise and services to residential, commercial, municipal, and industrial customers, primarily in the areas of 
solid waste collection, transfer, disposal, recycling, and organics services. We operate in six states - Vermont, New Hampshire, New 

3

York, Massachusetts, Maine, and Pennsylvania, with our headquarters being located in Rutland, Vermont. We manage our solid waste
operations on a geographic basis through two regional operating segments, the Eastern and Western regions, each of which includes a 
full range of solid waste services, and our larger-scale recycling operations and commodity brokerage operations through our 
Recycling segment. Ancillary operations, major customer accounts, discontinued operations and earnings from equity method 
investees are included in our Other segment. 

As of May 31, 2012, we owned and/or operated 32 solid waste collection operations, 31 transfer stations, 17 recycling facilities, nine 
Subtitle D landfills, four landfill gas-to-energy facilities, one landfill permitted to accept construction and demolition, or C&D,
materials and one waste-to-energy facility. We also hold 50% membership interests in US GreenFiber LLC (“GreenFiber”), a joint 
venture that manufactures, markets and sells cellulose insulation made from recycled fiber, and Tompkins County Recycling LLC 
(“Tompkins”), a joint venture that operates a material recovery facility (“MRF”) located in Tompkins County, New York and 
processes and sells commodities delivered to the facility, a 51% membership interest in Casella-Altela Regional Environmental 
Services, LLC (“CARES”), a joint venture that develops, owns and operates water treatment projects for the natural gas drilling
industry in Pennsylvania and New York and can also be used to treat leachate at our landfills, a 19.9% ownership interest in Evergreen 
National Indemnity Company (“Evergreen”), a surety company which provides surety bonds to secure contractual performance for 
municipal solid waste, or MSW, collection contracts and landfill closure and post-closure obligations, an 11.9% membership interest
in AGreen Energy LLC (“AGreen”), a joint venture that brings advanced nutrient management, renewable energy, and water 
technologies to small and medium sized farms, a 6.2% ownership interest RecycleRewards, Inc. (“RecycleRewards”), a company that
markets an incentive based recycling service, and a 6.3% ownership interest in GreenerU, Inc. (“GreenerU”), a company that delivers 
energy and sustainability solutions to the college, university and preparatory school markets. 

Strategy

Our goal is to build a sustainable and profitable company by transforming traditional solid waste streams into renewable resources. 
We believe that global competition for limited resources is creating significant business opportunities for companies that can sustain
and extract value—in the form of energy and raw materials—from resources previously considered an irretrievable waste stream. 
Since the opening of our first recycling facility in Vermont in 1977, our business strategy has been firmly tied to creating a sustainable 
resource management model and we continue to be rooted in these same tenets today. We strive to create long-term value for all 
stakeholders, which include customers, employees, communities, and shareholders, by helping them manage their resources in a 
sustainable and financially sound manner. 

Our key objective is to maximize long-term shareholder value through a combination of financial performance and strategic asset
positioning. Annually, we complete a comprehensive strategic planning process to recalibrate our strategic objectives and current asset 
mix against our current market environment. This process helps the management team allocate resources to a range of business 
opportunities to maximize long-term financial returns and competitive positioning. As part of the strategic review, business activities 
have been classified into four categories: “Core operations”, “Catalyst activities”, “Complementary activities”, or “Strategic Non-fits.” 

Core operations are the primary divers of our long-term financial success, and include our collection, landfill, and MSW processing 
operations. These are operations that we would look to expand. Catalyst activities are businesses or investments that enhance growth 
in the Core operations, such as sludge processing or water treatment. Complimentary activities are businesses or investments intended 
to leverage existing assets to improve performance, such as landfill gas-to-energy facilities. We would not look to grow 
Complimentary activities unless it was to further enhance returns on existing assets or to take advantage of existing assets and
infrastructure to support growth in our Core operations. Strategic Non-fits are activities that no longer enhance or complement the 
Core operations and may be divested at the appropriate time, such as Maine Energy Recovery Company (“Maine Energy”) or our 
investments in GreenFiber and RecycleRewards. 

In fiscal year 2013, our strategy will remain similar to that of fiscal year 2012, with a focus on improving performance of base
operations and increasing cash flow generation through: (1) profitable revenue growth and pricing initiatives; (2) cost controls and 
operating efficiencies; (3) landfill development initiatives; and (4) balance sheet management. 

Profitable revenue growth and pricing initiatives

In late fiscal year 2011, we reorganized the solid waste sales organization by moving revenue generation and sales force reporting 
responsibility to the regional and divisional management teams, implementing customer profitability analytical tools and realigning 
the sales incentive compensation programs. 

4

By placing revenue generation and customer responsibility with local teams, each team is able to more quickly react to local 
conditions, cross-sell customers with differentiated resource transformation solutions (e.g., Zero-Sort Recycling® and organics 
offerings), help to steward local marketing programs and retain more existing business. The shared services model discussed below 
has helped to create additional margin for these managers, so they can focus more of their time on revenue generation. 

Our team has developed and implemented a comprehensive customer profitability tool that allows our pricing team, division 
managers, and sales force to calculate the profitability of all of our collection customers. This tool, combined with our knowledge of 
local markets, has enabled our team to begin addressing customer pricing at a granular level, implementing larger price increases for 
customers who do not meet our return metrics and smaller price increases on higher margin customers to cover increased cost 
inflation. 

To implement these pricing programs, we changed the sales incentive compensation structure in late fiscal year 2011. Commissions
are now directly tied to the profitability of each sales person’s book of business. By making this change, we incentivized our sales 
people to price customers appropriately, to work to retain existing high margin customers and to work with operating teams to reduce 
costs.

These pricing and compensation initiatives worked well and we recognized 2.6% price growth in the collection line-of-business for 
fiscal year 2012. 

As part of the restructuring of our sales efforts, we moved price increases from an annual process to a core process that a divisional 
team examines frequently. We believe that this move to a core process positions us well going forward to continue to yield pricing of 
50 basis points above the consumer price index. 

Landfill sales and major accounts sales continue to be managed centrally in order to optimize cross-selling and internalization
benefits. Over the past two years, we have increased our sales efforts in the major accounts business. While the major accounts
business negatively impacts overall company margins, this business generates positive free cash flow because it requires little to no 
direct capital investment. This business is focused on winning new contracts that can be serviced, either directly by us, or through a 
contracted third party. 

The Recycling operating segment derives revenue from a combination of commodity sales and tipping fees paid for material 
processing. Fluctuations in commodity pricing are managed by a number of risk mitigation strategies including: financial hedging
instruments, floor prices, forward sales contracts, index purchases, floating customer revenue shares and tipping fees. Our goal is to 
offset the variability in commodity revenues with tipping fees to maintain stable cash flows and returns across a spectrum of 
commodity pricing. This is achieved by sharing commodity revenues with municipal partners and lowering tipping fees in high 
commodity price environments, while lowering commodity revenue shares and increasing tipping fees in lower priced environments.

During fiscal year 2012, our Recycling operating segment had strong same store volume increases as residential and commercial 
customers continued to adopt our Zero-Sort Recycling programs. Zero-Sort Recycling makes it easier for customers to recycle, 
thereby driving recycling participation and yields. This growth far outpaced the regional economy and further validates our market 
strategy to differentiate our service offerings through resource renewal options such as Zero-Sort Recycling. 

Cost controls and operating efficiencies

We continue to identify and implement best practices throughout the entire organization through standardized continuous 
improvement programs. The goals of these programs are to enhance customer service, increase safety for employees and reduce 
operating and administrative costs. We have implemented continuous improvement programs in safety, productivity, maintenance, 
environmental compliance, procurement, customer care and back-office functions. 

In fiscal year 2012, we expanded our cost control efforts from the previous year, with a focus on reducing back-office expenses further 
through the new shared services center, reducing expenses through the consolidation of two of our solid waste operating regions into 
the new Western region and through fleet efficiency programs. We plan to continue each of these efforts in fiscal year 2013. 

We launched a new shared services center in late fiscal year 2010, with the goals of improving customer care, simplifying customer 
interactions, improving our sales performance on standardized products such as roll-off containers, implementing new streamlined
information technology tools, consolidating decentralized functions into one center and reducing costs. The initial focus on the shared 
services model was to centralize customer care and improve the service level to our customers. By the end of fiscal year 2012, we had 

5

integrated 100% of our hauling divisions into the customer care center and had substantially achieved the performance goals that we 
set for the center. Our customer care, sales/marketing, operating, and information technology teams have worked to introduce a 
number of customer centric tools to more effectively manage our customer relationships. 

In fiscal year 2011, we began the second phase of the shared services center transition by consolidating all of our cash application 
functions into the center and introducing the necessary systems and technologies to automate the majority of our customer payments.  
In fiscal year 2012, we successfully consolidated accounts payable, collections and information technology operations into the center. 

The fleet efficiency programs focus on dynamic fleet routing, on-board computers, front-load conversions, container upsizing, long-
haul optimization and driver incentive pay with the purpose of reducing labor costs and operating hours. In fiscal year 2012, we
introduced on-board computer technology to roughly half of our locations and we plan to roll out the system to our remaining sites in 
fiscal year 2013. The on-board computer systems help us to dynamically route our trucks to continuously improve route structure, 
while automatically providing critical service time and weight data for our customer profitability analytics. 

Landfill Development Initiative

One of our long term goals has been to add disposal capacity to the solid waste franchise both to strengthen market position and to 
create a sustainable long-term foundation for the business. 

We have made great strides in executing the landfill development growth strategy by adding significant total and annual permitted
disposal capacity within our solid waste footprint, primarily through operating contracts for publicly-owned landfills. Since 2003, total 
and annual disposal capacity additions resulted from: (1) the addition of five landfills (Southbridge landfill in Massachusetts, Ontario 
County landfill in New York, Juniper Ridge landfill in Maine, Chemung County landfill in New York, and, most recently, McKean 
County landfill in Pennsylvania); and (2) permit expansions at existing landfills. 

In fiscal year 2011, we acquired the McKean County, Pennsylvania landfill out of bankruptcy proceedings. This landfill adds 
important capacity to our Western region and will allow us to better balance annual tonnages against landfill permit levels. 

Since April 30, 2003, we have added 88.4 million tons of permitted and permittable total landfill capacity to the solid waste business, 
bringing the total landfill capacity to 118.0 million tons as of April 30, 2012.  During this same period, we also added 1.8 million tons 
of annual disposal capacity, bringing the total to 3.2 million tons as of April 30, 2012. 

In fiscal year 2012, we had important positive outcomes in legal and administrative proceedings at three of our landfills that position 
us well to improve cash flows and returns: 

•

•

•

In November 2011, we received a minor modification from the New York Department of Environmental Conservation to 
increase the annual permit at the Chemung County landfill by sixty thousand tons per year to approximately 0.3 million tons 
per year. This site is well positioned from a transportation standpoint from New York City and also is located close to the 
Marcellus Shale drilling activity in northern Pennsylvania. 

In January 2012, the Town of Bethlehem, New Hampshire voters approved a zoning change and resultant settlement of on-
going litigation, allowing an expansion of approximately 1.7 million tons at our North Country Environmental Services 
landfill. 

In February 2012, the Massachusetts Department of Environmental Protection issued a permit to increase the annual limit at 
the Southbridge Sanitary Landfill by approximately 0.1 million tons per year to 0.3 million tons per year of MSW. Also in 
February, the Massachusetts Supreme Judicial Court reissued an opinion dismissing an appeal filed by several 10-citizen 
groups contesting the 2008 Site Assignment for Southbridge Sanitary Landfill. The appeal was dismissed on its merits and 
the court stated that their decision brings final resolution to the case. The Southbridge landfill is well positioned in the 
capacity constrained Massachusetts market. 

We remain focused on increasing free cash flow and generating an enhanced return on invested capital at the landfill sites by 
maximizing annual permitted capacity and optimizing flows of waste across the northeast to obtain better integration and asset 
profitability. 

6

Balance Sheet Management

To further improve our free cash flow and operating performance, we are focused on balance sheet management, including debt 
refinancing, prudent deployment of capital, selective acquisitions and divestitures. 

In fiscal year 2013, we plan to refinance our 11% senior second lien notes due July 15, 2014 (the “Second Lien Notes”). While the
success of this refinancing is highly dependent upon the health of the broader capital markets, we believe that we can reduce our 
interest costs with a new lower cost debt instrument. 

Our deployment of capital has evolved with our business strategy over the past five years from an emphasis on growth investments,
primarily in long-term landfill capacity, to an approach that focuses on free cash flow generation from base operations with limited 
investments in high return resource transformation solutions. 

From fiscal year 2003 to fiscal year 2007, we invested approximately $177.5 million of capital to acquire and develop strategically
located landfill capacity. Capital spending was elevated during this period as we built-out 25- to 30-year infrastructure and met
contractual obligations associated with operating leases at certain of the landfill facilities. The heightened growth capital investment 
for existing landfill development projects was largely completed by the end of fiscal year 2007 when the focus shifted to extracting 
appropriate returns from the invested capital. The landfill capacity added to the business is the foundation of today’s integrated solid 
waste strategy, and these sites will serve as a platform for emerging resource transformation programs into the future. 

We shifted our capital strategy over the past several years to focus on three main areas: (1) improving the mix of base operations 
through divestitures and acquisitions; (2) implementing operating programs that improve capital efficiency and asset utilization; and 
(3) pursuing select strategic investment opportunities in waste transformation and resource optimization. We remain focused on these
three goals in fiscal year 2013. 

After the divestiture of our non-integrated recycling assets and select intellectual property assets in late fiscal year 2011, we continue 
to explore divestiture opportunities. As discussed earlier, we have three assets - Maine Energy, our investment in GreenFiber, and our 
investment in RecycleRewards - that we classify as strategic non-fits that we may divest to improve operating performance and reduce 
leverage. On March 30, 2012, we entered into a Memorandum of Understanding with the City of Biddeford, pursuant to which we 
agreed on a tentative sale of Maine Energy to the City of Biddeford, subject to agreement on final terms and documentation, to be 
negotiated in good faith, satisfaction of conditions precedent and closing. 

Over the past several years, we have selectively invested growth capital in high-return opportunities that enhance our ability to support 
emerging customer and market needs in waste transformation and resource optimization. The investment strategy seeks to leverage
core competencies in materials processing, organics, and clean energy to create additional value from the waste stream. We believe 
that these investments in Zero-Sort Recycling, landfill gas-to-energy, and organic waste solutions position us well for the evolution of 
the industry from waste management to resource management. 

As a key strategy to improve existing asset utilization and to advance our resource transformation strategy, we have invested in five 
Zero-Sort Recycling facilities. We branded our recycling process to differentiate the high quality end-use commodities produced as 
the result of our innovative approach. With Zero-Sort Recycling, a customer can commingle all of their recyclables (paper, cardboard, 
plastics, metals, and glass) into a right sized residential container or commercial dumpster. By making it easier for a customer to 
recycle, we increase recycling participation and yields, thereby increasing volumes through the Zero-Sort Recycling facilities and
increasing asset utilization. 

We now have landfill gas-to-energy facilities at six of our landfills, with four of the landfill gas-to-energy facilities owned and 
operated by us and two owned and operated by partners. As discussed earlier, we consider the landfill gas-to-energy facilities to be 
complementary to our core landfill assets because they extract additional value from the landfill methane and support our low-
emission landfill model. 

Our organics team has been working to develop and/or partner with firms that have developed innovative approaches to deriving 
incremental value from the organic portion of the waste stream. We recently introduced our Earthlife® soils products into the retail 
market, and we continue to offer a full array of recycled organic fertilizers, composts, and mulches that help our customers close the 
loop with organic waste streams. We have also recently invested in and partnered with AGreen, an innovative firm that is building 
small anaerobic digesters in the Northeast to generate electricity from farm and food waste streams. 

7

Solid Waste Operations

Our solid waste operations comprise a full range of non-hazardous solid waste services, including collections, transfer stations, MRFs 
and disposal facilities. 

Collections.  A majority of our commercial and industrial collection services are performed under one- to three-year service 
agreements, with prices and fees determined by such factors as collection frequency, type of equipment and containers furnished, type, 
volume and weight of solid waste collected, distance to the disposal or processing facility and cost of disposal or processing. Our 
residential collection and disposal services are performed either on a subscription basis (with no underlying contract) with individuals, 
or through contracts with municipalities, homeowner associations, apartment building owners or mobile home park operators. 

Transfer Stations.  Our transfer stations receive, compact and transfer solid waste collected primarily by our various residential and 
commercial collection operations, for transport to disposal facilities by larger vehicles. We believe that transfer stations benefit us by: 
(1) increasing the size of the wastesheds which have access to our landfills; (2) reducing costs by improving utilization of collection 
personnel and equipment; and (3) helping us build relationships with municipalities and other customers by providing a local physical
presence and enhanced local service capabilities. 

Material Recovery Facilities.  Our MRFs receive, sort, bale and resell recyclable materials originating from the MSW stream, 
including newsprint, cardboard, office paper, containers and bottles. We operate six MRFs in geographic areas served by our 
collection divisions. Revenues are received from municipalities and customers in the form of processing fees, tipping fees and 
commodity sales. Our MRFs, two of which are located in Vermont, two in Massachusetts and two in New York, are large-scale, high-
volume facilities that process over 0.4 million tons per year of recycled materials delivered to them by municipalities and commercial 
customers under long-term contracts. We also operate MRFs as an integral part of our core solid waste operations, which generally
process recyclables collected from our various residential collection operations. 

Disposal Facilities.  We dispose of solid waste at our landfills and at our waste-to-energy facility. 

Landfills.  The following table (in thousands) reflects the aggregate landfill capacity and airspace changes, in tons, as of April 30, 
2012, 2011 and 2010, for landfills we operated during the fiscal years then ended: 

Estimated 
Remaining 
Permitted 
Capacity 
(1) 

April 30, 2012 
Estimated 
Additional
Permittable
Capacity 
(1)(2) 

41,678
—
—
—
(3,238)
1,153 
39,593

79,194
—
—
—
—
(779) 

78,415

Estimated
Total 
Capacity 

120,872
— 
—
— 
(3,238)
374 
118,008

Estimated
Remaining
Permitted
Capacity
(1) 

April 30, 2011 
Estimated
Additional
Permittable
Capacity
(1)(2) 

36,411
2,392 
—
1,124 
(3,257)
5,008 
41,678

66,661
— 
7,255
(1,124) 
—
6,402 
79,194

Estimated 
Total 
Capacity 

103,072
2,392 
7,255
— 
(3,257)
11,410 
120,872

Estimated 
Remaining 
Permitted 
Capacity 
(1) 

April 30, 2010 
Estimated
Additional
Permittable
Capacity
(1)(2) 

38,244
—
—
174 
(3,074)
1,067 
36,411

59,673
—
8,728
(174) 
—

(1,566) 
66,661

Estimated
Total 
Capacity 

97,917
—
8,728
—
(3,074)
(499)
103,072

Balance, beginning of year  

Acquisitions, divestitures and closures   
New expansions pursued(3) 
Permits granted(4) 
Airspace consumed  
Changes in engineering estimates(5) 

Balance, end of year  

(1)

(2)

(3)

(4)

(5)

We convert estimated remaining permitted capacity and estimated additional permittable capacity from cubic yards to tons generally by assuming a compaction factor equal to the 
historic average compaction factor applicable to the respective landfill over the last three fiscal years. In addition to a total capacity limit, certain permits place a daily and/or 
annual limit on capacity. 

Represents capacity which we have determined to be “permittable” in accordance with the following criteria: (i) we control the land on which the expansion is sought; (ii) all 
technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained; (iii) we have not identified any legal or political impediments 
which we believe will not be resolved in our favor; (iv) we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and 
(v) senior management has approved the project. 

The increase in fiscal year 2010 was associated with expansions at our Hyland and Chemung landfills, partially offset by a reduction of expansions pursued at the Ontario landfill 
site.  In our fiscal year 2011, the increase was partially attributable to new expansions pursued at our Waste USA and NCES landfill sites. 

The increase in permitted airspace capacity in fiscal year 2011 was the result of permits received at our NCES landfill site. 

The increase in airspace capacity in fiscal year 2011 was the result of a positive compaction effect due to a change in waste mix inside of the three year average, which is primarily 
the result of drill-cutting materials received at our Western region landfills.

8

 
 
 
 
 
 
 
 
 
 
NCES.  The North Country Environmental Services (“NCES”) landfill in Bethlehem, New Hampshire serves the wastesheds of New 
Hampshire and certain Vermont, Maine and Massachusetts wastesheds. The facility is currently permitted to accept MSW and C&D 
material. Since the purchase of this landfill in 1994, we had experienced opposition from the Town of Bethlehem (the “Town”) 
through the enactment of restrictive local zoning and planning ordinances. However, based on a series of agreements reached with the 
Town during calendar year 2011, which agreements were approved at a Town meeting on January 17, 2012, we have received all 
approvals from the Town necessary to operate the landfill over an expanded footprint for an extended period of time (estimated at 20 
years or more), subject to periodic approval of minor permit modifications from the New Hampshire Department of Environmental 
Services. All litigation between the Town and us was dismissed with prejudice, upon joint motion of the parties. See Item 3, Legal 
Proceedings, of this Form 10-K. 

Waste USA.  The Waste USA landfill in Coventry, Vermont serves the major wastesheds throughout Vermont. The landfill is 
permitted to accept residential and commercially generated MSW, pre-approved sludges, soils, and C&D material. Since our purchase 
of this landfill in 1995, we have expanded its capacity, which we expect to last through approximately fiscal year 2050. 

Clinton County.  The Clinton County landfill is located in Schuyler Falls, New York and serves the wastesheds of Clinton, Essex, 
Warren, Washington and Saratoga Counties in New York, and certain contiguous Vermont wastesheds. This landfill is permitted to 
accept residential and commercially generated MSW, C&D material and special waste which is approved by regulatory agencies. In 
fiscal year 2009, the facility received a permit for a multi-year landfill expansion, which will provide considerable additional volume. 
The Clinton County site commenced operations of a landfill gas-to-energy facility in fiscal year 2009 and has the capacity to generate 
6.4mW/hr of energy. 

Juniper Ridge.  On February 5, 2004, we completed transactions with the State of Maine and Georgia-Pacific Corporation, pursuant to 
which the State of Maine took ownership of the landfill located in West Old Town, Maine, formerly owned by Georgia Pacific, and
we became the operator of that facility under a 30-year operating and services agreement between us and the State of Maine. The site 
is located on approximately 780 acres, with 68 acres currently dedicated for waste disposal. The site has sufficient acreage to permit 
the additional airspace required for the term of the 30-year operating and services agreement. The site is currently permitted to take 
waste originating from Maine, consisting of C&D material, ash from MSW incinerators and fossil fuel boilers, front end processed
residuals and bypass MSW from waste-to-energy facilities, treatment plant sludge and biosolids, sandblast grits, oily waste and oil 
spill debris, and other approved special wastes from within Maine. There are no annual tonnage limitations at Juniper Ridge landfill.

Southbridge.  On November 25, 2003, we acquired Southbridge Recycling and Disposal Park, Inc. (“Southbridge Recycling and 
Disposal”). Southbridge Recycling and Disposal owns a 13-acre recycling facility and has a contract with the Town of Southbridge, 
Massachusetts to operate a 146-acre landfill currently permitted to accept residuals from the recycling facility and MSW. In June 
2008, the Southbridge, Massachusetts Board of Health modified the landfill site assignment to allow the site to receive MSW from
communities other than Southbridge and to increase the annual disposal volume from approximately 0.2 million tons per year to 
approximately 0.4 million tons per year. In May 2010, we received a permit from the Massachusetts Department of Environmental 
Protection which allowed the facility to accept approximately 0.2 million tons per year in total of C&D material and MSW without
regard to the geographic origin of the waste. The Board of Health decision was appealed by opponents of the landfill and was decided 
in our favor by the Massachusetts Supreme Judicial Court in February 2012. See Item 3, Legal Proceedings, of this Form 10-K. In
February 2012, we received a permit to accept 0.3 million tons of waste per year at the landfill. 

Maine Energy Waste-to-Energy Facility.  We own a waste-to-energy facility, Maine Energy, which generates electricity by processing 
non-hazardous solid waste. Maine Energy provides us with important additional disposal capacity and generates power for sale. The
facility receives MSW under long-term waste handling agreements and raw materials from commercial and private waste haulers and
municipalities with short-term contracts, as well as from our collection operations. Maine Energy is contractually required to sell all of 
the electricity generated at its facility to Nextera Energy Power Marketing, LLC, an electric utility, and guarantees 100% of its
electricity generating capacity to FPL Energy Power Marketing, Inc., both pursuant to a contract that was amended to extend its term 
to December 31, 2014 and is based on “day ahead” electricity prices. On March 30, 2012, we entered into a Memorandum of 
Understanding with the City of Biddeford, pursuant to which we agreed on a tentative sale of Maine Energy to the Cityof Biddeford, 
subject to agreement on final terms and documentation, to be negotiated in good faith, satisfaction of conditions precedent and closing. 

Hyland.  The Hyland landfill, located in Angelica, New York, serves certain wastesheds located throughout western New York. The 
facility is permitted to accept residential, commercial and MSW, C&D material and special waste. The site consists of approximately 
624 acres, which represents considerable additional expansion capabilities. A permit for future expansion was issued in December
2006 for approximately 11 million cubic yards and we are currently seeking an additional 9.9 million cubic yards of permittable
capacity. The landfill is currently permitted to accept approximately 0.3 million tons annually and has a minor modification pending 
with the New York State Department of Environmental Conservation to increase the annual capacity by 49%. In August 2008, the 
Hyland site commenced operation of a landfill gas-to-energy facility which has the capacity to generate 4.8 mW/hr of energy. The

9

Hyland landfill benefits from waste in the form of drill cuttings from the Marcellus Shale natural gas extractions, which in fiscal year 
2012 made up approximately 26% of the waste accepted at Hyland. 

Ontario.  We entered into a 25-year operation, management and lease agreement with the Ontario County Board of Supervisors for the 
Ontario County landfill, which is located in the Town of Seneca, New York. We commenced operations on December 8, 2003. This 
landfill serves the central New York wasteshed and is strategically situated to accept long haul volume from both eastern and 
downstate New York markets. The site consists of approximately 380 total acres with additional potential expansions to allow for
acceptance of an estimated total of 12.2 million tons. During fiscal year 2008 we successfully requested and received a minor 
modification to increase our annual allowance of placed tons over the original permit of 0.6 million tons to 0.9 million tons. The 
Ontario site also houses a single stream recycling facility and a landfill-gas-to energy plant, which has the capacity to generate 6.4 
mW/hr of energy. 

Hakes.  The Hakes C&D landfill in Campbell, New York is permitted to accept only C&D material. The landfill serves the rural 
wastesheds of western New York. During fiscal year 2008, we successfully requested and received a minor modification to increase
our annual allowance of placed tons over the original permit of 0.3 million tons to 0.5 million tons. 

Chemung.  We entered into a 25-year operation, management and lease agreement with Chemung County for certain facilities located 
within the county utilized in the collection, management and disposal of solid waste, including the Chemung County landfill, which is 
located in the Town of Chemung, New York. We commenced operations on September 19, 2005. This landfill serves the central and 
southern tier New York wastesheds and is strategically situated to accept long haul volume from both eastern and downstate markets.
The site consists of approximately 38 active acres permitted to accept 0.1 million tons of MSW per year and 12.8 active acres 
permitted to accept approximately twenty thousand tons of C&D material per year. The landfill has further expansion capabilities of 
an additional 25 acres and an estimated 6.4 million tons.  In addition, in April 2010 we successfully negotiated an amendment to the 
management and lease agreement allowing the annual tonnage to be increased to 0.4 million tons per year, subject to regulatory 
approval. In September 2011, we were successful in securing a minor modification to the existing permit to allow for an additional 
annual increase of sixty-thousand tons of MSW. 

McKean.  We acquired the McKean landfill, which was subject to bankruptcy reorganization, in February 2011.  This facility is 
located in Mount Jewitt, McKean County, Pennsylvania and serves the Pennsylvania northern tier and New York southern tier 
wastesheds. The facility consists of 131 acres, of which 52.1 acres are dedicated to landfilling, and has a daily permitted capacity to 
receive one thousand tons. The site has more than 3 million cubic yards of remaining airspace with future expansion capacity for an 
additional 30 million cubic yards. Also, the site has the capability to accept waste delivered by rail, including a daily limit of five 
thousand tons. We expect this site to benefit from the Marcellus Shale natural gas extractions in the wastesheds served by the landfill. 
Additionally, construction is underway at McKean for a water treatment facility to service natural gas drillers by treating water
generated from drilling activities. 

Closure Projects

In April 2005, we started closure operations at the Worcester, Massachusetts landfill, a closure project with approximately 0.2 million 
tons of available capacity as of April 30, 2012. In January 2006, we assumed the closure contract for this landfill. The Worcester
landfill is not included in the preceding table of landfill capacity. Additionally, in fiscal year 2009, as part of a planned closure, we 
ceased operations at the Colebrook facility and began the process of capping and closing the site. 

We also own and/or manage six unlined landfills and three lined landfills that are not currently in operation. All of these landfills have 
been closed and capped to applicable environmental regulatory standards by us. 

10 

Operating Segments

We manage our solid waste operations, which include a full range of solid waste services, on a geographic basis through two regional 
operating segments, which we designate as the Eastern and Western regions. Our third operating segment is Recycling, which 
comprises our larger-scale recycling operations and our commodity brokerage operations.  See Note 19 to our consolidated financial
statements included under Item 8 of this Form 10-K for a summary of revenues, certain expenses, profitability, capital expenditures, 
goodwill, and total assets of our operating segments. Ancillary operations, major customer accounts, discontinued operations and
earnings from equity method investees are included in our “Other” reportable segment. 

Within each geographic region, we organize our solid waste services around smaller areas that we refer to as “wastesheds.” A 
wasteshed is an area that comprises the complete cycle of activities in the solid waste services process, from collection to transfer 
operations and recycling to disposal in either landfills or waste-to-energy facilities, some of which may be owned and operated by 
third parties. We typically operate several divisions within each wasteshed, each of which provides a particular service, such as
collection, recycling, disposal or transfer. Each of these divisions operates interdependently with the other divisions within the 
wasteshed. Each wasteshed generally operates autonomously from adjoining wastesheds. 

Through its six MRFs and one commodity brokerage operation, Recycling services four anchor contracts, which have original terms
ranging from five to ten years and expire at various times through calendar year end 2028. The terms of each of the contracts vary, but 
all of the contracts provide that the municipality or a third party delivers materials to our facility. These contracts may include a 
minimum volume guarantee by the municipality. We also have service agreements with individual towns and cities and commercial 
customers, including small solid waste companies and major competitors that do not have processing capacity within a specific 
geographic region. The following table provides information about each operating segment (as of May 31, 2012 except revenue 
information, which is for the fiscal year ended April 30, 2012). 

Revenues (in millions)  
Solid waste collection operations  
Transfer stations  
Recycling facilities  
Subtitle D landfills  
Other disposal facilities(1)  

Eastern
Region
$172.9 
12 
5
7 
2

  Maine Energy

Western 
Region 
$215.2 
20 
26 
4 
7
Hakes 

Recycling 
$47.9 
— 
—
6 
—
— 

(1)

In addition to the disposal facilities shown above we operate the Worcester, Massachusetts landfill, a closure project with 
approximately 0.2 million tons of available capacity as of April 30, 2012. 

Eastern region

The Eastern region consists of wastesheds located in Maine and the assets located in eastern Massachusetts and in the New Hampshire 
seacoast area. The Maine wastesheds generally have been affected by the regional constraints on disposal capacity imposed by the
public policies of New Hampshire, Maine and Massachusetts, which have, over the past ten years, either limited new landfill 
development or precluded development of additional capacity from existing landfills. Consequently, the Eastern region relies more
heavily on non-landfill waste-to-energy disposal capacity than the Western region. 

We entered Maine in 1996 with the purchase of the assets comprising New England Waste Services of ME, Inc. in Hampden, Maine. 
The acquisition of KTI, Inc. in 1999 significantly improved disposal capacity in this region, as the acquisition included Maine Energy, 
and provided an alternative internalization option for solid waste assets in eastern Massachusetts. In 2004, we obtained the right to 
operate the Juniper Ridge landfill under a 30-year agreement with the State of Maine. 

We entered eastern Massachusetts in fiscal year 2000 with the acquisition of assets that were divested by Allied Waste Industries 
(prior to its merger with Republic Services, Inc.) and through the acquisition of smaller independent operators. In this market, we rely 
to a large extent on third party disposal capacity. We believe that there is a greater opportunity to increase internalization rates and 
operating efficiencies in eastern Massachusetts facilities through the operating contract with the Town of Southbridge to operate the 
Southbridge landfill, which is currently permitted to accept up to a combined 0.3 million tons per year of C&D and MSW. 

11 

 
 
 
 
 
 
 
 
 
 
 
 
Western region

The Western region includes wastesheds located in Vermont, north and south western New Hampshire and eastern New York. The 
portion of eastern New York served by the Western region includes Clinton (operation of the Clinton County landfill), Franklin,
Essex, Warren, Washington, Saratoga, Rennselaer and Albany counties. Our Waste USA landfill in Coventry, Vermont is one of only
two operating permitted Subtitle D landfills in Vermont, and our NCES landfill in Bethlehem, New Hampshire is one of only six 
operating permitted Subtitle D landfills in New Hampshire. 

The Western region also consists of wastesheds in upstate New York, which includes Ithaca, Elmira, Oneonta, Lowville, Potsdam, 
Geneva, Auburn, Dunkirk, Jamestown and Olean. Our entrance into these wastesheds began with our acquisition of Superior Disposal
Services, Inc.’s business in 1997 and has expanded largely through tuck-in acquisitions and internal growth. Our collection operations 
include leadership positions in nearly every rural market outside of the larger metropolitan markets such as Syracuse, Rochester,
Buffalo and Albany. 

While we have achieved strong market positions in the New York wastesheds, we remain focused on increasing our vertical 
integration through expansion of annual permitted capacity at existing landfills and densification of hauling businesses that can
internalize waste to our landfills. With the ownership of the Hyland, Hakes and McKean County landfills and operation of the Ontario 
and Chemung County landfills, our strategy is to expand annual landfill permits to drive return on invested capital and cash flows. 
Future opportunities may exist to replicate our strategic partnerships with county and municipal governments for the operation and/or 
utilization of their landfills, and, subject to capital allocation, we expect that we would pursue these opportunities if they would 
enhance our shareholder returns. 

Recycling

Our Recycling segment is one of the largest processors and marketers of recycled materials in the eastern United States, comprising 6 
MRFs that process and then market recyclable materials that municipalities and commercial customers deliver to them under long-
term contracts. Three of the six MRFs are leased, the other three are owned. In fiscal year 2012, the Recycling segment processed 
and/or marketed approximately 0.5 million tons of recyclable materials including tons marketed through our commodity brokerage 
operation. Recycling’s facilities are located in the states of Vermont, New York, Massachusetts, New Hampshire and Maine. 

A significant portion of the material provided to Recycling is delivered pursuant to four anchor contracts. The anchor contracts
generally have an original term of five to ten years and expire at various times through calendar year end 2028. The terms of each of 
the contracts vary, but all of the contracts provide that the municipality or a third party delivers materials to our facility. In 
approximately one-quarter of the contracts, the municipalities agree to deliver a guaranteed tonnage and the municipality pays a fee 
for the amount of any shortfall from the guaranteed tonnage if certain other conditions are not met. Under the terms of the individual 
contracts, we charge the municipality a fee for each ton of material delivered to us. Some contracts contain revenue sharing 
arrangements under which the municipality receives a specified percentage of the revenues from the sale by us of the recovered 
materials. 

Our Recycling segment derives a significant portion of its revenues from the sale of recyclable materials. The purchase and sale prices 
of recyclable materials, particularly newspaper, corrugated containers, plastics, ferrous and aluminum, can fluctuate based upon
market conditions. We use long-term supply contracts with customers with floor price arrangements to reduce the commodity risk for 
certain recyclables, particularly newspaper, cardboard, plastics, aluminum and metals. Under such contracts, we obtain a guaranteed
minimum price for the recyclable materials along with a commitment to receive additional amounts if the current market price rises 
above the floor price. The contracts are generally with large domestic companies that use the recyclable materials in their 
manufacturing process, such as paper, packaging and consumer goods companies. In fiscal year 2012, 25% of the revenues from the
sale of residential recyclable materials were derived from sales under long-term contracts with floor prices. We also hedge against 
fluctuations in the commodity prices of recycled paper and corrugated containers in order to mitigate the variability in cash flows and 
earnings generated from the sales of recycled materials at floating prices. 

Casella-Altela Regional Environmental Services, LLC

In September 2011, we entered into a joint venture with Altela, Inc. to form CARES, a joint venture that develops, owns and operates 
water and leachate treatment projects for the natural gas drilling industry in Pennsylvania and New York and can also be used to treat 
leachate at our lanfills. As a part of the joint venture, we acquired a 51% membership interest in CARES in exchange for an initial
cash contribution to CARES of $1.3 million. Altela, Inc. made an initial contribution of equipment valued at $1.3 million and acquired 
a 49% membership interest in CARES. In the fiscal year 2012, we and Altela, Inc. made additional cash contributions, proportionate
with our membership interests, of $0.6 million and $0.5 million, respectively, for the purchase of additional equipment and to fund 
operations. Income and losses of CARES are to be allocated to members based on membership interest percentage. 

12 

In accordance with Accounting Standards Codification (“ASC”) 810-10-15, we consolidate the assets, liabilities, noncontrolling 
interest and results of operations of CARES into our consolidated financial statements due to our controlling financial interest in the 
joint venture. 

GreenFiber Cellulose Insulation Joint Venture

We are a 50% partner in GreenFiber, a joint venture with Louisiana-Pacific Corporation (“LP”). GreenFiber, which we believe is the 
largest manufacturer of high quality cellulose insulation for use in residential dwellings and manufactured housing, was formed
through the combination of our cellulose operations, which we acquired in our acquisition of KTI, with those of Louisiana-Pacific.
Based in Charlotte, North Carolina, GreenFiber has a national manufacturing and distribution capability and sells to contractors,
manufactured home builders and retailers, including Home Depot, Inc. GreenFiber has eight manufacturing facilities, located in 
Delphos, Ohio; Elkwood, Virgina; Norfolk, Nebraska; Phoenix, Arizona; Tampa, Florida; Albany, New York; Waco, Texas; and Salt 
Lake City, Utah. GreenFiber utilizes a hedging strategy to help stabilize its exposure to fluctuating newsprint costs, which generally 
represent approximately 27% of its raw material costs. We account for our investment in GreenFiber under the equity method of 
accounting.

In April 2011, we issued a guaranty of up to $1.5 million in support of GreenFiber’s amended and restated loan and security 
agreement in order to induce the lender to enter into a waiver and amend the agreement. In August 2011, we were required to increase
the guaranty to up to $3.4 million and make an additional investment of $0.5 million in order to again induce the lender to enter into a 
waiver and amend the agreement. 

On December 1, 2011, GreenFiber entered into a second amendment to its modified and restated loan and security agreement. 
Concurrent therewith, we made an additional investment of $3.0 million in GreenFiber and reduced our guaranty associated with the
credit facility by $1.2 million to $2.2 million. The guaranty can be drawn on upon an event of default and remains in place through 
December 1, 2014, the extended term of GreenFiber’s modified and restated loan and security agreement. 

As of December 31, 2011, GreenFiber performed a test for goodwill impairment. The goodwill impairment analysis indicated that the
carrying value of its reporting unit exceeded the fair value of its reporting unit, and GreenFiber determined that the entire amount of 
its goodwill was impaired. Consequently, we recorded our portion of the goodwill impairment charge of $5.1 million as loss on equity 
method investment in fiscal year 2012. 

Based on the analysis performed, we determined that the current book value of our investment in GreenFiber exceeded its fair value.
The analysis calculated GreenFiber’s fair value based on the income approach using discounted cash flows taking into account current
expectations for asset utilization, housing starts and the remaining useful life of related assets. We recorded a charge of $10.7 million as
impairment on equity method investment in fiscal year 2012.

In April 2012, we made an additional investment of $0.4 million in GreenFiber so that it could meet its quarterly debt covenants.

In May 2012, we and LP made identical commitments to fund any liquidity shortfalls of GreenFiber related to covenant compliance as 
defined in GreenFiber’s modified loan and security agreement. We have agreed to provide an equity contribution of our pro-rata share 
of funds, based on ownership percentage, sufficient to cure such shortfall. 

Our investment in GreenFiber was $6.5 million and $23.1 million at April 30, 2012 and April 30, 2011, respectively. 

Tompkins County Recycling, LLC

During fiscal year 2012, we finalized the terms of a joint venture agreement with FCR, LLC (“FCR”), a subsidiary of ReCommunity,
LLC to form Tompkins, a joint venture that operates a MRF located in Tompkins County, New York and processes and sells 
commodities delivered to the MRF. In connection with the formation of Tompkins, we acquired a 50% membership interest in 
Tompkins in exchange for an initial cash contribution to Tompkins of $0.3 million. FCR made an initial cash contribution of $0.3
million and acquired a 50% membership interest in Tompkins. Income and losses are allocated to members based on membership 
interest percentage. Our investment in Tompkins amounted to $0.3 million at April 30, 2012. We account for our 50% membership 
interest in Tompkins using the equity method of accounting. 

13 

AGreen Energy, LLC

In fiscal year 2012, we entered into a renewable energy project operating agreement with AGreen. As a part of the agreement, we
provide certain operation, maintenance and administrative services to, as well as procure organic materials that would otherwise be 
disposed of from, small farm-based biogas renewable energy projects that produce renewable energy and other valuable products and 
services. In the first quarter of fiscal year 2012, we made an initial investment of $0.2 million in AGreen for a 5.1% membership 
interest. In the third quarter of fiscal year 2012, we made an additional contribution of $0.2 million in AGreen, increasing our
membership interest to 11.9% and our investment to $0.4 million as of April 30, 2012. We account for this investment under the cost
method of accounting. 

RecycleRewards, Inc.

Our investment and ownership interest in RecycleRewards, a company that markets an incentive based recycling service, amounted to
$4.5 million as of April 30, 2012 and 2011, respectively. Our common share interest in RecycleRewards was reduced from 8.2% to 
the current 6.2% in October 2011 due to an equity offering RecycleRewards made to a third party investor in October 2011 and the
issuance of additional warrants by RecycleRewards. We account for this investment under the cost method of accounting. 

Evergreen National Indemnity Company

Our investment and ownership interest in Evergreen, a surety company which provides surety bonds to us, amounted to $10.7 million,
or 19.9%, as of April 30, 2012 and 2011, respectively. We account for our investment in Evergreen under the cost method of 
accounting.

GreenerU, Inc.

In March 2012, we entered into a strategic partnership agreement with GreenerU, a company that delivers an extensive array of energy 
and sustainability solutions to the college, university and preparatory school market in order to help those institutions reduce their 
energy costs and carbon emissions through the formulation of programs and policies and the running of renewable energy projects. As 
a part of the agreement, we will work with GreenerU to co-market our respective services to colleges, universities and preparatory 
schools in the area of waste, recycling, energy, composting, resource conservation and other appropriate sustainability initiatives. We 
made a $1.0 million investment in GreenerU through the purchase of preferred stock in two $0.5 million tranches, the first of which 
was closed in April 2012 and the second of which was closed in May 2012. As a result of our investment we had a 4.2% ownership 
interest and a $0.5 million investment in GreenerU as of April 30, 2012 and a 6.3% ownership interest and a $1.0 million investment 
in GreenerU as of May 31, 2012. We account for this investment under the cost method of accounting. 

Competition

The solid waste services industry is highly competitive. We compete for collection and disposal volume primarily on the basis of the 
quality, breadth and price of our services. From time to time, competitors may reduce the price of their services in an effort to expand 
market share or to win a competitively bid municipal contract. These practices may also lead to reduced pricing for our services or the 
loss of business. In addition, competition exists within the industry for potential acquisition candidates. 

The larger urban markets in which we compete are served by one or more of the large national solid waste companies, including 
Waste Management, Inc., Republic Services, Inc. and Waste Connections, Inc., that may be able to achieve greater economies of scale
than us. We also compete with a number of regional and local companies that offer competitive prices and quality service. In addition, 
we compete with operators of alternative disposal facilities, including incinerators, and with certain municipalities, counties and 
districts that operate their own solid waste collection and disposal facilities. Public sector facilities may have certain advantages over 
us due to the availability of user fees, charges or tax revenues and tax-exempt financing. 

The insulation industry is highly competitive and labor intensive. In our cellulose insulation manufacturing activities, GreenFiber, our 
joint venture with Louisiana-Pacific Corporation, competes primarily with manufacturers of fiberglass insulation such as Owens 
Corning, CertainTeed Corporation and Johns Manville. These manufacturers have significant market shares and are substantially 
better capitalized than GreenFiber. 

14 

Marketing and Sales

We have fully integrated sales and marketing strategies, originating at the enterprise level with the primary focus of acquiring and 
retaining commercial, industrial, municipal and residential customers. Our business strategy for over 35 years has focused on creating 
a highly differentiated sustainable resource management model that meets customers’ unique needs and provides value “beyond the
curb”.

Maintenance of a local presence and identity is an important aspect of our sales and marketing strategy, and many of our divisional 
managers are involved in local governmental, civic and business organizations. Our name and logo, or, where appropriate, that of our 
divisional operations, are displayed on all of our containers and trucks. We attend and make presentations at municipal and state
conferences, and we advertise in various governmental associations’ membership publications. 

Our sales organization has been completely realigned to incorporate a more robust sales training curriculum, fully revamped 
marketing collateral, as well as enhanced brand building advertising across our entire operating footprint. The realigned sales program 
encompasses an updated sales incentive program tied solely to the overall profitability of a territory manager’s book of business; and 
the introduction of a redesigned prospect database management system that allows a territory manager to identify new collection
customers, as well as view all existing customer data in one consolidated platform. This prospect database is also augmented by more 
traditional sales techniques, such as leads developed from new building permits, business licenses and other public records. 

Employees

As of May 31, 2012, we employed approximately 1,800 people, including approximately 400 professionals or managers, sales, 
clerical, information systems or other administrative employees and approximately 1,400 employees involved in collection, transfer, 
disposal, recycling or other operations. Approximately 100 of our employees are covered by collective bargaining agreements. We
believe relations with our employees are good. 

Risk Management, Insurance and Performance or Surety Bonds

We actively maintain environmental and other risk management programs that we believe are appropriate for our business. Our 
environmental risk management program includes evaluating existing facilities, as well as potential acquisitions, for compliance with 
environmental law requirements. We also maintain a worker safety program, which focuses on safe practices in the workplace. 
Operating practices at all of our operations are intended to reduce the possibility of environmental contamination enforcement actions 
and litigation. 

We carry a range of insurance intended to protect our assets and operations, including a commercial general liability policy and a 
property damage policy. A partially or completely uninsured claim against us (including liabilities associated with cleanup or 
remediation at our facilities), if successful and of sufficient magnitude, could have a material adverse effect on our business, financial 
condition and results of operations. Any future difficulty in obtaining insurance could also impair our ability to secure future contracts, 
which may be conditioned upon the availability of adequate insurance coverage. 

We self insure for automobile and workers’ compensation coverage. Our maximum exposure in fiscal year 2012 under the workers’ 
compensation plan was $1.0 million per individual event, after which reinsurance takes effect. Our maximum exposure under the 
automobile plan was approximately $0.8 million per individual event, after which reinsurance takes effect. 

MSW collection contracts and landfill closure and post-closure obligations may require performance or surety bonds, letters of credit 
or other means of financial assurance to secure contractual performance. While we have not experienced difficulty in obtaining these 
financial instruments, if we were unable to obtain these financial instruments in sufficient amounts or at acceptable rates we could be 
precluded from entering into additional municipal contracts or obtaining or retaining landfill operating permits. 

We hold a 19.9% ownership interest in Evergreen, a surety company which provides surety bonds to us to secure our contractual 
obligations for certain MSW collection contracts and landfill closure and post-closure obligations. 

15 

Customers

We provide our collection services to commercial, industrial and residential customers. A majority of our commercial and industrial
collection services are performed under one-to-three-year service agreements, and fees are determined by such factors as collection 
frequency, type of equipment and containers furnished, the type, volume and weight of the solid waste collected, the distance to the 
disposal or processing facility and the cost of disposal or processing. Our residential collection and disposal services are performed 
either on a subscription basis (with no underlying contract) with individuals, or through contracts with municipalities, homeowners 
associations, apartment owners or mobile home park operators. 

Maine Energy is contractually required to sell all of the electricity generated at its facilities to Nextera Energy Power Marketing, LLC, 
an electric utility, and guarantees 100% of its electricity generating capacity to FPL Energy Power Marketing, Inc., both pursuant to a 
contract that was amended to extend its term to December 31, 2014 and is based on “day ahead” electricity prices. 

Our Recycling segment provides recycling services to municipalities, commercial haulers and commercial waste generators within the
geographic proximity of the processing facilities. 

Our cellulose insulation joint venture, GreenFiber, sells to contractors, manufactured home builders and retailers. 

Raw Materials

Maine Energy received approximately 15.6% of its solid waste in fiscal year 2012 from 17 Maine municipalities under long-term 
waste handling agreements. Maine Energy also receives raw materials from commercial and private waste haulers and municipalities
with short-term contracts, as well as from our own collection operations. 

Seasonality

Our transfer and disposal revenues historically have been lower during the months of November through March. This seasonality 
reflects the lower volume of waste during the late fall, winter and early spring months primarily because: 

•

•

the volume of waste relating to C&D activities decreases substantially during the winter months in the northeastern 
United States; and 

decreased tourism in Vermont, New Hampshire, Maine and eastern New York during the winter months tends to lower 
the volume of waste generated by commercial and restaurant customers, which is partially offset by increased volume 
due to the ski industry. 

Because certain of our operating and fixed costs remain constant throughout the fiscal year, operating income is therefore impacted by 
a similar seasonality. Particularly harsh winter weather conditions typically result in increased operating costs. 

Our Recycling segment experiences increased volumes of newspaper in November and December due to increased newspaper 
advertising and retail activity during the holiday season. GreenFiber experiences lower sales from April through July due to lower 
retail activity. 

Regulation

Introduction

We are subject to extensive and evolving federal, state and local environmental laws and regulations which have become increasingly 
stringent in recent years. Our waste-to-energy facility also is subject to federal energy law.  The environmental regulations affecting us 
are administered by the United States Environmental Protection Agency (“EPA”) and other federal, state and local environmental,
zoning, health and safety agencies. Failure to comply with such requirements could result in substantial costs, including civil and 
criminal fines and penalties. Except as described in this Form 10-K, we believe that we are currently in substantial compliance with 
applicable federal, state and local environmental laws, permits, orders and regulations. Other than as disclosed herein, we do not 
currently anticipate any material costs to bring our operations into environmental compliance, although there can be no assurance in 
this regard for the future. We expect that our operations in the solid waste services industry will be subject to continued and increased 
regulation, legislation and regulatory enforcement actions. We attempt to anticipate future legal and regulatory requirements and to 
carry out plans intended to keep our operations in compliance with those requirements. 

16 

In order to transport, process, incinerate, or dispose of solid waste, it is necessary for us to possess and comply with one or more 
permits from federal, state and/or local agencies. We must renew these permits periodically, and the permits may be modified or
revoked by the issuing agency. 

The principal federal statutes and regulations applicable to our various operations are as follows: 

The Resource Conservation and Recovery Act of 1976, as amended (“RCRA”)

RCRA regulates the generation, treatment, storage, handling, transportation and disposal of solid waste and requires states to develop 
programs to ensure the safe disposal of solid waste. RCRA divides solid waste into two categories, hazardous and non-hazardous.
Wastes are generally classified as hazardous if they either (a) are specifically included on a list of hazardous wastes, or (b) exhibit 
certain characteristics defined as hazardous and are not specifically designated as non-hazardous. Wastes classified as hazardous under 
RCRA are subject to more extensive regulation than wastes classified as non-hazardous, and businesses that deal with hazardous 
waste are subject to regulatory obligations in addition to those imposed on handlers of non-hazardous waste. 

Among the wastes that are specifically designated as non-hazardous are household waste and “special” waste, including items such as 
petroleum contaminated soils, asbestos, foundry sand, shredder fluff and most non-hazardous industrial waste products. 

The EPA regulations issued under Subtitle C of RCRA impose a comprehensive “cradle to grave” system for tracking the generation,
transportation, treatment, storage and disposal of hazardous wastes. Subtitle C regulations impose obligations on generators, 
transporters and disposers of hazardous wastes, and require permits that are costly to obtain and maintain for sites where those
businesses treat, store or dispose of such material. Subtitle C requirements include detailed operating, inspection, training and 
emergency preparedness and response standards, as well as requirements for manifesting, record keeping and reporting, corrective
action, facility closure, post-closure and financial responsibility. Most states have promulgated regulations modeled on some or all of 
the Subtitle C provisions issued by the EPA, and in many instances the EPA has delegated to those states the principal role in 
regulating businesses which are subject to those requirements. Some state regulations impose different, additional obligations.

We currently do not accept for transportation or disposal of hazardous substances (as defined in CERCLA, discussed below) in 
concentrations or volumes that would classify those materials as hazardous wastes. However, we have transported hazardous 
substances in the past and very likely will transport and dispose of hazardous substances in the future, to the extent that materials
defined as hazardous substances under CERCLA are present in consumer goods and in the non-hazardous waste streams of our 
customers. 

We do not accept hazardous wastes for incineration at our waste-to-energy facility. We typically test ash produced at our waste-to-
energy facility on a regular basis; that ash generally does not contain hazardous substances in sufficient concentrations or volumes to 
result in the ash being classified as hazardous waste. However, it is possible that future waste streams accepted for incineration could 
contain elevated volumes or concentrations of hazardous substances or that legal requirements will change, and that the resulting 
incineration ash would be classified as hazardous waste. 

Leachate generated at our landfills and transfer stations is tested on a regular basis, and generally is not regulated as a hazardous waste 
under federal law. However, there is no guarantee that leachate generated from our facilities in the future will not be classified as 
hazardous waste. 

In October 1991, the EPA adopted the Subtitle D regulations under RCRA governing solid waste landfills. The Subtitle D regulations, 
which generally became effective in October 1993, include siting restrictions, facility design standards, operating criteria, closure and 
post-closure requirements, financial assurance requirements, groundwater monitoring requirements, groundwater remediation 
standards and corrective action requirements. In addition, the Subtitle D regulations require that new landfill sites meet more stringent 
liner design criteria (typically, composite soil and synthetic liners or two or more synthetic liners) intended to keep leachate out of 
groundwater and have extensive collection systems to carry away leachate for treatment prior to disposal. Regulations generally
require us to install groundwater monitoring wells at virtually all landfills we operate, to monitor groundwater quality and, indirectly, 
the effectiveness of the leachate collection systems. The Subtitle D regulations also require facility owners or operators to control 
emissions of landfill gas (including methane) generated at landfills exceeding certain regulatory thresholds. State landfill regulations 
must meet these requirements or the EPA will impose such requirements upon landfill owners and operators in that state. 

17 

The Federal Water Pollution Control Act of 1972, as amended (“Clean Water Act”)

The Clean Water Act regulates the discharge of pollutants into the “waters of the United States” from a variety of sources, including 
solid waste disposal sites and transfer stations, processing facilities and waste-to-energy facilities (collectively, “solid waste
management facilities”). If run-off or collected leachate from our solid waste management facilities, or process or cooling waters 
generated at our waste-to-energy facility, is discharged into streams, rivers or other surface waters, the Clean Water Act would require 
us to apply for and obtain a discharge permit, conduct sampling and monitoring and, under certain circumstances, reduce the quantity 
of pollutants in such discharge. A permit also may be required if that run-off, leachate, or process or cooling water is discharged to a 
treatment facility that is owned by a local municipality. Finally, virtually all solid waste management facilities must comply with the 
EPA’s storm water regulations, which regulate the discharge of impacted storm water to surface waters. 

The Comprehensive Environmental Response, Compensation, and Liability Act of 1980, as amended (“CERCLA”)

CERCLA established a regulatory and remedial program intended to provide for the investigation and remediation of facilities where, 
or from which, a release of any hazardous substance into the environment has occurred or is threatened. CERCLA has been interpreted
to impose retroactive strict, and under certain circumstances, joint and several, liability for investigation and cleanup of facilities on 
current owners and operators of the site, former owners and operators of the site at the time of the disposal of the hazardous 
substances, as well as the generators and certain transporters of the hazardous substances. In addition, CERCLA imposes liability for 
the costs of evaluating and addressing damage to natural resources. The costs of CERCLA investigation and cleanup can be very 
substantial. Liability under CERCLA does not depend upon the existence or disposal of “hazardous waste” as defined by RCRA, but
can be based on the existence of any of more than 700 “hazardous substances” listed by the EPA, many of which can be found in 
household waste. In addition, the definition of “hazardous substances” in CERCLA incorporates substances designated as hazardous
or toxic under the Federal Clean Water Act, Clean Air Act and Toxic Substances Control Act. If we were found to be a responsible
party for a CERCLA cleanup, the enforcing agency could hold us, under certain circumstances, or any other responsible party, 
responsible for all investigative and remedial costs, even if others also were liable. CERCLA also authorizes EPA to impose a lien in 
favor of the United States upon all real property subject to, or affected by, a remedial action for all costs for which a party is liable. 
CERCLA provides a responsible party with the right to bring a contribution action against other responsible parties for their allocable 
share of investigative and remedial costs. Our ability to get others to reimburse us for their allocable share of such costs would be 
limited by our ability to identify and locate other responsible parties and prove the extent of their responsibility and by the financial 
resources of such other parties. 

The Clean Air Act of 1970, as amended (“Clean Air Act”)

The Clean Air Act, generally through state implementation of federal requirements, regulates emissions of air pollutants from certain 
landfills based upon the date the landfill was constructed and the annual volume of emissions. The EPA has promulgated new source
performance standards regulating air emissions of certain regulated pollutants (methane and non-methane organic compounds) from
MSW landfills. Landfills located in areas where levels of regulated pollutants exceed certain thresholds may be subject to even more 
extensive air pollution controls and emission limitations. In addition, the EPA has issued standards regulating the disposal of asbestos-
containing materials under the Clean Air Act. 

The EPA is focusing on the emissions of greenhouse gases, or GHG, including carbon dioxide and methane. In December, 2009, the 
EPA issued its “endangerment finding” that carbon dioxide poses a threat to human health and welfare, providing the basis for the
EPA to promulgate GHG air quality standards. In December 2009 the EPA’s “Mandatory Reporting of Greenhouse Gases” rule went 
into effect, requiring facilities that emit 25,000 metric tons or more per year of GHG emissions to submit annual reports to the EPA. 

In June 2010, the EPA issued the so-called “GHG Tailoring Rule’, which described how certain sources that emit GHG would be 
subject to heightened Clean Air Act PSD / Title V regulation. In July 2011, however, the EPA promulgated a rule that, broadly, 
deferred for three years its development of those regulations with regard to sources emitting carbon dioxide from biomass-fired and 
other “biogenic” sources. This exemption has been challenged in federal court by a number of environmental groups. 

The adoption of other laws and regulations, which may include the imposition of fees or taxes, could adversely affect our collection 
and disposal operations. Additionally, certain of the states in which we operate are contemplating air pollution control regulations 
relating to GHG that may be more stringent than regulations the EPA may promulgate. Changing environmental regulations could 
require us to take any number of actions, including the purchase of emission allowances or installation of additional pollution control 
technology, and could make some operations less profitable, which could adversely affect our results of operations. 

18 

Congress also is considering various options, including a cap and trade system, which could impose a limit on and establish a pricing 
mechanism for GHG emissions and emission allowances. There also is increasing pressure for the United States to join international 
efforts to control GHG emissions. 

The Clean Air Act regulates emissions of air pollutants from our waste-to-energy facility and certain of our processing facilities. The 
EPA has enacted standards that apply to those emissions. It is possible that the EPA, or a state where we operate, will enact additional 
or different emission standards in the future. 

All of the federal statutes described above authorize lawsuits by private citizens to enforce certain provisions of the statutes. In 
addition to a penalty award to the United States, some of those statutes authorize an award of attorney’s fees to private parties
successfully advancing such an action. 

The Occupational Safety and Health Act of 1970, as amended (“OSHA”)

OSHA establishes employer responsibilities and authorizes the Occupational Safety and Health Administration to promulgate and 
enforce occupational health and safety standards, including the obligation to maintain a workplace free of recognized hazards likely to 
cause death or serious injury, to comply with adopted worker protection standards, to maintain certain records, to provide workers 
with required disclosures and to implement certain health and safety training programs. A variety of those promulgated standards may 
apply to our operations, including those standards concerning notices of hazards, safety in excavation and demolition work, the
handling of asbestos and asbestos-containing materials, and worker training and emergency response programs. 

The Public Utility Regulatory Policies Act of 1978, As Amended (“PURPA”)

Our waste-to-energy facility has been certified by the Federal Energy Regulatory Commission as a “qualifying small power 
production facility” under the PURPA. The PURPA exempts qualifying facilities from most federal and state laws governing electric
utility rates and financial organization, and generally requires electric utilities to purchase electricity generated by qualifying facilities 
at a price equal to the utility’s full “avoided cost. Our four landfill gas-to-energy facilities are self- certified as “qualifying facilities” 
as well. 

State and Local Regulations

Each state in which we now operate or may operate in the future has laws and regulations governing (1) water and air pollution, and 
the generation, storage, treatment, handling, processing, transportation, incineration and disposal of solid waste and hazardous waste; 
(2) in most cases, the siting, design, operation, maintenance, closure and post-closure maintenance of solid waste management 
facilities; and (3) in some cases, vehicle emissions limits or fuel types, which impact our collection operations. Such standards
typically are as stringent as, and may be more stringent and broader in scope than, federal regulations. In addition, many states have 
adopted statutes comparable to, and in some cases more stringent than, CERCLA. These statutes impose requirements for 
investigation and remediation of contaminated sites and liability for costs and damages associated with such sites, and some authorize 
the state to impose liens to secure costs expended addressing contamination on property owned by responsible parties. Some of those 
liens may take priority over previously filed instruments. 

Many municipalities in which we currently operate or may operate in the future also have ordinances, laws and regulations affecting 
our operations. These include zoning and health measures that limit solid waste management activities to specified sites or conduct, 
flow control provisions that direct the delivery of solid wastes to specific facilities or to facilities in specific areas, laws that grant the 
right to establish franchises for collection services and then put out for bid the right to provide collection services, and bans or other 
restrictions on the movement of solid wastes into a municipality. 

Some states have enacted laws that allow agencies with jurisdiction over waste management facilities to deny or revoke permits based
on the applicant’s or permit holder’s compliance status. Some states also consider the compliance history of the corporate parent, 
subsidiaries and affiliates. 

Certain permits and approvals issued under state or local law may limit the types of waste that may be accepted at a solid waste
management facility or the quantity of waste that may be accepted at a solid waste management facility during a given time period. In 
addition, certain permits and approvals, as well as certain state and local regulations, may limit a solid waste management facility to 
accepting waste that originates from specified geographic areas or seek to restrict the importation of out-of-state waste or otherwise 
discriminate against out-of-state waste. Generally, restrictions on importing out-of-state waste have not withstood judicial challenge. 
However, from time to time federal legislation is proposed which would allow individual states to prohibit the disposal of out-of-state
waste or to limit the amount of out-of-state waste that could be imported for disposal and would require states, under certain 
circumstances, to reduce the amounts of waste exported to other states. Although such legislation has not been passed by Congress, if 
similar legislation is enacted, states in which we operate solid waste management facilities could limit or prohibit the importation of 

19 

out-of-state waste. Such actions could materially and adversely affect the business, financial condition and results of operations of any 
of our landfills within those states that receive a significant portion of waste originating from out-of-state. 

Certain states and localities may, for economic or other reasons, restrict the export of waste from their jurisdiction, or require that a 
specified amount of waste be disposed of at facilities within their jurisdiction. In 1994, the U.S. Supreme Court rejected as 
unconstitutional and therefore invalid, a local ordinance that sought to limit waste going out of the locality by imposing a requirement 
that the waste be delivered to a particular privately-owned facility. However, in 2007, the U.S. Supreme Court upheld a U.S. District
Court ruling that the flow control regulations in Oneida and Herkimer Counties in New York requiring trash haulers to use publicly-
owned transfer stations are constitutional, and therefore valid. Additionally, certain state and local jurisdictions continue to seek to 
enforce such restrictions. Further, some proposed federal legislation would allow states and localities to impose flow restrictions. 
Those restrictions could reduce the volume of waste going to solid waste management facilities in certain areas, which may materially 
adversely affect our ability to operate our facilities and/or affect the prices we can charge for certain services. Those restrictions also 
may result in higher disposal costs for our collection operations. In sum, flow control restrictions could have a material adverse effect 
on our business, financial condition and results of operations. 

There has been an increasing trend at the state and local levels to mandate or encourage both waste reduction at the source and waste 
recycling, and to prohibit or restrict the disposal in landfills of certain types of solid wastes, including yard wastes and leaves,
beverage containers, newspapers, household appliances and electronics such as computers, and batteries. Regulations reducing the
volume and types of wastes available for transport to and disposal in landfills could affect our ability to operate our landfill facilities.
Vermont, for example, in 2012 enacted House Bill 485, containing among other things, a phased waste ban for recyclables, organics 
and leaf/yard waste.  The bill becomes effective July 1, 2012. 

Massachusetts is considering revisions to its regulations governing solid waste management with a particular focus on developing a 
framework encouraging the re-use of organic waste material and prohibiting such material from disposal. 

New York State is considering revisions to its regulations governing solid waste management, 6 NYCRR Part 360. 

New York State is in the process of reviewing the tens of thousands of comments received on its proposed regulations governing the 
practice of hydraulic fracturing in the drilling for oil and gas in the Marcellus and Utica Shale plays. 

Executive Officers of the Company

Our executive officers and their respective ages as of May 31, 2012 are as follows: 

Name 

Age

Position

Executive Officers

John W. Casella 

Paul A. Larkin 

Edwin D. Johnson 

David L. Schmitt 

61 

47 

55 

61 

Chairman of the Board of Directors, Chief Executive Officer and Secretary 

President and Chief Operating Officer 

Senior Vice President and Chief Financial Officer 

Senior Vice President and General Counsel 

John W. Casella has served as Chairman of our Board of Directors since July 2001 and as our Chief Executive Officer since 1993. Mr. 
Casella served as President from 1993 to July 2001 and as Chairman of the Board of Directors from 1993 to December 1999. In 
addition, Mr. Casella has served as Chairman of the Board of Directors of Casella Waste Management, Inc. since 1977. Mr. Casella is 
also an executive officer and director of Casella Construction, Inc., a company owned by Mr. Casella and his brother, Douglas R.
Casella, who is a member of our Board of Directors. Mr. Casella has been a member of numerous industry-related and community 
service-related state and local boards and commissions including the Board of Directors of the Associated Industries of Vermont, The 
Association of Vermont Recyclers, Vermont State Chamber of Commerce and the Rutland Industrial Development Corporation. Mr. 
Casella has also served on various state task forces, serving in an advisory capacity to the Governors of Vermont and New Hampshire 
on solid waste issues. Mr. Casella holds an Associate of Science in Business Management from Bryant & Stratton University and a
Bachelor of Science in Business Education from Castleton State College. 

Paul A. Larkin has served as our President and Chief Operating Officer since January 2008. From June 1998 until he joined us, Mr. 
Larkin served in a number of operating capacities for Office Depot, Inc., including, from 2007 through 2008 as Vice President for 
international strategy, from 2005 to 2007 as Regional Vice President of retail stores responsible for overseeing $1.0 billion of sales, 
and from 2000 to 2005 as Vice President of supply chain and inventory management. From 1996 to 1998, Mr. Larkin was the Director
of Logistics for AutoNation USA, Inc. From 1987 to 1996, Mr. Larkin served in the United States Army in a number of command and

20 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
staff positions culminating as Aide de Camp for the Director of Logistics, United States Atlantic Command. Mr. Larkin received his 
Bachelor of Arts degree from Clark University. 

Edwin D. Johnson has served as our Senior Vice President and Chief Financial Officer since July 2010. From March 2007 to July 
2010, Mr. Johnson served as Executive Vice President, Chief Financial Officer and Chief Accounting Officer at Waste Services, Inc. 
From November 2004 to March 2007, Mr. Johnson served as Chief Financial Officer of Expert Real Estate Services, Inc., a full 
service real estate brokerage company. Mr. Johnson holds an MBA from Florida International University and a Bachelor of Science in 
Accounting and Administration from Washington & Lee University. 

David L. Schmitt has served as our Vice President and General Counsel since May 2006. Prior to that, Mr. Schmitt was President of 
his privately held consulting firm, and further served from 2002 until 2005 as Vice President and General Counsel of BioEnergy 
International, LLC a predecessor company to Myriant Corp. He served from 1995 until 2001, as Senior Vice President, General 
Counsel and Secretary of Bradlees, Inc., a retailer in the northeastern United States, and from 1986 through 1990, as Vice President 
and General Counsel of Wheelabrator Technologies Inc. He earned a Bachelor of Arts degree from The Pennsylvania State University,
and his Juris Doctor, cum laude, from Duquesne University School of Law. 

Available Information

Our internet website is http://www.casella.com. We make available, free of charge through our website, our Annual Report on Form 
10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, Proxy Statement on Schedule 14A, and any amendments to 
those materials filed pursuant to Sections 13(a) and 15(d) of the Exchange Act. We make these reports available through our website
as soon as reasonably practicable after we electronically file such materials with or furnish them to the Securities and Exchange
Commission, or SEC. The information found on our website is not part of this or any other report we file with or furnish to the SEC. 

You may read and copy any materials we file with the SEC at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC
20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC 
also maintains an Internet website that contains reports, proxy and information statements, and other information regarding us and
other issuers that file electronically with the SEC. The SEC’s Internet website address is http://www.sec.gov.

21 

ITEM 1A.  RISK FACTORS

The following important factors, among others, could cause actual results to differ materially from those indicated by forward-looking 
statements made in this Annual Report on Form 10-K and presented elsewhere by management from time to time. The risks and 
uncertainties described below are those that we have identified as material, but are not the only risks and uncertainties facing us. Our 
business is also subject to general risks and uncertainties that affect many other companies, including overall economic and industry 
conditions, especially in the northeastern United States, where our operations and customers are principally located, changes in laws 
or accounting rules or other disruptions of expected economic or business conditions. Additional risks and uncertainties not currently 
known to us or that we currently believe are not material also may impair our business results of operations and financial condition.

Economic conditions have adversely affected our revenues and our operating margin and may impact our efforts to pay our 
outstanding indebtedness.

Our business has continued to be affected by the broader economic conditions in the United States that are outside of our control, 
including reductions in business and consumer activity generally, and of construction spending in particular, which have significantly 
impacted the demand for our collection and landfill services, and declines in commodity prices, which have materially reduced our 
recycling revenues. As a result of the economic environment we may also be adversely impacted by our customers’ inability to pay us 
in a timely manner, if at all, due to their financial difficulties, which could include bankruptcies. The continued limited availability of 
credit has been severely limited, which has negatively affected business and consumer spending generally. If our customers do not 
have access to capital, we do not expect that our volumes will improve or that we will increase new business. 

We face substantial competition in the solid waste services industry.

The solid waste services industry is highly competitive, has undergone a period of consolidation and requires substantial labor and 
capital resources. Some of the markets in which we compete are served by, or are adjacent to markets served by, one or more of the 
large national or super regional solid waste companies, as well as numerous regional and local solid waste companies. Intense 
competition exists not only to provide services to customers, but also to acquire other businesses within each market. Some of our 
competitors have significantly greater financial and other resources than we do. From time to time, competitors may reduce the price 
of their services in an effort to expand market share or to win a competitively bid contract. These practices may require us to reduce 
the pricing of our services and may result in a loss of business. 

As is generally the case in our industry, some municipal contracts are subject to periodic competitive bidding. We may not be the
successful bidder to obtain or retain these contracts. If we are unable to compete with larger and better capitalized companies or 
replace municipal contracts lost through the competitive bidding process with comparable contracts or other revenue sources within a 
reasonable time period, our revenues would decrease and our operating results would be harmed. 

In our solid waste disposal markets, we also compete with operators of alternative disposal and recycling facilities and with counties, 
municipalities and solid waste districts that maintain their own waste collection, recycling and disposal operations. We are also 
increasingly competing with companies which seek to use parts of the waste stream as feedstock for renewable energy supplies. Public 
entities may have financial advantages because of their ability to charge user fees or similar charges, impose tax revenues, access tax-
exempt financing and, in some cases, utilize government subsidies. 

Our GreenFiber insulation manufacturing joint venture with Louisiana-Pacific Corporation competes principally with national 
manufacturers of fiberglass insulation that have substantially greater resources than GreenFiber does, which they could use for product 
development, marketing or other purposes to our detriment. 

The waste management industry is undergoing fundamental change as traditional waste streams are increasingly viewed as 
renewable resources, which may adversely impact volumes and tipping fees at our landfills.

From fiscal year 2003 year through fiscal year 2007, we executed a strategy to grow our landfill capacity, and since that time, we have 
focused on increasing free cash flow and generating an enhanced return on invested capital at our landfills. As we have continued to 
develop our landfill capacity, the waste management industry has increasingly recognized the value of the waste stream as a renewable 
resource, and accordingly, new alternatives to landfilling are being developed that seek to maximize the renewable energy and other 
resource benefits of waste. These alternatives may impact the demand for landfill space, which may affect our ability to operate our 
landfills at full capacity, as well as the tipping fees and prices that waste management companies generally, and that we in particular, 
can charge for utilization of landfill space. As a result, our revenues and operating margins could be adversely affected due to these 
disposal alternatives. 

We incur substantial costs to comply with environmental requirements. Failure to comply with these requirements, as well as 
enforcement actions and litigation arising from an actual or perceived breach of such requirements, could subject us to fines, 
penalties, and judgments, and impose limits on our ability to operate and expand.

22 

We are subject to potential liability and restrictions under environmental laws, including those relating to transportation, recycling,
treatment, storage and disposal of wastes, discharges of pollutants to air and water, and the remediation of contaminated soil, surface 
water and groundwater. The waste management industry has been and will continue to be subject to regulation, including permitting
and related financial assurance requirements, as well as attempts to further regulate the industry, including efforts to regulate the 
emission of greenhouse gases. Our waste-to-energy facility is subject to regulations limiting discharges of pollutants into the air and 
water, and our solid waste operations are subject to a wide range of federal, state and, in some cases, local environmental, odor and 
noise and land use restrictions. If we are not able to comply with the requirements that apply to a particular facility or if we operate 
without the necessary approvals or permits, we could be subject to administrative or civil, and possibly criminal, fines and penalties, 
and we may be required to spend substantial capital to bring an operation into compliance, to temporarily or permanently discontinue 
activities, and/or take corrective actions, possibly including removal of landfilled materials. Those costs or actions could be significant 
to us and impact our results of operations, cash flows, and available capital. We may not have sufficient insurance coverage for our 
environmental liabilities, such coverage may not cover all of the potential liabilities we may be subject to and/or we may not be able to 
obtain insurance coverage in the future at reasonable expense, or at all. 

Environmental and land use laws also impact our ability to expand and, in the case of our solid waste operations, may dictate those
geographic areas from which we must, or, from which we may not, accept waste. Those laws and regulations may limit the overall 
size and daily waste volume that may be accepted by a solid waste operation. If we are not able to expand or otherwise operate one or 
more of our facilities because of limits imposed under such laws, we may be required to increase our utilization of disposal facilities
owned by third parties, which could reduce our revenues and/or operating margins. In addition, we are required to obtain 
governmental permits to operate our facilities, including all of our landfills. Even if we were to comply with applicable environmental 
law, there is no guarantee that we would be able to obtain the requisite permits and, even if we could, that any permit (and any existing 
permits we currently hold) will be renewed or modified as needed to fit our business needs. 

We have historically grown through acquisitions and may make additional acquisitions from time to time in the future, and we have
tried and will continue to try to evaluate and limit environmental risks and liabilities presented by businesses to be acquired prior to 
the acquisition. It is possible that some liabilities, including ones that may exist only because of the past operations of an acquired 
business, may prove to be more difficult or costly to address than we anticipate. It is also possible that government officials
responsible for enforcing environmental laws may believe an issue is more serious than we expect, or that we will fail to identify or 
fully appreciate an existing liability before we become legally responsible for addressing it. Some of the legal sanctions to which we 
could become subject could cause the suspension or revocation of a needed permit, prevent us from, or delay us in, obtaining or
renewing permits to operate or expand our facilities, or harm our reputation. At April 30, 2012, we had recorded $5.2 million in
environmental remediation liabilities for the estimated cost of our share of work associated with a consent order issued by the State of 
New York to remediate a scrap yard and solid waste transfer station owned by one of our acquired subsidiaries, including the 
recognition of accretion expense. There can be no assurance that the cost of such cleanup or that our share of the cost will not exceed 
our estimates. 

Our operating program depends on our ability to operate the landfills and transfer stations we own and lease. Localities where we 
operate generally seek to regulate some or all landfill and transfer station operations, including siting and expansion of operations. The 
laws adopted by municipalities in which our landfills and transfer stations are located may limit or prohibit the expansion of a landfill 
or transfer station, as well as the amount of waste that we can accept at the landfill or transfer station on a daily, quarterly or annual 
basis, and any effort to acquire or expand landfills and transfer stations, which typically involves a significant amount of time and 
expense. We may not be successful in obtaining new landfill or transfer station sites or expanding the permitted capacity of any of our 
current landfills and transfer stations. If we are unable to develop additional disposal and transfer station capacity, our ability to 
achieve economies from the internalization of our waste stream will be limited. If we fail to receive new landfill permits or renew 
existing permits, we may incur landfill asset impairment and other charges associated with accelerated closure. 

In addition to the costs of complying with environmental laws and regulations, we incur costs defending against environmental 
litigation brought by governmental agencies and private parties. We are, and also may be in the future, a defendant in lawsuits brought 
by parties alleging environmental damage, personal injury, and/or property damage, or which seek to overturn or prevent the issuance
of an operating permit or authorization, all of which may result in us incurring significant liabilities. 

See also Item 1, Business - Regulation, Item 3, Legal Proceedings and Note 10 to our consolidated financial statements included under 
Item 8 of this Form 10-K. 

Our results of operations could continue to be affected by changing prices or market requirements for recyclable materials.

Our results of operations have been and may continue to be affected by changing purchase or resale prices or market requirements for 
recyclable materials. Our recycling business involves the purchase and sale of recyclable materials, some of which are priced on a 
commodity basis. The market for recyclable materials, particularly newspaper, corrugated containers, plastic and ferrous and 
aluminum metals, was affected by unprecedented price decreases in October 2008, resulting in a severe impact on our results of 
operations. Although we have begun to experience some recovery in commodity pricing, such prices will continue to be volatile due to 
numerous factors beyond our control. Although we seek to limit our exposure to fluctuating commodity prices through the use of 

23 

hedging agreements, floor price contracts and long-term supply contracts with customers and have sought to mitigate commodity price
fluctuations by reducing the prices we pay for purchased materials or increasing tip fees at our facilities, these fluctuations have in the 
past contributed, and may continue to contribute, to significant variability in our period-to-period results of operations. 

Our business requires a high level of capital expenditures.

Our business is capital intensive. Capital expenditures related to acquisition activities, which were $0.5 million in fiscal year 2012, 
consist of costs for equipment added directly as a result of new business growth related to an acquisition. Capital expenditures related 
to growth activities, which were $12.2 million in fiscal year 2012, consist of costs related to development of new airspace, permit 
expansions and new recycling contracts, along with incremental costs of equipment and infrastructure added to further such activities. 

Capital expenditures related to maintenance activities, which were $47.0 million in fiscal year 2012, consist of landfill cell 
construction costs not related to airspace expansion, costs of normal permit renewals and replacement costs for equipment due to age 
or obsolescence. We must use a substantial portion of our cash flows from operating activities toward maintenance capital 
expenditures, which reduces our flexibility to use such cash flows for other purposes, such as reducing our indebtedness. Our capital 
expenditures could increase if we make acquisitions or further expand our operations or as a result of factors beyond our control, such 
as changes in federal, state or local governmental requirements. The amount that we spend on capital expenditures may exceed current 
expectations, which may require us to obtain additional funding for our operations or impair our ability to grow our business. 

Our business is geographically concentrated and is therefore subject to regional economic downturns.

Our operations and customers are concentrated principally in New England and New York. Therefore, our business, financial 
condition and results of operations are susceptible to regional economic downturns and other regional factors, including state 
regulations and budget constraints and severe weather conditions. In addition, as we seek to expand in our existing markets, 
opportunities for growth within this region will become more limited and the geographic concentration of our business will increase. 
A substantial portion of the material delivered to our Chemung, Hakes, Hyland and McKean landfills consists of extractions from the 
Marcellus Shale formations in Western New York and Pennsylvania. These extractions are the subject of political opposition and there 
can be no assurance that they will not be halted or retried. Drilling activity that produces these extractions is negatively impacted by 
lower natural gas pricing. In such an event, our revenues from these landfills would be materially adversely affected. 

Our results of operations and financial condition may be negatively affected if we inadequately accrue for capping, closure and
post-closure costs or by the timing of these costs for our waste disposal facilities.

We have material financial obligations relating to capping, closure and post-closure costs of our existing owned or operated landfills 
and will have material financial obligations with respect to any disposal facilities which we may own or operate in the future. Once the 
permitted capacity of a particular landfill is reached and additional capacity is not authorized, the landfill must be closed and capped, 
and post-closure maintenance started. We establish accruals for the estimated costs associated with such capping, closure and post-
closure obligations over the anticipated useful life of each landfill on a per ton basis. We have provided and expect that we will in the 
future provide accruals for financial obligations relating to capping, closure and post-closure costs of our owned or operated landfills, 
generally for a term of 30 years after final closure of a landfill. Our financial obligations for capping, closure or post-closure costs 
could exceed the amounts accrued or amounts otherwise receivable pursuant to trust funds established for this purpose. Such a 
circumstance could result in significant unanticipated charges which would have an adverse impact on our business. 

In addition, the timing of any such capping, closure or post-closure costs which exceed established accruals may further negatively 
impact our business. Since we will be unable to control the timing and amounts of such costs, we may be forced to delay investments
or planned improvements in other parts of our business or we may be unable to meet applicable financial assurance requirements. Any 
of the foregoing would negatively impact our business and results of operations. 

Fluctuations in fuel costs could affect our operating expenses and results.

The price and supply of fuel is unpredictable and fluctuates based on events beyond our control, including among others, geopolitical
developments, supply and demand for oil and gas, actions by the Organization of the Petroleum Exporting Countries and other oil and 
gas producers, war and unrest in oil producing countries and regional production patterns. Because fuel is needed to run our fleet of 
trucks, price escalations for fuel increase our operating expenses. In fiscal year 2012, we used approximately 5.9 million gallons of 
diesel fuel in our solid waste operations. We have a fuel surcharge program, based on a fuel index, to help offset increases in the cost 
of fuel, oil and lubricants arising from price volatility. This fee has been passed on to our customers where their contracts and 
competition conditions permit. 

We could be precluded from entering into contracts or obtaining or maintaining permits or certain contracts if we are unable to
obtain third party financial assurance to secure our contractual obligations.

24 

Public solid waste collection, recycling and disposal contracts, obligations associated with landfill closure and the operation and 
closure of our waste-to-energy facility typically require performance or surety bonds, letters of credit or other means of financial 
assurance to secure our contractual performance. If we are unable to obtain the necessary financial assurance in sufficient amounts or 
at acceptable rates, we could be precluded from entering into additional municipal contracts or from obtaining or retaining landfill
management contracts or operating permits. Any future difficulty in obtaining insurance could also impair our ability to secure future 
contracts conditioned upon having adequate insurance coverage. We currently obtain performance and surety bonds from Evergreen,
in which we hold a 19.9% equity interest. 

We may be required to write-off or impair capitalized costs or intangible assets in the future or we may incur restructuring costs or 
other charges, each of which could harm our earnings.

In accordance with U.S. generally accepted accounting principles, we capitalize certain expenditures and advances relating to our 
acquisitions, pending acquisitions, landfills and development projects. In addition, we have considerable unamortized assets. From 
time to time in future periods, we may be required to incur a charge against earnings in an amount equal to any unamortized 
capitalized expenditures and advances, net of any portion thereof that we estimate will be recoverable, through sale or otherwise,
relating to (1) any operation or other asset that is being sold, permanently shut down, impaired or has not generated or is not expected 
to generate sufficient cash flow, (2) any pending acquisition that is not consummated, (3) any landfill or development project that is 
not expected to be successfully completed, and (4) any goodwill or other intangible assets that are determined to be impaired. 

In fiscal year 2012, we entered into negotiations regarding the sale of Maine Energy. Based on the proposed purchase consideration,
we recorded a $40.7 million impairment charge to the asset group within the Eastern region segment. The impairment was measured
based on the asset group’s highest and best use under the market approach, utilizing the discounted present cash flows associated with 
the purchase consideration, adjusted for costs to demolish the facility. We used a discount rate of 3.5%, which approximates the
buyers borrowing rate. 

In response to such charges and costs and other market factors, we may be required to implement restructuring plans in an effort to 
reduce the size and cost of our operations and to better match our resources with our market opportunities. As a result of such actions, 
we would expect to incur restructuring expenses and accounting charges which may be material. Several factors could cause a 
restructuring to adversely affect our business, financial condition and results of operations. These include potential disruption of our 
operations, the development of our landfill capacity and recycling technologies and other aspects of our business. Employee morale
and productivity could also suffer and result in unintended employee attrition. Any restructuring would require substantial 
management time and attention and may divert management from other important work. Moreover, we could encounter delays in 
executing any restructuring plans, which could cause further disruption and additional unanticipated expense. 

Our revenues and our operating income experience seasonal fluctuations.

Our transfer and disposal revenues historically have been lower during the months of November through March. This seasonality 
reflects the lower volume of waste during the late fall, winter and early spring months primarily because: 

•

•

the volume of waste relating to C&D activities decreases substantially during the winter months in the northeastern 
United States; and 

decreased tourism in Vermont, Maine and eastern New York during the winter months tends to lower the volume of 
waste generated by commercial and restaurant customers, which is partially offset by increased volume from the ski 
industry. 

Since certain of our operating and fixed costs remain constant throughout the fiscal year, operating income is impacted by a similar
seasonality. Particularly harsh winter weather conditions typically result in increased operating costs. 

Our Recycling business experiences increased volumes of newspaper in November and December due to increased newspaper 
advertising and retail activity during the holiday season. GreenFiber experiences lower sales from April through July due to lower 
retail activity. 

We may, in the future, attempt to divest or sell certain parts or components of our business to third parties which may result in
lower than expected proceeds or losses or we may be unable to identify potential purchasers.

From time to time in the future, we may sell or divest certain other components of our business. These divestitures may be undertaken 
for a number of reasons, including to generate proceeds to pay down debt, or as a result of a determination that the specified asset will 
provide inadequate returns to us, or that the asset no longer serves a strategic purpose in connection with our business or if we
determine the asset may be more valuable to a third party. The timing of such sales or divestures may not be entirely within our
control. For example, we may need to quickly divest assets to satisfy immediate cash requirements, or we may be forced to sell certain 

25 

assets prior to canvassing the market or at a time when market conditions for valuations or for financing for buyers are unfavorable, 
which would result in proceeds to us in an amount less than we expect or less than our assessment of the value of those assets. We also 
may not be able to identify buyers for certain of our assets, particularly given the difficulty that potential acquirers may face in 
obtaining financing, or we may face opposition from municipalities or communities to a disposition or the proposed buyer. Any sale of 
our assets could result in a loss on divestiture. Any of the foregoing would have an adverse effect on our business and results of 
operations. 

Please see above discussion regarding our efforts to divest Maine Energy. 

We may engage in acquisitions in the future with the goal of complementing or expanding our business, including developing 
additional disposal capacity. However, we may be unable to complete these transactions and, if executed, these transactions may
not improve our business or may pose significant risks and could have a negative effect on our operations.

We have in the past, and we may in the future, make acquisitions in order to acquire or develop additional disposal capacity. These 
acquisitions may include “tuck-in” acquisitions within our existing markets, assets that are adjacent to or outside of our existing 
markets, or larger, more strategic acquisitions. In addition, from time to time we may acquire businesses that are complementary to 
our core business strategy. We may not be able to identify suitable acquisition candidates. If we identify suitable acquisition
candidates, we may be unable to negotiate successfully their acquisition at a price or on terms and conditions acceptable to us,
including as a result of the limitations imposed by our debt obligations. Furthermore, we may be unable to obtain the necessary
regulatory approval to complete potential acquisitions. 

Our ability to achieve the benefits from any potential future acquisitions, including cost savings and operating efficiencies, depends in 
part on our ability to successfully integrate the operations of such acquired businesses with our operations. The integration of acquired 
businesses and other assets may require significant management time and resources that would otherwise be available for the ongoing 
management of our existing operations. 

Any properties or facilities that we acquire may be subject to unknown liabilities, such as undisclosed environmental contamination, 
for which we would have no recourse, or only limited recourse, to the former owners of such properties. As a result, if a liability were 
asserted against us based upon ownership of an acquired property, we might be required to pay significant sums to settle it, which 
could adversely affect our financial results and cash flow. 

In addition, the process of acquiring, developing and permitting additional disposal capacity is lengthy, expensive and uncertain.
Moreover, the disposal capacity at our existing landfills is limited by the remaining available volume at our landfills and annual, 
quarterly and/or daily disposal limits imposed by the various governmental authorities with jurisdiction over our landfills. If we are 
unable to develop or acquire additional disposal capacity, our ability to achieve economies from the internalization of our waste
stream will be limited and we may be required to increase our utilization of disposal facilities owned by third parties, which could 
reduce our revenues and/or our operating margins. 

Efforts by labor unions to organize our employees could divert management attention and increase our operating expenses.

Labor unions regularly make attempts to organize our employees, and these efforts will likely continue in the future. Certain groups of 
our employees have chosen to be represented by unions, and we have negotiated collective bargaining agreements with these groups.
The negotiation of collective bargaining agreements could divert management attention and result in increased operating expenses and 
lower net income (or increased net loss). If we are unable to negotiate acceptable collective bargaining agreements, we may be subject 
to union-initiated work stoppages, including strikes. Depending on the type and duration of any labor disruptions, our revenues could 
decrease and our operating expenses could increase, which could adversely affect our financial condition, results of operations and 
cash flows. As of May 31, 2012, approximately 6.7% of our employees were represented by unions. 

Our Class B common stock has ten votes per share and is held exclusively by John W. Casella and Douglas R. Casella.

The holders of our Class B common stock are entitled to ten votes per share and the holders of our Class A common stock are entitled 
to one vote per share. At December 31, 2011, an aggregate of 988,200 shares of our Class B common stock, representing 9,882,000
votes, were outstanding, all of which were beneficially owned by John W. Casella, our Chairman and Chief Executive Officer, and his 
brother, Douglas R. Casella, a member of our Board of Directors. Based on the number of shares of common stock outstanding on 
May 31, 2012, the shares of our Class A common stock and Class B common stock beneficially owned by John W. Casella and 
Douglas R. Casella represent approximately 31.3% of the aggregate voting power of our stockholders. Consequently, John W. Casella
and Douglas R. Casella are able to substantially influence all matters for stockholder consideration. 

26 

ITEM 1B.  UNRESOLVED STAFF COMMENTS

None. 

ITEM 2.  PROPERTIES

At May 31, 2012, we operated nine subtitle D landfills, four of which we own and five of which we lease, one landfill permitted to 
accept C&D materials that we own, 31 transfer stations, 22 of which are owned, six of which are leased and three of which are under 
operating contract, 32 solid waste collection facilities, 20 of which are owned and 12 of which are leased, 17 recycling processing 
facilities, 10 of which are owned, six of which are leased and one of which is under an operating contract, one waste-to-energy facility 
that we own, four landfill gas-to-energy facilities that we own, and we utilized 15 corporate office and other administrative facilities,
three of which are owned and twelve of which are leased (See Item 1, Business, of this Form 10-K for property information by 
operating segment). 

ITEM 3.  LEGAL PROCEEDINGS

In the normal course of our business and as a result of the extensive governmental regulation of the solid waste industry, we are
subject to various judicial and administrative proceedings involving state or local agencies. In these proceedings, an agency may also 
seek to impose fines or to revoke or deny renewal of an operating permit held by us. From time to time, we may also be subject to 
actions brought by special interest or other groups, adjacent landowners or residents in connection with the permitting and licensing of 
landfills and transfer stations, or alleging environmental damage or violations of the permits and licenses pursuant to which we
operate. In addition, we are party to various claims and suits pending for alleged damages to persons and property, alleged violations 
of certain laws and alleged liabilities arising out of matters occurring during the normal operation of the waste management business. 

We offer no prediction of the outcome of any of the proceedings or negotiations described below. We are vigorously defending each 
of these lawsuits and claims. However, there can be no guarantee we will prevail or that any judgments against us, if sustained on 
appeal, will not have a material adverse effect on our business, financial condition, results of operations or cash flows. 

New York State Tax Litigation Matter

On January 18, 2011, certain of our subsidiaries doing business in New York State received a Notice of Deficiency from the New 
York State Department of Taxation and Finance asserting liability for corporation franchise tax for one or more of the tax years ended 
April 30, 2004 through April 30, 2006. The Notices, in the aggregate, assert liability of $3.9 million, comprising $2.2 million of tax 
and $1.7 million of penalties and interest. New York State has alleged that we are not permitted to file a single combined corporation 
franchise tax return with our subsidiaries for each of the years audited. 

We filed Petitions for Redetermination with the State of New York Division of Tax Appeals on April 13-14, 2011, and an 
administrative hearing before a single tax tribunal administrative law judge on all Petitions is scheduled for December 12, 2012. We 
expect to aggressively defend against this claim through the administrative adjudication and appeals process and the courts if 
necessary. Under ASC 740, we believe our position will more likely than not be successful in contesting the deficiencies and 
consequently, we have not established any reserve. 

North Country Landfill Expansion

Our subsidiary, NCES is located in Bethlehem, New Hampshire, and is currently permitted to accept municipal solid waste and C&D
material from a wide geographic region. 

NCES and the Town have been engaged in prolonged zoning litigation over NCES’s expansion of the landfill. There were two court 
actions between NCES and the Town: a declaratory judgment action initiated by NCES on September 12, 2001 and a zoning 
enforcement action initiated by the Town on February 2, 2009. On February 5, 2010, the court granted NCES’s motion to consolidate 
the two matters. The trial of the consolidated actions was set for March 2012. On October 17, 2011, NCES and the Town held 
mediated settlement discussions and reached an agreement in principle for the settlement of the litigation between them. The parties
then entered into a formal settlement agreement dated as of November 22, 2011. The settlement was conditioned  upon approval of a 
modification of the Town’s zoning by the Town’s voters at a specially called town meeting. That meeting took place on January 17,
2012, and the zoning changes were approved. The settlement became effective immediately upon approval of the zoning change.  
Among other things, the settlement results in an expansion of the area in which landfilling is a permitted use, payment of host
community fees to the Town, and provision of curbside pickup of residential municipal solid waste and recyclables at no charge to the 
Town or its residents for the life of the landfill. The litigation with the Town was dismissed with prejudice on January 23, 2012. 

27 

On April 29, 2010, NCES filed an application with the New Hampshire Department of Environmental Services (“NHDES”) to modify 
its Stage IV permit to develop nearly all of the remaining undeveloped capacity under that permit. On August 27, 2010, NHDES 
granted the permit modification, thereby authorizing NCES to develop Stage IV, Phase 2, of the landfill, comprising approximately
one million cubic yards of disposal capacity. An administrative appeal of this approval was filed with the New Hampshire Waste 
Management Council by a group of local citizens that sought to invalidate the approval. NCES sought and obtained dismissal of this 
appeal on the grounds that the appellants lack standing. On February 14, 2011, NHDES issued construction approval for Stage IV,
Phase 2-A, of the landfill, and construction commenced shortly thereafter. The group of local citizens who had appealed the August
27, 2010, permit modification also appealed the construction approval to the Waste Management Council. NCES sought and obtained
dismissal of this appeal on the grounds it was untimely filed. The local citizens sought rehearing of the dismissal of both of their 
appeals, and both motions for rehearing were denied in January 2012.  It is our legal judgment that the deadline for timely appealing 
the decision of the Waste Management Council has passed, and that the decisions of the Waste Management Council are final and 
non-appealable. 

Southbridge Landfill Site Assignment Appeal

On June 9, 2008, the Southbridge Board of Health (“Southbridge BOH”) issued a Decision and Statement of Findings pursuant to 
Massachusetts General Laws ch.111, Sections 150A and 150 A1/2 and 310 CMR 16.00 (“2008 Site Assignment”) granting our 
subsidiary, Southbridge Recycling and Disposal Park, a minor modification to the existing site assignment for the Southbridge 
Sanitary Landfill (the “Landfill”). The 2008 Site Assignment allows Southbridge Recycling and Disposal Park, subject to numerous
conditions, to accept into the Landfill up to 0.4 million tons of waste per year without regard to geographic origin. 

On or about July 14, 2008, the Sturbridge Board of Health (“Sturbridge BOH”), an abutting municipality to Southbridge, together with 
several 10-citizen groups, filed a complaint in Worcester County Superior Court contesting the 2008 Site Assignment (the “Appeal”).
The Appeal named as defendants the Southbridge BOH, its individual members and Southbridge Recycling and Disposal Park. On 
August 21, 2008, Southbridge Recycling and Disposal Park reached a settlement with the Sturbridge BOH, pursuant to which 
Southbridge Recycling and Disposal Park has funded an escrow account to be controlled by the Sturbridge BOH in the amount of fifty 
thousand dollars ($50,000). The Sturbridge BOH withdrew as a party to the Appeal on August 22, 2008. 

On December 11, 2009, the Worcester County Superior Court dismissed Plaintiffs’ complaint following briefing and a court hearing.
Plaintiffs appealed that decision, and we filed a joint motion with the Southbridge BOH to dismiss that appeal, contending that the 
appeal was untimely filed. On November 19, 2010, all parties received Notice from the Appeals Court Clerk’s Office that this appeal
would be heard by the Massachusetts Supreme Judicial Court, upon its own motion. This hearing occurred on October 4, 2011, and on 
January 10, 2012, the Supreme Judicial Court issued an opinion dismissing Plaintiff’s action and finding in favor of the Southbridge 
BOH and Southbridge Recycling and Disposal Park on all counts.  On January 12, 2012, without explanation, the Supreme Judicial 
Court “withdrew” its opinion. On February 22, 2012, the Supreme Judicial Court reissued an opinion in the matter, finding for the
Southbridge BOH and Southbridge Recycling and Disposal Park and including a decision on the merits of Plaintiff’s case in favor of 
the Southbridge BOH. The case was remanded to the Worcester Superior Court for entry of a judgment of dismissal for lack of 
standing. 

Town of Seneca Matter

Casella Waste Services of Ontario, LLC operates the Ontario County Landfill and recycling facilities located in the Town of Seneca 
(the “Seneca”), New York, pursuant to an Operation, Management and Lease Agreement with Ontario County (the “OMLA”), and a 
Host Agreement with Seneca (the “Host Agreement”). 

On May 6, 2011, Seneca filed a complaint in Ontario County Supreme Court naming Ontario County (the “County”) and various of 
our subsidiaries as defendants, alleging that our subsidiaries and the County breached obligations to Seneca under both the Host
Agreement and the OMLA. Seneca’s complaint alleged a variety of contract breaches stemming from our decision to pay the County 
stipulated in-lieu fees for certain projects described in the OMLA rather than constructing those projects. In September 2011, we, the 
County and Seneca executed a global settlement, and the Seneca’s suit was dismissed with prejudice. Under the terms of the 
settlement, we provided certain construction materials to Seneca valued at $0.1 million and engineering studies completed to date
valued at $0.3 million, thus recording a charge against operations of $0.4 million in the second quarter of fiscal year 2012. We also 
established a protection plan whereby we agree to reimburse certain Seneca residents for approved costs to repair septic systems.  Our 
exposure under this protection plan shall not exceed $0.1 million. 

Vermont Attorney General Matter

We entered into an Assurance of Discontinuance (“AOD”) with the Vermont Attorney General’s Office (“AG”) in May 2002, 
concerning, among other matters, the conduct of our business in Vermont as related to certain contract terms applicable to our small 
commercial container customers. On March 23, 2010, we received a Civil Investigative Subpoena from the AG requesting information
and documents regarding our compliance with the AOD. In the course of responding to the AG’s requests, we discovered that some of
our small commercial container customers were mistakenly issued contracts which did not strictly comply with the terms of the AOD. 

28 

This error occurred during a one year period starting in 2009 and ending in 2010, and only a portion of our small commercial 
container customers in Vermont were affected. We terminated the use of these noncompliant contracts, and issued revised contracts to 
those affected customers. We had not sought to enforce the terms of any of these contracts. 

We worked with the AG to resolve these technical violations of the AOD, and reached an agreement on August 12, 2011 with the AG
for us to pay a civil penalty in the amount of $1.0 million, in staged payments starting in September 2011, and concluding on 
December 30, 2011. This amount was recorded in the first quarter of fiscal year 2012 and all payments to the AG have been made by 
us. A Revised Final Judgment of Consent and Order was entered on August 15, 2011 (the “Revised Order”) by the Vermont Superior 
Court Washington Unit, Civil Division. The Revised Order extended some of the conditions of the AOD for ten years following entry 
of the Revised Order, and requires us to institute certain policies, procedures and employee training regimens applicable to our
affected Vermont employees to ensure that all contracts used by us for the provision of services to our small commercial container
customers comply with the AOD. 

Penobscot Energy Recovery Company Matter

On May 31, 2011, we received formal written notice from the Penobscot Energy Recovery Company (“PERC”) submitting to 
arbitration what it alleges is a disputed invoice in the amount of approximately $3.2 million dated March 2, 2011. PERC contended
that Pine Tree Waste, Inc., our subsidiary, failed since 2001 to honor a “put-or-pay” waste disposal arrangement. Arbitration of this 
matter was initiated, but in January 2012 a global settlement was reached in principle and memorialized in a letter of intent dated 
February 1, 2012, which documented the final terms of the settlement and dismissal of the arbitration action. The final global 
settlement documents are being drafted. Pursuant to the terms of the settlement no cash payout is required. We anticipate that there 
may be nonmaterial incremental operational expenses that arise from implementing the terms of the settlement with regard to waste
deliveries. We believe that until the terms of the settlement are fully agreed upon and executed and the arbitration dismissed, a loss in 
the range of zero to $3.2 million is reasonably possible, but not probable. 

Environmental Liability 

We are subject to liability for environmental damage, including personal injury and property damage, that our solid waste, recycling 
and power generation facilities may cause to neighboring property owners, particularly as a result of the contamination of drinking 
water sources or soil, possibly including damage resulting from conditions existing before we acquired the facilities. We may also be 
subject to liability for similar claims arising from off-site environmental contamination caused by pollutants or hazardous substances 
if we or our predecessors arrange or arranged to transport, treat or dispose of those materials. 

On December 20, 2000, the State of New York Department of Environmental Conservation (“DEC”) issued an Order on Consent 
(“Order”) which named Waste-Stream, Inc. (“WSI”), our subsidiary, General Motors Corporation (“GM”) and Niagara Mohawk 
Power Corporation (“NiMo”) as Respondents. The Order required that the Respondents undertake certain work on a 25-acre scrap 
yard and solid waste transfer station owned by WSI, including the preparation of a Remedial Investigation and Feasibility Study (the 
“Study”). A draft of the Study was submitted to DEC in January 2009 (followed by a final report in May 2009). The Study estimated
that the undiscounted costs associated with implementing the preferred remedies will be approximately $10.2 million. On February 28, 
2011, the DEC issued a Proposal Remedial Action Plan (the “PRAP”) for the site and accepted public comments on the proposed 
remedy through March 29, 2011. We submitted comments to the DEC on this matter. In April 2011, the DEC issued the final Record 
of Decision (“ROD”) for the site. The ROD was subsequently rescinded by the DEC for failure to respond to all submitted comments.
The preliminary ROD, however, estimated that the present cost associated with implementing the preferred remedies would be 
approximately $12.1 million. The DEC issued the final ROD in June 2011 with proposed remedies consistent with its earlier ROD. 

WSI is jointly and severally liable for the total cost to remediate and we initially expected to be responsible for approximately 30% 
upon implementation of a cost-sharing agreement with NiMo and GM. Based on these estimates, we recorded an environmental 
remediation charge of $2.8 million in third quarter of fiscal year 2009. In fiscal year 2009, we recognized an additional charge of $1.5 
million, representing an additional 15% of the estimated costs, in recognition of the deteriorating financial condition and eventual 
bankruptcy filing of GM. In fiscal year 2010, we recognized an additional charge of $0.3 million based on changes in the expected 
timing of cash outflows. Based on the estimated costs in the ROD, and changes in the estimated timing of cash flows, we recorded an 
environmental remediation charge of $0.5 million in fiscal year 2011. Such charges could be significantly higher if costs exceed
estimates. We inflate these estimated costs in current dollars until the expected time of payment and discount the cost to present value 
using a risk free interest rate (2.7%). At April 30, 2012 and April 30, 2011, we have recorded liabilities of $5.2 million and $5.1 
million, respectively, including the recognition of $0.1 million and $0.1 million of accretion expense in the fiscal years ended April 
30, 2012 and 2011, respectively. 

In September 2011, DEC settled its environmental claim against the estate of the former GM (known as the “Motors Liquidation 
Trust”) for future remediation costs relating to the WSI site for face value of $3.0 million. In addition, in November 2011 we settled 
our own claim against the Motors Liquidation Trust for face value of $0.1 million. These claims will be paid by GM in stocks and

29 

warrants of the reorganized GM. We expect the warrants to be issued within the first or second quarter of fiscal year 2013.  We have 
not assumed that the payment of these claims will reduce our exposure. 

ITEM 4.  MINE SAFETY DISCLOSURES

Not applicable. 

PART II

ITEM 5.  MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER 
PURCHASES OF EQUITY SECURITIES

Our Class A common stock trades on the Nasdaq Global Select Market (the “NASDAQ Stock Market”) under the symbol “CWST”. 
The following table sets forth the high and low sale prices of our Class A common stock for the periods indicated as quoted on the 
NASDAQ Stock Market. 

Period 
Fiscal Year Ending April 30, 2011 

First quarter  
Second quarter  
Third quarter  
Fourth quarter  

Fiscal Year Ending April 30, 2012 

First quarter  
Second quarter  
Third quarter  
Fourth quarter  

High 

Low 

5.39  
5.00 
8.18  
8.29 

6.99 
6.90  
7.10 
7.15  

$ 
$
$ 
$

$
$ 
$
$ 

3.20 
3.70
4.30 
6.20

5.00
4.50 
5.50
5.73 

$
$
$
$

$
$
$
$

On May 31, 2012, the high and low sale prices per share of our Class A common stock as quoted on the NASDAQ Stock Market were 
$5.20 and $5.03, respectively. As of May 31, 2012 there were approximately 500 holders of record of our Class A common stock and
two holders of record of our Class B common stock. There is no established trading market for our Class B common stock. 

For purposes of calculating the aggregate market value of the shares of common stock held by non-affiliates, as shown on the cover 
page of this Annual Report on Form 10-K, we have assumed that all the outstanding shares of Class A common stock were held by 
non-affiliates except for the shares beneficially held by directors and executive officers and funds represented by them. 

No dividends have ever been declared or paid on our common stock and we do not anticipate paying any cash dividends on our 
common stock in the foreseeable future. Our credit facility and indentures restrict the payment of dividends on common stock. The
information required by Item 201(d) of Regulation S-K is included in Part III of this Form 10-K. 

30 

 
 
 
 
 
 
 
 
 
Stock Performance Graph

The following performance graph and related information shall not be deemed “soliciting material” or “filed” with the SEC, nor 
shall such information be incorporated by reference into any future filing under the Securities Act of 1933 or Securities Exchange Act 
of 1934, each as amended, except to the extent that we specifically incorporate it by reference into such filing.

The stock performance graph below compares the percentage change in cumulative stockholder return on Class A common stock for 
the period from April 30, 2007 through April 30, 2012, with the cumulative total return on The NASDAQ Stock Market (U.S. & 
Foreign) Index and our Industry Peer Group on The NASDAQ Stock Market. The stock performance graph assumes the investment on 
April 30, 2007 of $100.00 in our Class A common stock at the closing price on such date, in The NASDAQ Stock Market (U.S. & 
Foreign) Index and our Industry Peer Group, and that dividends are reinvested. No dividends have been declared or paid on the Class
A common stock. 

COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN* 
Among Casella Waste Systems, Inc., the NASDAQ Composite Index, and a Peer Group 

*$100 invested on 4/30/07 in stock or index, including reinvestment of dividends. 
Fiscal year ending April 30. 

Casella Waste Systems, Inc. 
NASDAQ Composite 
Peer Group (1) 

April 30, 
2007 
100.00
$
100.00  $
$
100.00

April 30, 
2008 
114.62
$
92.99  $
$
100.64

$
  $ 
$

April 30, 
2009 

April 30, 
2010 

April 30, 
2011 

April 30, 
2012 

22.15
$
68.86  $
$
65.90

55.48
$
97.61  $ 
$
107.40

72.69

$
118.78  $ 
$
140.21

64.84
122.43 
136.39

(1)

The peer group is comprised of securities of Waste Connections, Inc. and Progressive Waste Solutions. Progressive Waste 
Solutions was added to the peer group in fiscal year 2012 to replace WCA Waste Corp., which was acquired by a leading 
infrastructure investment fund and is no longer traded on the NASDAQ Stock Market. 

31 

 
 
 
 
 
 
 
 
 
 
 
 
ITEM 6.  SELECTED CONSOLIDATED FINANCIAL DATA

The following selected consolidated financial and operating data set forth below with respect to our consolidated statements of
operations and cash flows for the fiscal years ended April 30, 2012, 2011 and 2010, and the consolidated balance sheets as of April 30, 
2012 and 2011 are derived from the consolidated financial statements included elsewhere in this Form 10-K. The consolidated 
statements of operations and cash flows data for the fiscal years ended April 30, 2009 and 2008, and the consolidated balance sheet
data as of April 30, 2010, 2009 and 2008 are derived from previously filed consolidated financial statements after giving effect to 
discontinued operations. The data set forth below should be read in conjunction with the “Management’s Discussion and Analysis of 
Financial Condition and Results of Operations” and our consolidated financial statements and notes thereto included elsewhere in this 
Form 10-K. 

Statement of Operations Data: 

Revenues 
Cost of operations 
General and administration 
Depreciation and amortization 
Asset impairment charge  
Legal settlement 
Development project charge 
Environmental remediation charge 
Bargain purchase gain 
Gain on sale of assets 
Goodwill impairment charge 
Hardwick impairment and closing charges 

Operating (loss) income  

Interest expense, net 
Other expense, net 
Loss from continuing operations before 

income taxes and discontinued 
operations 

Provision (benefit) for income taxes 
Loss from continuing operations before 

discontinued operations 

(Loss) income from discontinued 

operations, net 

Gain (loss) on disposal of discontinued 

operations, net 
Net (loss) income 

Less: Net loss attributable to 
noncontrolling interest 

Net (loss) income attributable to common 

$ 

$

2012 

480,815 
330,754
60,775 
58,576
40,746 
1,359
131 
—
— 
—
—
—

(11,526) 
45,499
20,111 

Fiscal Year Ended April 30, 
(in thousands, except per share data) 
2010 

2011 

2009 

$ 

$

466,064 
317,504
64,010 
58,261
—
3,654
—
549
(2,975) 
(3,502)
—
—
28,563 
45,858
10,626 

457,642 
303,399
57,476 
63,619
— 
—
— 
335
—
—
— 
—
32,813 
44,265
2,355 

$

482,851 
322,605
63,202 
68,432
355 
—

4,356
—
—
55,286 
—

(31,385) 
33,120
1,366 

2008 

503,925 
338,167
69,638 
73,479
534 
—

—
—
—
—
1,400
20,707 
31,952
3,410 

(77,136)
1,181 

(27,921)
(24,217) 

(13,807)
2,242 

(65,871)
6,247 

(14,655)
(3,555)

(78,317)

(3,704)

(16,049)

(72,118)

(11,100)

— 

(1,458) 

1,011 

4,030 

4,410 

725

(77,592) 

43,590
38,428 

1,180
(13,858) 

63

(68,025) 

(6)

—

—

—

(1,145)
(7,835)

—

stockholders 

$ 

(77,586)  $

38,428 

$

(13,858)  $ 

(68,025)  $

(7,835)

Basic and diluted net (loss) income per 

common share (1) 

$ 

(2.90)  $

1.47 

$

(0.54)  $ 

(2.66)  $

(0.31)

Basic and diluted weighted average 
common shares outstanding  

26,749 

26,105 

25,731 

25,584 

25,382 

32 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other Operating Data: 
Capital expenditures 

Other Data: 

Cash flows provided by operating 

activities 

Cash flows used in investing activities 

Cash flows provided by (used in) 

financing activities 

Balance Sheet Data: 

Cash and cash equivalents 

Working capital deficit, net (2) 

Property, plant and equipment, net 

Goodwill 

Total assets 

Long-term debt, capital, and financing 

lease obligations, less current 
maturities 

Total stockholders’ equity 

2012 

2011 

Fiscal Year Ended April 30, 
(in thousands) 
2010 

2009 

2008 

$ 

59,741 

$

55,249 

$

52,834 

$ 

54,330 

$

68,370 

$ 

$ 

$ 

$

$

$

$

$

$

$

63,775 

$

47,091 

$

64,086 

$ 

69,145 

$

60,981 

(72,012)  $

(55,764)  $

(63,050)  $ 

(62,877)  $

(84,933)

10,229 

$

(117,895)  $

(7,281)  $ 

(16,408)  $

4,842 

4,534

(25,513)

416,717

101,706

633,743

475,199

18,231

$

$

$

$

$

$

$

1,817

(13,333)

453,361

101,204

690,581

463,574

93,987

$

$

$

$

$

$

$

2,035

(10,190)

457,670

100,526

754,814

564,032

50,296

$

$

$

$

$

$

$

1,838

(2,138)

461,027

100,443

750,962

562,665

66,310

$

$

$

$

$

$

$

2,814

(20,153)

468,278

156,829

836,087

562,326

124,682

(1)
(2)

Computed on the basis described in Note 1 to the consolidated financial statements included in Item 8 of this Form 10-K. 
Working capital deficit, net is defined as current assets, excluding cash and cash equivalents, minus current liabilities. 

33 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ITEM 7.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF 
OPERATIONS

The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated
financial statements and notes thereto, and other financial information, included elsewhere in this Form 10-K. This discussion contains 
forward-looking statements and involves numerous risks and uncertainties. Our actual results may differ materially from those 
contained in any forward-looking statements. 

Company Overview

Founded in 1975 with a single truck, Casella Waste Systems, Inc. is a vertically-integrated solid waste, recycling, and resource
management services company. We provide resource management expertise and services to residential, commercial, municipal and 
industrial customers, primarily in the areas of solid waste collection, transfer, disposal, recycling and organics services. We operate in 
six states— Vermont, New Hampshire, New York, Massachusetts, Maine and Pennsylvania, with our headquarters being located in 
Rutland, Vermont. We manage our solid waste operations on a geographic basis through two regional operating segments, the Eastern 
and Western regions, each of which includes a full range of solid waste services, and our larger-scale recycling operations and
commodity brokerage operations through our Recycling segment. Ancillary operations, major customer accounts, discontinued 
operations and earnings from equity method investees are included in our Other segment. 

As of May 31, 2012, we owned and/or operated 32 solid waste collection operations, 31 transfer stations, 17 recycling facilities, nine 
Subtitle D landfills, four landfill gas-to-energy facilities, one landfill permitted to accept C&D materials, and one waste-to-energy 
facility. We also hold 50% membership interests in GreenFiber, a joint venture that manufactures markets and sells cellulose 
insulation made from recycled fiber, and Tompkins, a joint venture that operates a MRF in Tompkins County, New York and 
processes and sells commodities delivered to the facility, a 51% membership interest in CARES, a joint venture that develops, owns 
and operates water and leachate treatment projects for the natural gas drilling industry in Pennsylvania and New York, a 19.9% 
ownership interest in Evergreen, a surety company which provides surety bonds to secure contractual performance for municipal solid 
waste collection contracts and landfill closure and post-closure obligations, an 11.9% membership interest in AGreen, a joint venture 
that brings advanced nutrient management, renewable energy and water technologies to small and medium sized farms, a 6.2% 
ownership interest RecycleRewards, a company that markets an incentive based recycling service, and a 6.3% ownership interest in
GreenerU, a company that delivers energy and sustainability solutions to the college, university and preparatory school market in 
order to reduce their energy costs and carbon emissions through the formulation of programs and policies and the running of 
renewable energy projects. 

Acquisitions and Divestitures

Acquisitions

There are more than 250 potential acquisition targets within our core service footprint. Beginning in fiscal year 2012, we put in place a 
dedicated business development team that identifies acquisition candidates, categorizes the opportunity by strategic fit and perceived 
level of financial accretion, establishes contact with the appropriate decision maker and gathers further information on the acquisition 
candidate. 

We have in the past, and we may in the future, make acquisitions in order to acquire or develop additional disposal capacity. These 
acquisitions may include “tuck-in” acquisitions within our existing markets, assets that are adjacent to or outside of our existing 
markets, or larger, more strategic acquisitions. In addition, from time to time, we may acquire businesses that are complementary to 
our core business strategy. We have had some success in closing smaller tuck-in acquisitions, but face considerable competition for 
the larger and more meaningful targets. Our limited access to and weighted average cost of capital puts us at a disadvantage, but our 
strong relationships and reputation in the New England area help to offset these factors. 

In fiscal year 2012, we acquired five solid waste hauling operations. We also completed the acquisition of the McKean County landfill 
business in Pennsylvania by acquiring additional equipment not included in the original transaction. These entities and assets were 
acquired for total consideration of $2.2 million, including $2.1 million in cash and $0.1 million in holdbacks to sellers. 

In fiscal year 2011, we acquired two solid waste hauling operations for $1.1 million in cash and $0.3 million in notes payable and the 
McKean County landfill business in Pennsylvania in exchange for $0.7 million in cash and the assumption of $1.4 million in 
liabilities. We acquired the McKean County landfill business out of bankruptcy proceedings and recognized a bargain purchase gain
of $3.0 million based on the amount by which the fair value of assets acquired exceeded the purchase price consideration. 

34 

In fiscal year 2010, we acquired two solid waste hauling operations for total consideration of $1.6 million, including $0.9 million in 
cash and $0.6 million in notes payable to the seller and liabilities assumed. 

Divestitures

From time to time in the future, we may sell or divest certain other components of our business. These divestitures may be undertaken 
for a number of reasons, including to generate proceeds to pay down debt, or as a result of a determination that the specified asset will 
provide inadequate returns to us, or that the asset no longer serves a strategic purpose in connection with our business or if we
determine the asset may be more valuable to a third party. We will continue to look to divest certain activities that do not fit into our 
long term strategy that no longer enhance or complement our core business if the right opportunity presents itself. 

In fiscal year 2012, we entered into negotiations regarding the sale of Maine Energy. Based on proposed purchase consideration, we 
recorded a $40.7 million impairment charge to the asset group within the Eastern region segment. The impairment was measured 
based on the asset group’s highest and best use under the market approach, utilizing the discounted cash flows associated with the 
purchase consideration, adjusted for costs to demolish the facility. We used a discount rate of 3.5%, which approximates the buyers 
borrowing rate. 

In fiscal year 2011, we completed the divestiture of our non-integrated recycling assets and select intellectual property assets for 
$134.2 million in gross proceeds and the sale of the assets of our Trilogy Glass business for cash proceeds of $1.8 million. These 
transactions resulted in gain (loss) on disposal of discontinued operations (net of tax) of $43.7 million and ($0.1) million, respectively. 

The divestiture of our non-integrated recycling assets and select intellectual property assets, included an estimated $3.8 million 
working capital and other purchase price adjustment, which was subject to further adjustment, as defined in the purchase and sale
agreement. The final working capital adjustment, along with additional legal expenses related to the transaction, of $0.6 million, and 
an additional working capital adjustment of $0.1 million, which related to our subsequent collection of receivable balances that were 
released to us for collection by the purchaser, were recorded as gain on disposal of discontinued operations (net of tax) in fiscal year 
2012. 

In fiscal year 2010, we completed the divestiture of our Great Northern Recycling Canadian operation for a settlement amount of $0.4 
million in cash and our domestic brokerage operations for a settlement amount of $1.4 million in cash.  This resulted in a gain on 
disposal of discontinued operations (net of tax) of $1.1 million in fiscal year 2010. 

In addition, in the third quarter of fiscal year 2010, the contract with our Cape May, New Jersey recycling facility operation expired.  
The operating results of these operations, including those related to prior years, have been reclassified from continuing to discontinued 
operations in the accompanying consolidated financial statements. Revenues and (loss) income before income taxes attributable to
discontinued operations for fiscal years 2011 and 2010 are as follows (in millions): 

Revenues 
(Loss) income before income taxes 

$
$

62.5
$
(2.3)  $

66.2
1.9 

Fiscal Year Ended 
April 30, 

2011 

2010 

In fiscal year 2011, we also completed the sale of certain assets in Southeastern Massachusetts for a total consideration of $7.8
million, with cash proceeds of $7.5 million. We recorded a gain on sale of assets of $3.5 million. 

35 

 
 
 
 
Results of Operations

The following table summarizes our revenues and cost and expenses from continuing operations for the fiscal years ended April 30,
2012, 2011 and 2010 (in millions and as a percentage of revenue): 

Fiscal Year Ended April 30, 

% of 

% of 

2012 

  Revenue 

2011 

  Revenue 

2010 

  % of 
  Revenue 

Revenues 

$

480.8

100.0% $

466.1

100.0% $

457.6

100.0%

Operating expenses: 
Cost of operations 
General and administration 
Depreciation and amortization  
Asset impairment charge 
Legal settlement 
Development project charge 
Environmental remediation 

charge 

Bargain purchase gain 
Gain on sale of assets 
Operating (loss) income 
Other expense/(income), net: 

Interest expense, net 
Loss from equity method 

investments 

Impairment of equity method 

investment 

Loss on debt refinancing 
Other income 

Provision (benefit) for income 

taxes 

Loss from continuing operations 

$

Revenues

330.7 
60.8
58.6 
40.7
1.4 
0.1

— 
—
— 
(11.5)

45.5

10.0 

10.7
0.3 
(0.9)

1.2 
(78.3)

68.8% 
12.6%
12.2% 
8.5%
0.3% 
0.0%

0.0% 
0.0%
0.0% 
-2.4%

317.5 
64.0
58.3 
3.7
— 
—

0.5 
(3.0)
(3.5) 
28.6

9.5%

45.9

2.1% 

2.2%
0.1% 
-0.2%

4.1 

—
7.4 
(0.9)

68.1% 
13.7%
12.5% 
0.8%
0.0% 
0.0%

0.1% 
-0.6%
-0.8% 
6.1%

9.8%

0.9% 

0.0%
1.6% 
-0.2%

303.4 
57.5
63.6 
—
— 
—

0.3 
—
— 
32.8

44.3

2.7 

—
0.5 
(0.9)

0.2% 
-16.3% $

(24.2) 
(3.7)

-5.2% 
-0.8% $

2.2 
(16.0)

66.3%
12.6%
13.9%
0.0%
0.0%
0.0%

0.1%
0.0%
0.0%
7.2%

9.7%

0.6%

0.0%
0.1%
-0.2%

0.5%
-3.5%

We manage our solid waste operations, which include a full range of solid waste services, on a geographic basis through two regional 
operating segments, which we designate as the Eastern and Western regions. Revenues in our Eastern and Western regions consist 
primarily of fees charged to customers for solid waste disposal and collection, landfill, landfill gas-to-energy, waste-to-energy, 
transfer, organics and recycling services. We derive a substantial portion of our collection revenues from commercial, industrial and 
municipal services that are generally performed under service agreements or pursuant to contracts with municipalities. The majority of 
our residential collection services are performed on a subscription basis with individual households. Landfill, waste-to-energy facility 
and transfer customers are charged a tipping fee on a per ton basis for disposing of their solid waste at our disposal facilities and 
transfer stations. We also generate and sell electricity under a contract at our waste-to-energy facility and at certain of our landfill 
facilities. In addition, revenues from our Recycling segment consist of revenues from the sale of recyclable commodities and 
operations and maintenance contracts of recycling facilities for municipal customers. Revenues from our Other segment are made up 
of ancillary revenues including major customer accounts. 

Our revenues are shown net of inter-company eliminations. We typically establish our inter-company transfer pricing based upon 
prevailing market rates. The table below shows, for the periods indicated, the percentages and dollars (in millions) of revenue
attributable to services provided. 

36 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2012 

2011 

2010 

Fiscal Year Ended April 30, 

Collection 
Disposal 
Power generation 
Organics and processing 
Solid waste operations 
Major accounts 
Recycling
Total revenues 

$

  $ 

205.3
123.6 
11.9
53.8 
394.6
38.3 
47.9
480.8 

42.7% $
25.7% 
2.4%
11.2% 
82.0%
8.0% 
10.0%
100.0%  $

199.9
118.8 
12.9
50.5 
382.1
40.4 
43.6
466.1 

42.9% $
25.5% 
2.7%
10.9% 
82.0%
8.7% 
9.3%
100.0%  $

204.2 
119.6 
15.6
44.0 
383.4
38.7 
35.5
457.6  

44.6%
26.1% 
3.5%
9.6% 
83.8%
8.5% 
7.7%
100.0% 

Our revenues increased $14.7 million, or 3.2%, and $8.5 million, or 1.9%, for the fiscal years ended April 30, 2012 and 2011, 
respectively. The following table provides details associated with the period-to-period change in revenues (dollars in millions)
attributable to services provided: 

Period-to-Period 
Change Fiscal Year 
2012 vs. 2011 

Period-to-Period 
Change Fiscal Year 
2011 vs. 2010 

Amount 

% of 
Growth 

Amount 

% of 
Growth 

Solid Waste Operations: 
Price 
Volume 
Commodity price & volume 
Acquisitions & divestitures 
Closed landfills 

Total Solid Waste 

Major Accounts 

Recycling Operations: 
Commodity price 
Commodity volume 
Total Recycling 

$

5.1 
3.0
1.2 
3.2
— 
12.5

(2.1)

4.3 
—
4.3 

1.0%  $
0.7%
0.3% 
0.7%
0.0% 
2.7%

-0.4%

0.9% 
0.0%
0.9% 

Total Revenue Growth 

$ 

14.7 

3.2%  $

Solid waste revenues

0.4 
11.6
— 
(4.5)
(8.8) 
(1.3)

1.7

7.9 
0.2
8.1 

8.5 

0.1% 
2.5%
0.0% 
-1.0%
-1.9% 
-0.3%

0.4%

1.7% 
0.1%
1.8% 

1.9% 

•

•

•

The price change component in total solid waste revenues growth for the fiscal year ended April 30, 2012 is primarily the 
result of $5.1 million from favorable collection pricing, $0.1 million from favorable organics and processing pricing and 
($0.1) million from unfavorable disposal pricing. The price change component in total solid waste revenues growth for the 
fiscal year ended April 30, 2011 is primarily the result of $1.4 million from favorable collection pricing, $0.1 million from 
favorable organics and processing pricing and ($1.1) million from unfavorable disposal pricing. 

The volume change component in total solid waste revenues growth for the fiscal year ended April 30, 2012 is primarily the 
result of $3.2 million from disposal volume increases, $0.9 million from organics and processing volume increases and ($1.1) 
million from collection volume decreases. The volume change component in total solid waste revenues growth for the fiscal 
year ended April 30, 2011 is primarily the result of $13.3 million from disposal volume increases, $3.6 million from organics 
and processing volume increases and ($5.3) million from collection volume decreases. 

The commodity price and volume change component in total solid waste revenues growth for the fiscal year ended April 30, 
2012  is primarily the result of $2.1 million from favorable commodity pricing and ($0.9) million from commodity volume 
decreases. The commodity price and volume change component in total solid waste revenues growth for the fiscal year ended 
April 30, 2011 showed no growth as a result of ($1.1) million from unfavorable commodity pricing and $1.1 million from 
commodity volume increases. 

37 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
•

The acquisitions and divestitures change component in total solid waste revenues growth for the fiscal year ended April 30, 
2012  is primarily the result of $4.5 million from acquisitions and ($1.3) million from divestitures. The acquisitions and 
divestitures change component in total solid waste revenues growth for the fiscal year ended April 30, 2011 is primarily the 
result of $1.9 million from acquisitions and ($6.4) million from divestitures. 

Major accounts and recycling revenues

•

•

The change in major accounts revenues growth for the fiscal year ended April 30, 2012 is primarily the result of ($2.1) 
million from volume declines. The change in major accounts revenues for the fiscal year ended April 30, 2011 is the result of 
$1.8 million from volume increases offset slightly by unfavorable pricing. 

The change in recycling revenues for the fiscal year ended April 30, 2012 and 2011 is primarily the result of favorable 
commodity prices in the marketplace. 

Operating Expenses

Cost of Operations

Cost of operations includes labor, tipping fees paid to third-party disposal facilities, fuel, maintenance and repair of vehicles and 
equipment, workers’ compensation and vehicle insurance, the cost of purchasing materials to be recycled, third-party transportation 
expense, district and state taxes, host community fees and royalties. Cost of operations also includes accretion expense related to 
landfill capping, closure and post closure, leachate treatment and disposal costs and depletion of landfill operating lease obligations. 

Our cost of operations expense increased $13.2 million, or 4.2%, and $14.1 million, or 4.6%, for the fiscal years ended April 30, 2012 
and 2011, respectively. In the fiscal years ended April 30, 2012 and 2011, cost of operations expense increased as a percentage of 
revenues when compared to the comparable prior fiscal years from 68.1% to 68.8% and from 66.3% to 68.1%. 

The change in our cost of operations during the fiscal year ended April 30, 2012 can largely be attributed to the following: 

• Direct operational costs. Direct operational costs increased $2.5 million for the fiscal year ended April 30, 2012. The 

increase in fiscal year ended April 30, 2012 is primarily the result of $1.2 million in increased leachate disposal costs due to
higher rainfall amounts at our landfills, $1.0 million in increased other operating costs associated primarily with a 
commodities marketing agreement, $0.6 million in increased depletion of landfill operating lease obligations and $0.7 million 
in increased landfill operating costs related primarily to engineering and grounds maintenance costs, offset by a $0.8 million 
decrease in host and royalty fees. 

• Hauling costs. Hauling costs increased $5.6 million for the fiscal year ended April 30, 2012. The increase in fiscal year ended 
April 30, 2012 is primarily the result of $2.7 million in increased transportation costs associated with higher organics and 
processing volumes and $3.0 million in increased transportation costs associated with higher disposal volumes related to 
landfill brokerage services, transfer station activity and transportation services to third-party customers. 

•

•

Fuel costs.  Fuel costs increased $3.7 million for the fiscal year ended April 30, 2012 due primarily to higher average fuel 
prices for the fiscal year ended April 30, 2012. 

Purchased materials.  Direct costs related to purchased materials increased $1.5 million for the fiscal year ended April 30, 
2012. The increase in fiscal year ended April 30, 2012 is primarily the result of higher recycling commodity prices for much 
of fiscal year 2012 and increased costs of purchased scrap metals. 

The change in our cost of operations during the fiscal year ended April 30, 2011 can largely be attributed to the following: 

•

Purchased materials.  Direct costs related to purchased materials increased $4.5 million for the fiscal year ended April 30, 
2011, primarily the result of higher recycling commodity prices. 

• Direct operational costs. Direct operational costs increased $4.2 million for the fiscal year ended April 30, 2011. The 

increase in fiscal year ended April 30, 2011 is primarily the result of $0.8 million in increased leachate disposal costs, $1.0
million in increased depletion of landfill operating lease obligations, $0.4 million in increased landfill operating costs, $0.5
million in host and royalty fees, as well as a $0.9 million lower gain on sale of equipment. Cost increases were partially offset
by $0.2 million in decreased auto insurance costs and $0.2 million in decreased registration and permitting costs. 

38 

•

Fuel costs.  Fuel costs increased $3.0 million for the fiscal year ended April 30, 2011. Average fuel prices for the fiscal year 
ended April 30, 2011 continued to increase compared to the prior fiscal year. 

• Hauling costs. Hauling costs increased $1.4 million for the fiscal years ended April 30, 2011. The increase in fiscal year 
ended April 30, 2011 is primarily the result of increased transportation costs associated with higher solid waste volumes. 

•

Vehicle maintenance costs.  Vehicle maintenance costs increased $1.0 million for the fiscal year ended April 30, 2011. The 
increase in fiscal year ended April 30, 2011is primarily the result of fleet maintenance associated with higher volumes and 
higher costs for maintenance parts. 

General and Administration

General and administration expenses include management, clerical and administrative compensation and overhead, professional 
services and costs associated with marketing, sales force and community relations efforts. 

Our general and administration expense decreased $3.2 million, or 5.0%, and increased $6.5 million, or 11.3%, for the fiscal years
ended April 30, 2012 and 2011, respectively. In the fiscal years ended April 30, 2012 and 2011, general and administration expenses 
fluctuated as a percentage of revenues when compared to the comparable prior fiscal years from 13.7% to 12.6% and from 12.6% to
13.7%. 

The change in our general and administration expense during the fiscal year ended April 30, 2012 can largely be attributed to the
following: 

•

Labor and related benefits.  Labor and related benefit costs decreased $3.0 million for the fiscal year ended April 31, 2012. 
The decrease in fiscal year ended April 30, 2012 is primarily the result of the $3.5 million one-time discretionary bonus in the
fourth quarter of fiscal year 2011. 

The change in our general and administration expense during the fiscal year ended April 30, 2011 can largely be attributed to the
following: 

•

•

•

•

Labor and related benefits.  Labor and related benefit costs increased $4.4 million for the fiscal year ended April 31, 2011. 
The increase in fiscal year ended April 30, 2011 is primarily the result of $1.1 million in higher salaries and the granting of a 
$3.5 million discretionary bonus in the fourth quarter of fiscal year 2011. Cost increases were partially offset by $0.4 million
in reduced equity compensation costs associated primarily with a reduction to our expected performance attainment levels 
related to certain performance based restricted stock units in fiscal year 2011. 

Legal and consulting costs.  Legal and consulting costs increased $0.9 million for the fiscal year ended April 30, 2011 due to 
various ongoing legal matters. 

Advertising costs.  Advertising costs increased $0.7 million for the fiscal year ended April 30, 2011 associated with new 
business development. 

Bad debt expense.  Bad debt expense decreased $0.8 million for the fiscal year ended April 30, 2011. The fluctuation in bad 
debt expense is due to improved collection efforts. 

Depreciation and Amortization

Depreciation and amortization expense includes depreciation of fixed assets over the estimated useful life of the assets using the 
straight-line method, amortization of landfill airspace assets under the units-of-consumption method, and the amortization of 
intangible assets (other than goodwill) with a definite useful life using the straight-line method over the definitive terms of the related 
agreements. We amortize landfill retirement assets through a charge to cost of operations using a straight-line rate per ton as landfill 
airspace is utilized. The amount of landfill amortization expense related to airspace consumption can vary materially from landfill to 
landfill depending upon the purchase price and landfill site and cell development costs. We amortize or depreciate all fixed and
intangible assets, other than goodwill, to a zero net book value, and do not apply a salvage value to any fixed assets. 

We capitalize certain direct landfill development costs, such as engineering, permitting, legal, construction and other costs associated 
directly with the expansion of existing landfills. Additionally, we also capitalize certain third party expenditures related to
development projects and pending acquisitions, such as legal and engineering costs. We routinely evaluate all such capitalized costs,
and expense those costs related to projects not likely to be successful. Internal and indirect landfill development and acquisition costs, 
such as executive and corporate overhead, public relations and other corporate services, are expensed as incurred. 

We have material financial obligations relating to capping, closure and post-closure costs of our existing landfills and disposal
facilities. We have provided accruals for these future financial obligations based on engineering estimates of consumption of permitted 

39 

landfill airspace over the useful life of any such landfill. There can be no assurance that our financial obligations for capping, closure 
or post-closure costs will not exceed the amount accrued and reserved or amounts otherwise receivable pursuant to trust funds. 

Our depreciation and amortization expense increased $0.3 million, or 0.5%, and decreased $5.3 million, or 8.3%, for the fiscal years
ended April 30, 2012 and 2011, respectively. In the fiscal year ended April 30, 2012, depreciation and amortization expense decreased 
as a percentage of revenues when compared to the prior fiscal years from 12.5% to 12.2%. In the fiscal year ended April 30, 2012,
depreciation expense increased by $1.9 million due to timing and increased capital expenditures. Landfill amortization expense 
decreased by $1.4 million primarily due to rate changes and waste mix, which more than offset increased volumes. In the fiscal year
ended April 30, 2011, depreciation and amortization expense decreased as a percentage of revenue when compared to the prior fiscal
year period from 13.9% to 12.5%. In the fiscal year ended April 30, 2011, landfill amortization expense decreased by $3.6 million
primarily due to lower volumes and the closure of the Pinetree facility. Depreciation expense decreased by $1.9 million due to timing, 
fixed asset sales and divestiture activity. 

Asset Impairment Charge

In fiscal year 2012, we entered into negotiations regarding the sale of Maine Energy. Based on the proposed purchase consideration,
we recorded a $40.7 million impairment charge to the asset group within the Eastern region segment. The impairment was measured
based on the asset group’s highest and best use under the market approach, utilizing the discounted present cash flows associated with 
the purchase consideration, adjusted for costs to demolish the facility. We used a discount rate of 3.5%, which approximates the
buyers borrowing rate. 

In fiscal year 2011, we recorded an impairment charge of $3.7 million related to a recycling processing facility as the fair value of the 
asset group was determined to be less than the carrying amount of the asset group. The fair value of the asset group was determined 
using a discounted cash flow analysis and estimates about the future cash flows of the asset group. The analysis included a 
determination of an appropriate discount rate, the amount and timing of expected future cash flows and growth rates. The cash flows
employed in our discounted cash flow analysis are based on financial forecasts developed internally by management. The discount
rate used was commensurate with the risks involved. 

Legal Settlement

In the fiscal year ended April 30, 2012, our legal settlement expense increased $1.4 million due to legal settlements with Town of 
Seneca, New York and the Vermont Attorney General’s Office. In fiscal year 2012, we reached settlements with the Town of Seneca,
New York for $0.4 million and the Vermont Attorney General’s Office for $1.0 million. See Note 10 for additional disclosure. 

Development Project Charge

In fiscal year 2012, we recorded a charge of $0.1 million in deferred costs associated with certain development projects no longer 
deemed viable. 

Environmental Remediation Charge

In fiscal year 2011, we recorded an environmental remediation charge of $0.5 million associated with changes in expected cash flows 
for our share of the work associated with a consent order issued by the State of New York to remediate the scrap yard and solid waste 
transfer station owned by Waste-Stream, Inc., a subsidiary of ours in the Western region. In fiscal year 2010, we had recorded a $0.3 
million charge for this remediation work based on changes in expected cash flows for our share of the work. See Note 10 for 
disclosure over the Environmental Liability. 

Bargain Purchase Gain

In fiscal year 2011, we acquired the McKean County landfill business in Pennsylvania in exchange for $0.7 million in cash and the 
assumption of $1.4 million in liabilities. We acquired the McKean County landfill business out of bankruptcy proceedings and 
recognized a bargain purchase gain of $3.0 million based on the amount by which the fair value of assets acquired exceeded the 
purchase price consideration. 

Gain on Sale of Assets

In fiscal year 2011, we completed the divestiture of the assets of our Cape Cod, Massachusetts operations along with the assets of our 
Rochester, Massachusetts transfer station. Total consideration for this sale amounted to $7.8 million with cash proceeds of $7.5
million. We recorded a gain on this sale of assets of $3.5 million. 

40 

Other Expenses

Interest Expense, net

Our interest expense, net decreased $0.4 million, or 0.9%, and increased $1.6 million, or 3.6%, for the fiscal years ended April 30, 
2012 and 2011, respectively. In the fiscal years ended April 30, 2012 and 2011, interest expense, net fluctuated from 9.8% to 9.5% 
and from 9.7% to 9.8% as a percentage of revenues when compared to the comparable prior fiscal year period. 

The change in interest expense, net during the fiscal year ended April 30, 2012 can largely be attributed to lower interest rates related 
to the refinancing of our amended and restated senior secured credit facility (the “2011 Revolver”) in March 2011 and the offering of 
our 7.75% senior subordinated notes due 2019 (the “2019 Notes”) in February 2011. Interest expense reductions related to lower 
interest rates in the fiscal year ended April 30, 2012 were partially offset by increased interest expense associated with higher average 
debt balances in the current fiscal year. 

The change in interest expense, net during the fiscal year ended April 30, 2011 can largely be attributed to higher average interest rates 
associated with our Second Lien Notes, which were issued in July 2009, partially offset by lower rates associated with the refinancing 
of the 2011 Revolver in March 2011 and the offering of the 2019 Notes in February 2011. 

Loss from Equity Method Investments

Our loss from equity method investments increased $5.9 million and $1.4 million for the fiscal years ended April 30, 2012 and 2011, 
respectively. Our equity method investments consist of the following investments: 

• GreenFiber. The increase in fiscal year ended April 30, 2012 is largely due to GreenFiber impairing the entire amount of 
their goodwill. We recorded our portion of the goodwill impairment charge of $5.1 million as part of the loss on equity 
method investment in fiscal year 2012. The remainder of the change and the increase in fiscal year 2011 relates to the 
operational performance of GreenFiber, which continues to be negatively affected by a depressed housing market and the 
lack of new home construction. 

•

Tompkins County. We account for our 50% membership interest in Tompkins, which was formed and began operations in 
fiscal year 2012, using the equity method of accounting. Our portion of the reported income from Tompkins for fiscal year 
2012 was immaterial. 

Impairment of Equity Method Investment

As of December 31, 2011, GreenFiber performed a test for goodwill impairment. Based on the analysis performed, we determined that
the current book value of our investment in GreenFiber exceeded its fair value. The analysis calculated GreenFiber’s fair value based 
on the income approach using discounted cash flows taking into account current expectations for asset utilization, housing starts and 
the remaining useful life of related assets. We recorded a charge of $10.7 million as impairment on equity method investment in fiscal 
year 2012. 

Loss on Debt Extinguishment

In fiscal year 2012, we recorded a charge of $0.3 million as a loss on debt extinguishment related to the non-cash write off of
unamortized deferred financing costs associated with the original issuance by the Finance Authority of Maine of $25.0 million 
aggregate principal amount of its Solid Waste Disposal Revenue Bonds Series 2005 (the “Bonds”). On February 1, 2012, we 
converted the interest rate to a fixed rate through January 31, 2017 using a conversion option, and remarketed, $21.4 million aggregate 
principal of the Bonds. 

In fiscal year 2011, we recorded a charge of $7.4 million as a loss on debt extinguishment associated with fiscal year 2011 refinancing 
efforts, which include the write off of $1.4 million and $1.8 million in deferred financing costs associated with the senior secured term 
B loan due April 9, 2014 (the “2009 Term Loan”) and the 9.75% senior subordinated notes due February 1, 2013 (the “2013 Notes”),
the write-off of the $5.0 million discount and $1.7 million premium associated with the 2009 Term Loan and 2013 Notes, a $1.0 
million gain associated with the discount on the tender of the 2013 Notes and a $1.8 million loss associated with the consent payment 
on the 2013 Notes. Also included in this loss is a change attributable to the $0.1 million non-cash write-off of unamortized financing 
costs associated with the repayment of financing lease obligations and other costs. 

In fiscal year 2010, we recorded a charge of $0.5 million as a loss on debt extinguishment related to the non-cash write off of
unamortized deferred financing costs associated with the refinancing of our previous senior credit facility. 

41 

Provision (Benefit) for Income Taxes

Provision (benefit) for income taxes from continuing operations increased $25.4 million in fiscal year 2012 to $1.2 million from
($24.2) million in fiscal year 2011, and decreased $26.4 million in fiscal year 2011 to ($24.2) million from $2.2 million in fiscal year 
2010. The variance between the years primarily results from recognizing in 2011 the tax benefit for utilization of net operating loss 
carryforwards and other deferred tax assets against the gain on the disposal of discontinued operations. The 2012 tax provision
includes a $1.4 million deferred tax provision, due mainly to the increase in the deferred tax liability for indefinite lived assets. Since 
we cannot determine when this deferred tax liability will reverse, this amount cannot be used as a future source of taxable income 
against which to benefit deferred tax assets. 

Discontinued Operations

(Loss) Income from Discontinued Operations, net

Discontinued operations in the fiscal years ended April 30, 2011 and 2010 was the result of two separate transactions completed in 
fiscal year 2011; the sale of non-integrated recycling assets and select intellectual property assets and the sale of the Trilogy Glass 
business. The fiscal year ended April 30, 2010 also includes the results of operations associated with the Cape May, New Jersey
recycling operation due to the expiration of our contract. 

The operating results of the operations discussed above have been included in discontinued operations in the accompanying 
consolidated financial statements. 

Gain on Disposal of Discontinued Operations, net

Our gain on disposal of discontinued operations in the fiscal year ended April 30, 2011 was the result of two separate transactions in 
fiscal year 2011; the sale of non-integrated recycling assets and select intellectual property assets to ReCommunity, the company 
formed by Pegasus Capital Advisors, L.P. and Intersection LLC as a part of the divestiture, and the sale of the Trilogy Glass business. 
We completed the divestiture of our non-integrated recycling assets and select intellectual property assets in the fourth quarter of fiscal 
year 2011 for $134.2 million in gross proceeds. This resulted in a gain on disposal of discontinued operations of $43.7 million (net of 
tax) in fiscal year 2011. We completed the sale of the assets of the Trilogy Glass business for cash proceeds of $1.8 million. This 
resulted in a loss of $0.1 million (net of tax) was recorded to gain on disposal of discontinued operations in fiscal year 2011.

Our gain on disposal of discontinued operations in the fiscal year ended April 30, 2012 was the result of the following fiscal year 2011 
transactions; an additional working capital adjustment of $0.1 million (net of tax), which related to our subsequent collection of 
receivable balances that were released to us for collection by ReCommunity, and a working capital adjustment combined with other
legal expenses totaling $0.6 million (net of tax) related to the sale to ReCommunity. 

Our gain on disposal of discontinued operations in the fiscal year ended April 30, 2010 was the result of a nominal true-up of certain 
liabilities associated with the MTS Environmental site, a soils processing operation in the Eastern region whose operations were
terminated in fiscal year 2008, the divestiture of our Great Northern Recycling Canadian operation in the third quarter of fiscal year 
2010 for a settlement amount of $0.4 million in cash, and the divestiture of our domestic brokerage operations for a settlement amount 
of $1.4 million in cash. We had previously accounted for these transactions as assets under contractual obligation. This resulted in a 
gain on disposal of discontinued operations of $1.1 million (net of tax) for fiscal year 2010. 

42 

Segment Reporting

The following table provides revenues and operating (loss) income (in millions) based on our segments for the fiscal years ended April 
30 2012, 2011 and 2010: 

Revenues 

Operating (Loss) Income 

Fiscal Year Ended April 30, 

2012 

2011 

2010 

2012 

2011 

2010 

$

$

173.0
215.2 
47.9
44.7 
480.8

$

$

167.3
210.3 
43.6
44.9 
466.1

$

$

177.3
201.8 
35.5
43.0 
457.6

$

$

(42.8) $
29.6 
5.4
(3.7) 
(11.5) $

(5.0) $
32.2 
4.1
(2.7) 
28.6

$

(0.1)
33.5 
1.9
(2.5)
32.8

Segment  
Eastern
Western 
Recycling
Other 
Total 

Eastern Region

Our Eastern region revenues increased $5.7 million, or 3.4%, and decreased $10.0 million, or 5.6%, for the fiscal years ended 
April 30, 2012 and 2011, respectively. The following table provides details associated with the period-to-period change in revenues 
(dollars in millions) attributable to services provided: 

Eastern Region 
Price 
Volume 
Commodity price & volume 
Acquisitions & divestitures 
Closed landfills 

Total Solid Waste 

Period-to-Period 
Change Fiscal Year 
2012 vs. 2011 

Period-to-Period 
Change Fiscal Year 
2011 vs. 2010 

Amount 

% of 
Growth 

Amount 

% of 
Growth 

$

$ 

2.3
4.9 
(0.2)
(1.3) 
—
5.7 

1.4% $
2.9% 
-0.1%
-0.8% 
0.0%
3.4%  $

0.7
5.6 
(2.0)
(5.5) 
(8.8)
(10.0) 

0.4%
3.2% 
-1.1%
-3.1% 
-5.0%
-5.6% 

•

•

•

•

The price change component in Eastern region solid waste revenue growth for the fiscal year ended April 30, 2012 is 
primarily the result of $1.8 million from favorable collection pricing, $0.3 million from favorable disposal pricing and $0.1 
million from favorable organics and processing pricing. The price change component in Eastern region solid waste revenue 
growth for the fiscal year ended April 30, 2011 is primarily the result of $0.7 million from favorable collection pricing, $0.1
million from favorable organics and processing pricing and ($0.1) million from unfavorable disposal pricing. 

The volume change component in Eastern region solid waste revenue growth for the fiscal year ended April 30, 2012 is 
primarily the result of $3.9 million from disposal volume increases, $0.8 million from organics and processing volume 
increases and $0.2 million from collection volume increases. The volume change component in Eastern region solid waste 
revenue growth for the fiscal year ended April 30, 2011 is primarily the result of $3.3 million from organics and processing 
volume increases, $2.9 million from disposal volume increases and ($0.7) million from collection volume decreases. 

The commodity price and volume change component in Eastern region solid waste revenue growth for the fiscal year ended 
April 30, 2012  is primarily the result of ($1.3) million from commodity volume decreases and $1.1 million from favorable 
commodity pricing. The commodity price and volume change component in Eastern region solid waste revenue growth for 
the fiscal year ended April 30, 2011 is primarily the result of ($2.4) million from unfavorable commodity pricing and $0.4 
million from commodity volume increases. 

The acquisitions and divestitures change component in Eastern region solid waste revenue growth for the fiscal year ended 
April 30, 2012  is the result of ($1.3) million from divestitures. The acquisitions and divestitures change component in 
Eastern region solid waste revenue growth for the fiscal year ended April 30, 2011 is primarily the result of ($6.4) million 
from divestitures and $0.9 million from acquisitions. 

43 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Eastern region operating income for the fiscal year ended April 30, 2012 decreased $37.8 million due primarily to a $40.7 million
impairment charge to the Maine Energy asset group in fiscal year 2012. The remaining operating income improvement is due 
primarily to a $2.6 million decrease in general and administration costs, offset partially by increased cost of operations primarily as a 
result of a $1.3 million increase in fuel costs. The $2.6 million decrease in general and administration expenses is primarily associated
with a decrease in labor, benefits and personnel costs of $1.2 million, legal fees of $0.3 million and an aggregate decrease in other 
general and administration costs. 

Eastern region operating income for the fiscal year ended April 30, 2011 decreased $4.9 due primarily to a $10.0 million decrease in 
revenues combined with a $3.7 million impairment of long lived assets along with increased maintenance and fuel costs. This was
offset by lower landfill amortization due to the closure of our Pinetree landfill and lower hauling costs.  

Western Region

Our Western region revenues increased $4.9 million, or 2.3%, and $8.5 million, or 4.2%, for the fiscal years ended April 30, 2012 and 
2011, respectively. The following table provides details associated with the period-to-period change in revenues (dollars in millions) 
attributable to services provided: 

Western Region 
Price 
Volume 
Commodity price & volume 
Acquisitions & divestitures 

Total Solid Waste 

Period-to-Period 
Change Fiscal Year 
2012 vs. 2011 

Period-to-Period 
Change Fiscal Year 
2011 vs. 2010 

Amount 

% of 
Growth 

Amount 

% of 
Growth 

$

$

2.8
(3.8) 
1.4
4.5 
4.9

1.3% $
-1.8% 
0.7%
2.1% 
2.3% $

(0.3)
5.8 
2.0
1.0 
8.5

-0.2 %
2.9 %
1.0 %
0.5 % 
4.2 %

•

•

•

•

The price change component in Western region solid waste revenue growth for the fiscal year ended April 30, 2012 is 
primarily the result of $3.3 million from favorable collection pricing and ($0.4) million from unfavorable disposal pricing. 
The price change component in Western region solid waste revenue growth for the fiscal year ended April 30, 2011 is 
primarily the result of $0.6 million from favorable collection pricing and ($0.9) million from unfavorable disposal pricing. 

The volume change component in Western region solid waste revenue growth for the fiscal year ended April 30, 2012 is 
primarily the result of ($2.5) million from disposal volume decreases, ($1.3) million from collection volume decreases and 
$0.1 million from processing and volume increases. The volume change component in Western region solid waste revenue 
growth for the fiscal year ended April 30, 2011 is primarily the result of $10.1 million from disposal volume increases, $0.3 
million from processing volume increases and ($4.6) million from collection volume decreases. 

The commodity price and volume change component in Western region solid waste revenue growth for the fiscal year ended 
April 30, 2012 is primarily the result of $0.9 million from favorable commodity pricing and $0.4 million from commodity 
volume increases. The commodity price and volume change component in Western region solid waste revenue growth for the 
fiscal year ended April 30, 2011 is primarily the result of $1.3 million from favorable commodity pricing and $0.7 million 
from commodity volume increases. 

The acquisitions and divestitures change component in Western region solid waste revenue growth for the fiscal year ended 
April 30, 2012 is primarily the result of $4.5 million from acquisitions. The acquisitions and divestitures change component 
in Western region solid waste revenue growth for the fiscal year ended April 30, 2011 is the result of $1.0 million from 
acquisitions. 

Western region operating income for the fiscal year ended April 30, 2012 decreased by $2.6 million. The reduction of operating 
income for the fiscal year ended April 30, 2012 is primarily due to a $3.0 million gain on a bargain purchase related to the McKean 
landfill business and a $0.5 million environmental remediation charge recorded in fiscal year 2011. The increased revenues, the $1.6 
million in decreased general and administration expense related primarily to decreased labor, personnel and benefit costs, the $1.3 
million in decreased depreciation and amortization expense related primarily to decreased landfill amortization expense, were offset 
by increased cost of operations related primarily to $2.2 million in increased fuel costs, $2.1 million in increased hauling and
transportation costs, $1.5 million in increased leachate disposal costs, $0.9 million in increased landfill operating costs, $1.0 million in 
increased facility costs and $0.7 million in increased vehicle maintenance costs.  

44 

 
 
 
 
 
 
 
 
 
 
Western region operating income for the fiscal year ended April 30, 2011 decreased $1.3 million despite the fact that revenues 
increased $8.5 million and we recorded a $3.0 million gain on bargain purchase related to the McKean landfill business in fiscal year 
2011. Cost of operations went up as a result of a $2.1 million increase in fuel costs, a $1.4 million increase in transportation costs, a 
$1.3 million increase in leachate disposal costs and a $0.8 million increase in host and royalty fees. General and administration 
expense increased $5.1 million associated primarily with legal fees, incentive compensation costs and other overhead costs. 

Recycling

Recycling revenues increased $4.3 million, or 9.9%, and $8.1 million, or 22.8%, for the fiscal years ended April 30, 2012 and 2011, 
respectively. Recycling revenue growth for the fiscal year ended April 30, 2012 and 2011 is the result of favorable commodity pricing 
due to higher commodity prices in the marketplace during fiscal year 2012 and 2011. 

Recycling operating income for the fiscal year ended April 30, 2012 increased by $1.3 million due primarily to $4.3 million in revenue 
growth associated with favorable commodity prices offset partially by $2.7 million in increased cost of operations related to increased 
recycled material costs of $1.0 million, increased commodities marketing agreement costs of $0.7 million and increased facility costs 
of $0.6 million and increased depreciation expense of $0.4 million. 

Recycling operating income for the fiscal year ended April 30, 2011 increased by $2.2 million due primarily to an $8.1 million 
increase in revenues associated with favorable commodity prices, which exceeded the correlated increase in purchased material costs. 

Other

Other revenues decreased $0.2 million, or 0.0%, and $1.9 million, or 4.4%, in the fiscal years ended April 30, 2012 and 2011, 
respectively. The reduction in Other revenues for the fiscal year ended April 30, 2012 was driven by volume declines from major
accounts customers, substantially offset by increased transportation volumes. The growth in Other revenues for the fiscal year ended 
April 30, 2011 is primarily the result of $1.8 million from major accounts volume increases offset slightly by unfavorable pricing and 
$0.2 million from transportation volume increases. 

Other operating income for the fiscal year ended April 30, 2012 decreased $1.0 million due to the $1.0 million legal settlement
associated with the Vermont Attorney General Matter in fiscal year 2012 and increased general and administration costs, offset 
partially by decreased cost of operations. The increased general and administration costs are related primarily to a $1.6 million
increase in personnel costs, a $0.5 million increase in professional fees due to increased consulting costs, a $0.4 million increase in 
benefits and taxes, offset partially by a $2.1 million decrease in incentive compensation costs. The decreased cost of operations are 
related primarily to a $0.7 increase in direct costs, which relate primarily to a decrease in hauling and transportation costs.

Other operating income for the fiscal year ended April 30, 2011 decreased $0.2 million due primarily to $1.9 million in favorable
revenue growth related to improved major accounts revenue volumes being exceeded by the increase in cost of operations related 
primarily to a $2.8 million increase in transportation costs. 

45 

Liquidity and Capital Resources

Our business is capital intensive. Our capital requirements include acquisitions, fixed asset purchases and capital expenditures for 
landfill development and cell construction, as well as site and cell closure. Our capital expenditures are broadly defined as pertaining 
to growth, maintenance or acquisition activities. Growth capital expenditures are defined as costs related to development of new
airspace, permit expansions and new recycling contracts along with incremental costs of equipment and infrastructure added to further 
such activities. Growth capital expenditures include the cost of equipment added directly as a result of organic business growth, as 
well as expenditures associated with increasing infrastructure to increase throughput at transfer stations and recycling facilities.
Growth capital expenditures also include those outlays associated with acquiring landfill operating leases, which do not meet the
operating lease payment definition, but which were included as a commitment in the successful bid. Maintenance capital expenditures 
are defined as landfill cell construction costs not related to expansion airspace, costs for normal permit renewals and replacement costs 
for equipment due to age or obsolescence. Acquisition capital expenditures are defined as costs of equipment added directly as a result 
of new business growth related to an acquisition. 

We had a net working capital deficit of $25.5 million at April 30, 2012 compared to a deficit of $13.3 million at April 30, 2011. Net 
working capital comprises current assets, excluding cash and cash equivalents, minus current liabilities. The $12.2 million decrease in 
net working capital at April 30, 2012 related largely to a $7.4 million decrease in accounts receivable, a $1.9 million decrease in the 
current portion of deferred income taxes, a $4.2 million increase in accounts payable and a $3.2 million increase in the current portion 
of accrued capping, closure and post closure costs, offset partially by a $1.3 million increase in refundable income taxes and a $3.8 
million decrease in income taxes payable. 

Fiscal Year 2012 Financing Activities

On April 27, 2012, we entered into the first amendment to our 2011 Revolver. As a part of the amendment, we modified the financial
covenants that the 2011 Revolver is subject to; we amended the agreement to use proceeds of a Term Loan B or other subordinated
financings which we may obtain to refinance our outstanding Second Lien Notes; and we provided for adjustments to the financial
covenants in the event that we undertake future financing activities. 

On February 1, 2012, we converted the interest rate period on, and remarketed, $21.4 million aggregate principal amount of the 
original $25.0 million Bonds. The mandatorily tendered Bonds (the “Converted Bonds”) were converted from a variable rate to a five 
year fixed term interest rate of 6.25% per annum and included additional covenants and credit support for the benefit of the holders of 
those Converted Bonds, including guarantees by certain of our subsidiaries. The Converted Bonds are no longer secured by a letter of 
credit issued by a bank. The remaining $3.6 million of outstanding Bonds will remain as variable rate bonds secured by a letter of 
credit issued by a bank. The Bonds mature on January 1, 2025. We recorded a charge of $0.3 million as a loss on debt extinguishment 
in the fourth quarter of fiscal year 2012 related primarily to the non-cash write off of unamortized deferred financing costs associated 
with the original issuance of the Bonds. 

Fiscal Year 2011 Financing Activities

On May 27, 2010, we amended our then outstanding senior secured first lien credit facility, consisting of a $177.5 million revolving 
credit facility and a $130.0 million aggregate principal term loan B, to create additional capital structure flexibility. As amended, the 
senior secured first lien credit facility permitted us to use net proceeds of up to $150.0 million from equity offerings to repurchase our 
outstanding Second Lien Notes. We were also permitted to use up to $50.0 million of borrowings under the senior secured first lien
credit facility to repurchase the 2013 Notes. 

On February 7, 2011, we completed an offering of $200.0 million of our 2019 Notes, the terms of which are described below. We used
the net proceeds from the 2019 Notes, together with other available funds, to repurchase the 2013 Notes and to pay related transaction 
costs. On February 7, 2011, we repurchased $166.8 million of our then outstanding $200.0 million aggregate principal amount of 2013 
Notes through a cash tender offer and consent solicitation. Holders who tendered the 2013 Notes received $1,003.75 for each $1,000 
in principal amount of the 2013 Notes repurchased (which included a consent payment of $10 per $1,000 in principal amount of the
2013 Notes), plus accrued and unpaid interest up to, but not including, the tender offer settlement date. 

On March 9, 2011, we redeemed all of the remaining 2013 Notes at a price of $1,000 per $1,000 in principal amount of the 2013 
Notes, plus accrued and unpaid interest to, but not including, the redemption date. 

On March 18, 2011, we refinanced and replaced the senior secured first lien credit facility, consisting of a $177.5 million revolving 
credit facility and a $130.0 million aggregate principal senior secured term B loan due April 9, 2014, with the 2011 Revolver, 
consisting of a $227.5 million revolving credit and letter of credit facility, the terms of which are described below. 

46 

Outstanding Long-Term Debt

2011 Senior Secured Revolving Credit Facility.  The 2011 Revolver is a $227.5 million revolving credit and letter of credit facility, 
and is due March 18, 2016. If we fail to refinance the Second Lien Notes by March 1, 2014, the maturity date for the 2011 Revolver 
shall be March 31, 2014. We have the right to request, at our discretion, an increase in the amount of the 2011 Revolver by an 
aggregate amount of $182.5 million, subject to certain conditions set forth in the 2011 Revolver agreement. The 2011 Revolver is
guaranteed jointly and severally, fully and unconditionally by all of our significant wholly-owned subsidiaries. 

On April 27, 2012, we entered into the first amendment to our 2011 Revolver. As a part of the amendment, we modified the financial
covenants that the 2011 Revolver is subject to; we amended the agreement to use proceeds of a Term Loan B or other subordinated
financings which we may obtain to refinance our outstanding Second Lien Notes; and we provided for adjustments to the financial
covenants in the event that we undertake future financing activities. 

The 2011 Revolver is subject to customary affirmative, negative, and financial covenants. As of April 30, 2012, we were in 
compliance with all financial covenants contained in the 2011 Revolver as follows: 

Senior Secured Credit Facility Covenant 
Total funded debt / Bank-defined cash flow metric (1) 
Senior funded debt / Bank-defined cash flow metric (1) 
Interest coverage 
Capital expenditures 

Twelve Months Ended
April 30, 2012 

4.62
2.70 
2.49
59.7 

$

Covenant
Requirements at 
April 30, 2012 
5.25 Max. 
3.25 Max. 
2.15 Min. 
$99.6 Million Max.  

(1) Bank-defined cash flow metric is based on operating results for the twelve months preceding the measurement date, April 30,
2012.  A reconciliation of net cash provided by operating activities to bank-defined cash flow metric is as follows (in millions): 

Twelve Months Ended
April 30, 2012 

Net cash provided by operating activities 

$

Changes in assets and liabilities, net of effects of acquisitions and divestitures 
Gain on sale of equipment and assets 
Stock based compensation, net of excess tax benefit on exercise of options 
Deferred project charge 
Asset impairment charge 
Interest expense less discount on Second Lien Notes 
Loss on debt extinguishment 
Provision for income taxes, net of deferred taxes 
Adjustments as allowed by Senior Secured Credit Facility Agreement 

63.8

(6.2)
1.0 
(1.6)
(0.1)
(40.7)
44.6 
(0.3)
(0.7)
44.5

Bank - defined cash flow metric 

$

104.3

In addition to the financial covenants described above, the 2011 Revolver also contains a number of important negative covenants
which restrict, among other things, our ability to sell assets, pay dividends, repurchase stock, incur debt, grant liens and issue preferred 
stock. As of April 30, 2012, we were in compliance with all covenants under the indenture governing the 2011 Revolver and we do
not believe that these restrictions impact our ability to meet future liquidity needs. 

Further advances were available under the 2011 Revolver in the amount of $128.2 million as of April 30, 2012. The available amount 
is net of outstanding irrevocable letters of credit totaling $29.7 million as of April 30, 2012, at which date no amount had been drawn. 

Second Lien Notes.  As of April 30, 2012, we had $180.0 million aggregate principal amount of Second Lien Notes outstanding. The 
Second Lien Notes will mature on July 15, 2014, and interest accrues at the rate of 11% per annum. Interest is payable semiannually in 
arrears on January 15, and July 15 of each year. The Second Lien Notes are guaranteed jointly and severally, fully and unconditionally 
by all of the subsidiaries that guarantee the 2011 Revolver. 

47 

 
 
 
 
 
 
 
 
The Second Lien Notes were sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities
Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States under Regulation S under the 
Securities Act. The Second Lien Notes have not been registered under the Securities Act, and unless so registered, may not be offered 
or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration 
requirements of the Securities Act and other applicable securities laws. 

Although the Second Lien Notes do not contain financial ratio covenants, they do contain certain negative covenants which restrict,
among other things, our ability to sell assets, make investments in joint ventures, pay dividends, repurchase stock, incur debt, grant 
liens and issue preferred stock. As of April 30, 2012, we were in compliance with all covenants under the indenture governing the
Second Lien Notes and we do not believe that these restrictions impact our ability to meet future liquidity needs except that they may 
impact our ability to increase our investments in third parties, including the joint ventures to which we are parties. 

2019 Notes.  On February 7, 2011, we completed the offering of $200.0 million of 2019 Notes. The net proceeds from the 2019 Notes, 
together with other available funds, were used to repurchase the 2013 Notes and to pay related transaction costs. The 2019 Notes will 
mature on February 15, 2019, and interest accrues at the rate of 7.75% per annum. Interest is payable semiannually in arrears on
February 15 and August 15 of each year. The 2019 Notes are fully and unconditionally guaranteed on a senior subordinated basis by 
substantially all of our existing and future domestic restricted subsidiaries that guarantee our 2011 Revolver and Second Lien Notes. 

The indenture governing the 2019 Notes contains certain negative covenants which restrict, among other things, our ability to sell
assets, make investments in joint ventures, pay dividends, repurchase stock, incur debt, grant liens and issue preferred stock. As of 
April 30, 2012, we were in compliance with all covenants under the indenture governing the 2019 Notes and we do not believe that
these restrictions impact our ability to meet future liquidity needs except that they may impact our ability to increase our investments 
in third parties, including the joint ventures to which we are parties. 

The 2019 Notes are fully and unconditionally guaranteed on a senior subordinated basis by substantially all of our existing and future 
domestic restricted subsidiaries that guarantee our 2011 Revolver and Second Lien Notes. 

As of April 30, 2012, we had $200.0 million aggregate principal amount of 2019 Notes outstanding. 

Maine Bonds.  On December 28, 2005, we completed a $25.0 million financing transaction involving the issuance of the Bonds by the 
Finance Authority of Maine. The Bonds were issued pursuant to an indenture, dated as of December 1, 2005 and were enhanced by an
irrevocable, transferable direct-pay letter of credit issued by Bank of America, N.A. Pursuant to a Financing Agreement, dated as of 
December 1, 2005, by and between us and the Authority, we have borrowed the proceeds of the Bonds to pay for certain costs relating 
to landfill development and construction, vehicle, container and related equipment acquisition for solid waste collection and 
transportation services, improvements to existing solid waste disposal, hauling, transfer station and other facilities, other infrastructure
improvements, and machinery and equipment for solid waste disposal operations owned and operated by us, or a related party, all
located in Maine. 

On February 1, 2012, we converted the interest rate period on, and remarketed, $21.4 million aggregate principal amount of the 
original $25.0 million Bonds. The mandatorily tendered Bonds were converted from a variable rate to a five year fixed term interest
rate of 6.25% per annum and included additional covenants and credit support for the benefit of the holders of those Converted Bonds, 
including guarantees by certain of our subsidiaries. The Converted Bonds are no longer secured by a letter of credit issued by a bank. 
The remaining $3.6 million of outstanding Bonds will remain as variable rate bonds secured by a letter of credit issued by a bank. The 
Bonds mature on January 1, 2025. We recorded a charge of $0.3 million as a loss on debt extinguishment in the fourth quarter of fiscal 
year 2012 related primarily to the non-cash write off of unamortized deferred financing costs associated with the original issuance of 
the Bonds. 

48 

Summary of Cash Flow Activity

The following table summarizes our cash flows for the fiscal year ended April 30, 2012, 2011 and 2010, respectively (in millions): 

Net cash provided by operating activities 
Net cash used in investing activites 
Net cash provided by (used in) financing activities 
Net cash provided by discontinued operations 

$
$
$
$

Fiscal Year Ended 
April 30, 
2011 

2012 

$
63.8
(72.0)  $
$
10.2
$
0.7 

$
47.1
(55.8)  $ 
$
(117.9)
$ 
126.4 

2010 

64.1
(63.1)
(7.3)
6.4 

Net cash flows provided by operating activities. Cash flows provided by operating activities increased by $16.7 million and decreased 
by $17.0 million for the fiscal years ended April 30, 2012 and 2011, respectively. 

The most significant items affecting the change in our operating cash flows for the fiscal years ended April 30, 2012 and 2011 are 
summarized below: 

•

•

•

Loss from continuing operations. Our loss from continuing operations increased $74.6 million to ($78.3) million for the fiscal 
year ended April 30, 2012 from ($3.7) million for the fiscal year ended April 30, 2011. During the fiscal year ended April 30, 
2012, we recorded a $40.7 million non-cash impairment charge related to our Maine Energy asset group, a $10.7 million non-
cash impairment charge related to our investment in GreenFiber and a $10.0 million loss from equity method investment, 
$5.1 million of which related to GreenFiber’s goodwill impairment charge. These charges combined with a $7.4 million loss 
on debt extinguishment, a $3.5 million non-cash gain on sale of assets, a $3.0 million bargain purchase gain, a $3.7 million 
asset impairment charge and a $24.2 million income tax benefit in the fiscal year ended April 30, 2011 largely make up the 
unfavorable change in loss from continuing operations period-over-period. 

Cash interest payments. Cash interest payments decreased $3.0 million for the fiscal year ended April 30, 2012 due to the 
effect of the timing and lower average interest rates associated with our capital structure. 

Changes in assets and liabilities, net of effects from business acquisitions and divestitures. Our cash flow from operations 
was favorably impacted $6.2 million in the fiscal year ended April 30, 2012 by changes in our assets and liabilities. This 
change is driven by favorable impacts related to our accounts receivable, which is affected by both revenue changes and 
timing of payments received, accounts payable, which are affected by both cost changes and timing of payments, and prepaid 
expenses, inventories and other assets, which is affected primarily by the timing of payments, expense recognition, as well as 
cost changes. This favorable change was offset by the unfavorable impact related to accrued expenses and other liabilities, 
which are affected primarily by cost changes such as interest, the timing of payments, and changes related to accrued 
capping, closure, and post closure costs. This is compared to the fiscal year ended April 30, 2011, when our cash flow from 
operations was unfavorably impacted $5.5 million by changes in our assets and liabilities. The favorable $11.7 million 
change is due to the $10.7 million impact associated with the change in accounts receivable and the $7.7 million impact 
associated with the change in accrued expenses and other liabilities, offset by the ($3.2) million change in accounts payable 
and the ($3.5) million change in prepaid expenses, inventories and other assets. 

The most significant items affecting the change in our operating cash flows for the fiscal years ended April 30, 2011 and 2010 are 
summarized below: 

•

•

•

Loss from continuing operations. Our loss from continuing operations decreased $12.3 million to ($3.7) million for the fiscal 
year ended April 30, 2011 from ($16.0) million for the fiscal year ended April 30, 2010. During the fiscal year ended 
April 30, 2011, we recorded a $3.5 million non-cash gain on sale of assets, a $3.0 million bargain purchase gain and a $3.7 
million asset impairment charge, a $4.1 million loss from equity method investment, a $7.4 million loss on debt 
extinguishment and a $24.2 million income tax benefit. These charges largely make up the favorable change in loss from 
continuing operations period-over-period. 

Cash interest payments. Cash interest payments increased $8.7 million for the fiscal year ended April 30, 2011 due to the 
effect of the timing and higher average interest rates associated with our capital structure. 

Changes in assets and liabilities, net of effects from business acquisitions and divestitures. Our cash flow from operations 
was unfavorably impacted $5.5 million in the fiscal year ended April 30, 2011 by changes in our assets and liabilities. This 
change is driven by unfavorable impacts related to our accounts receivable, which is affected by both revenue changes and 

49 

 
 
 
 
 
timing of payments received, and our accrued expenses and other liabilities, which are affected primarily by cost changes 
such as interest, the timing of payments, and changes related to accrued capping, closure, and post closure costs. These 
unfavorable impacts were partially offset by the favorable impacts related to accounts payable, which is affected by both cost 
changes and timing of payments, and prepaid expenses, inventories and other assets, which are affected primarily by the 
timing of payments, expense recognition, as well as cost changes. This is compared to the fiscal year ended April 30, 2010, 
when our cash flow from operations was unfavorably impacted $1.0 million by changes in our assets and liabilities. The 
unfavorable $4.5 million change is due to the unfavorable $12.8 million impact associated with the change in accrued 
expenses and other liabilities, offset by the $4.9 million favorable impact related to the change in accounts receivable, the 
$2.4 million favorable impact related to the change in accounts payable, and the $1.1 million favorable impact related to the 
change in prepaid expenses, inventories and other assets. 

Net cash used in investing activities.  Cash flows used in investing activities increased by $16.2 million and decreased by $7.3 million 
for the fiscal years ended April 30, 2012 and 2011, respectively. 

The most significant items affecting the change in our investing cash flows for the fiscal year ended April 30, 2012 are summarized
below: 

•

•

•

•

•

Capital expenditures. Higher capital expenditures of $4.5 million in the fiscal year ended April 30, 2012 related primarily to 
recycling facility upgrades, a landfill gas-to-energy project and fleet replacement. 

Payments on landfill operating lease contracts. Higher payments of $1.0 million for landfill operating lease contracts in the 
fiscal year ended April 30, 2012 due to the timing of payments. 

Investments in unconsolidated entities. Cash payments of $5.0 million in the fiscal year ended April 30, 2012 related to our 
contributions totaling $0.6 million for interests in Tompkins and AGreen, an additional $3.9 million in contributions to 
GreenFiber and our initial $0.5 million contribution for an interest in GreenerU. 

Proceeds from the sale of assets. A decrease of $7.5 million in cash proceeds, of which the entire amount relates to the sale of 
certain assets in Southeastern Massachusetts in the fiscal year ended April 30, 2011. 

Acquisitions, net of cash acquired. During the fiscal year ended April 30, 2012, we acquired five solid waste hauling 
operations and completed the acquisition of the McKean County landfill business in Pennsylvania by acquiring additional 
equipment not included in the original transaction for total consideration of $2.3 million, including $2.1 million in cash and 
$0.2 million in holdbacks to sellers. During the fiscal year ended April 30, 2011, acquisitions were completed for $1.7 
million in cash. 

The most significant items affecting the change in our investing cash flows for the fiscal year ended April 30, 2011 are summarized
below: 

•

•

•

•

•

Proceeds from the sale of assets. An increase of $7.5 million in cash proceeds related to the sale of certain assets in 
Southeastern Massachusetts in the first quarter of the fiscal year ended April 30, 2011. 

Payments on landfill operating lease contracts. Lower payments of $8.1 million for landfill operating lease contracts in the 
fiscal year ended April 30, 2011. This was due to the timing of certain payments along with additional payments made to 
amend the operating agreement for the Chemung landfill in fiscal year 2010. 

Proceeds from the sale of property and equipment. A $3.5 million decrease in cash proceeds from the sale of property and 
equipment. 

Capital expenditures. Higher capital expenditures of $2.4 million in the fiscal year ended April 30, 2011 related primarily to 
recycling facility upgrades and a landfill gas-to-energy project. 

Purchase of gas operating rights. Cash payments of $1.6 million in the fiscal year ended April 30, 2011 associated with the 
purchase of gas rights. 

Net cash used in financing activities. Cash flows provided by (used in) financing activities increased $128.1 million and decreased by 
$110.6 million for the fiscal years ended April 30, 2012 and 2011, respectively. 

50 

The most significant items affecting the change in our financing cash flows for the fiscal year ended April 30, 2012 are summarized
below: 

• Debt activity. Decreased debt borrowings of $220.3 million more than offset by decreased debt payments of $338.9 million in 

the fiscal year ended April 30, 2012. The decrease in long term borrowings is primarily the result of the offering of the 2019 
Notes in fiscal year 2011. The decrease in principal payments is primarily the result of the pay down of the senior secured 
term B loan due April 9, 2014 and the redemption of the 2013 Notes in fiscal year 2011. 

The most significant items affecting the change in our financing cash flows for the fiscal year ended April 30, 2011 are summarized
below: 

• Debt activity. The increase in cash used relates primarily to the $128.1 million pay down of the senior secured term B loan 
due April 9, 2014 in the fourth quarter of fiscal year 2011 offset by additional borrowings including the 2019 Notes. 

Net cash provided by discontinued operations. Cash flows provided by discontinued operations decreased $125.7 million and 
increased $120.0 million for the fiscal years ended April 30, 2012 and 2011, respectively. These fluctuations in net cash flows
provided by discontinued operations is primarily the result of two separate transactions in fiscal year 2011; the sale of non-integrated 
recycling assets and select intellectual property assets for $134.2 million in gross proceeds and the sale of the Trilogy Glass business 
for $1.8 million in cash proceeds. 

We generally meet liquidity needs from operating cash flow and the 2011 Revolver. These liquidity needs are primarily for capital
expenditures for vehicles, containers and landfill development, debt service costs and capping, closure and post-closure expenditures 
and acquisitions. 

Our strategy to hedge against fluctuations in variable interest rates involves entering into interest rate derivative agreements to hedge 
against adverse movements in interest rates. In fiscal year 2012, we entered into two forward starting interest rate derivative
agreements to hedge the interest rate risk associated with a forecasted transaction effective January 15, 2013. The proceeds associated 
with the forecasted transaction would be used to redeem our outstanding $180.0 million Second Lien Notes due 2014. The Second 
Lien Notes become callable on July 15, 2012. The total notional amount of these agreements is $150.0 million and requires us to
receive interest based on changes in the London Interbank Offered Rate (“LIBOR”) index and pay interest at a rate of approximately
1.40%. The agreements mature in March of 2016, which is when the 2011 Revolver becomes due. 

We use a variety of strategies to mitigate the impact of fluctuations in commodity prices including entering into fixed price contracts
and entering into hedges which mitigate the variability in cash flows generated from the sales of recycled paper at floating prices,
resulting in a fixed price being received from these sales. As of April 30, 2012, we were not party to any commodity hedging 
agreements. For further discussion on commodity price volatility, see “Item 3 — Quantitative and Qualitative Disclosures about 
Market Risk — Commodity Price Volatility” below. 

We have filed a universal shelf registration statement with the SEC pursuant to which we may from time to time issue securities in an 
amount of up to $250.0 million. Our ability and willingness to issue securities pursuant to this registration statement will depend on 
market conditions at the time of any such desired offering and therefore we may not be able to issue such securities on favorable
terms, if at all. 

Contractual Obligations

The following table summarizes our significant contractual obligations and commitments as of April 30, 2012 (in millions) and the
anticipated effect of these obligations on our liquidity in future years: 

Long-term debt 
Financing lease obligations 
Interest obligations (1) 
Operating leases (2) 
Capping / closure / post-closure 
Total contractual cash obligations (3) 

2013 

1,228
338 
41,131
10,715 
4,954
58,366 

$

$

$

$

51 

2014-2015 

Fiscal Year(s) ending April 30, 
2016-2017 

Thereafter 

181,171
748 
74,173
37,484 
11,233
304,809 

$

$

69,783
1,070 
42,021
16,488 
6,918
136,280 

$

$ 

225,000
— 
42,816
119,714 
97,355
484,885 

$

$

Total 
477,182
2,156 
200,141
184,401 
120,460
984,340 

 
 
 
 
 
 
 
 
(1)

(2)

(3)

Interest obligations based on debt and capital lease balances as of April 30, 2012. Interest obligations related to variable rate
debt were calculated using variable rates in effect at April 30, 2012. 

Includes obligations related to landfill operating lease contracts. 

Contractual cash obligations do not include accounts payable or accrued liabilities, which will be paid in fiscal year 2013. 

In addition to the above obligations, we have unrecognized tax benefits at April 30, 2012 of approximately $0.6 million. Due to the 
uncertainty with respect to the timing of future cash flows associated with the unrecognized tax benefits at April 30, 2012, we are 
unable to make reasonably reliable estimates as to the timing of cash settlements. 

Inflation and Prevailing Economic Conditions

To date, inflation has not had a significant impact on our operations. Consistent with industry practice, most of our contracts provide 
for a pass-through of certain costs, including increases in landfill tipping fees and, in some cases, fuel costs. We have implemented a 
fuel surcharge program, which is designed to recover escalating fuel price fluctuations above an expected floor. We therefore believe 
we should be able to implement price increases sufficient to offset most cost increases resulting from inflation. However, competitive 
factors may require us to absorb at least a portion of these cost increases, particularly during periods of high inflation. 

Our business is located in the northeastern United States. Therefore, our business, financial condition and results of operations are 
susceptible to downturns in the general economy in this geographic region and other factors affecting the region, such as state
regulations and severe weather conditions. We are unable to forecast or determine the timing and/or the future impact of a sustained 
economic slowdown. 

Limitations on Ownership of Notes

Pursuant to the first paragraph of Section 2.17 of the indentures governing the Second Lien Notes, Section 2.19 of the 2019 Notes and 
the provisions of the Converted Bonds, no beneficial holder of the Second Lien Notes, 2019 Notes and/or Converted Bonds is 
permitted to knowingly acquire Second Lien Notes, 2019 Notes and/or Converted Bonds if such person would own 10% or more of 
the consolidated debt for which relevant subsidiaries of ours are obligated (and must dispose of Second Lien Notes, 2019 Notes and
Converted Bonds or other debt of ours to the extent such person becomes aware of exceeding such threshold), if such ownership 
would require consent of any regulatory authority under applicable law or regulation governing solid waste operators and such consent 
has not been obtained. We will furnish to the holders of the Second Lien Notes, 2019 Notes and Converted Bonds, in each quarterly
and annual report, the dollar amount of our debt that would serve as the threshold for evaluating a beneficial holder’s compliance with 
these ownership restrictions. As of April 30, 2012, that dollar amount was $47.1million. 

Critical Accounting Estimates and Assumptions

The preparation of our financial statements requires management to make estimates and assumptions that affect the reported amounts 
of assets and liabilities and the disclosure of contingent assets and liabilities, as applicable, at the date of the financial statements and 
the reported amounts of revenues and expenses during the reporting period. On an on-going basis, management evaluates its estimates 
and judgments which are based on historical experience and on various other factors that are believed to be reasonable under the
circumstances. The results of their evaluation form the basis for making judgments about the carrying values of assets and liabilities.
Actual results may differ from these estimates under different assumptions and circumstances. Our significant accounting policies are 
more fully discussed in Note 1 of our consolidated financial statements included in Item 8 of this Form 10-K. 

Landfills

The cost estimates for capping, closure and post-closure activities at landfills for which we have responsibility are estimated based on 
our interpretations of current requirements and proposed or anticipated regulatory changes. We also estimate additional costs based on 
the amount a third party would charge us to perform such activities even when we expect to perform these activities internally. We 
estimate the airspace to be consumed related to each capping event and the timing of construction related to each capping event and of 
closure and post-closure activities. Because landfill capping, closure and post-closure obligations are measured at estimated fair value 
using present value techniques, changes in the estimated timing of construction of future landfill capping and closure and post-closure 
activities would have an effect on these liabilities, related assets and results of operations. 

Landfill Development Costs

We estimate the total cost to develop each of our landfill sites to its remaining permitted and expansion capacity. This estimate
includes such costs as landfill liner material and installation, excavation for airspace, landfill leachate collection systems, landfill gas 
collection systems, environmental monitoring equipment for groundwater and landfill gas, directly related engineering, capitalized

52 

interest, on-site road construction and other capital infrastructure costs. Additionally, landfill development includes all land purchases 
for landfill footprint and required landfill buffer property. The projection of these landfill costs is dependent, in part, on future events. 
The remaining amortizable basis of each landfill includes costs to develop a site to its remaining permitted and expansion capacity and 
includes amounts previously expended and capitalized, net of accumulated airspace amortization, and projections of future purchase
and development costs. 

Under life-cycle accounting, all costs related to acquisition and construction of landfill sites are capitalized and charged to expense 
based on tonnage placed into each site. Landfill permitting, acquisition and preparation costs are amortized on the units-of-
consumption method as landfill airspace is consumed. In determining the amortization rate for these landfills, preparation costs
include the total estimated costs to complete construction of the landfills’ permitted and expansion capacity. 

Landfill Capping Costs

Capping includes installation of liners, drainage, compacted soil layers and topsoil over areas of a landfill where total airspace has 
been consumed and waste is no longer being received. Capping activities occur throughout the life of the landfill. Our engineering 
personnel estimate the cost for each capping event based on the acreage to be capped and the capping materials and activities required. 
The estimates also consider when these costs would actually be paid and factor in inflation and discount rates. The engineers then 
quantify the landfill capacity associated with each capping event and the costs for each event are amortized over that capacity as waste 
is received at the landfill. 

Landfill Closure and Post-Closure

Closure and post-closure costs represent future estimated costs related to monitoring and maintenance of a solid waste landfill, after a 
landfill facility ceases to accept waste and closes. We estimate, based on input from our engineers, lawyers, accounting personnel and 
consultants, our future cost requirements for closure and post-closure monitoring and maintenance based on our interpretation of the 
technical standards of the Subtitle D regulations and the air emissions standards under the Clean Air Act as they are being applied on a 
state-by-state basis. Significant reductions in our estimates of the remaining lives of our landfills or significant increases in our 
estimates of the landfill closure and post-closure maintenance costs could have a material adverse effect on our financial condition and 
results of operations. In determining estimated future closure and post-closure costs, we consider costs associated with permitted and 
expansion airspace. 

Remaining Permitted Airspace

Our engineers, in consultation with third-party engineering consultants and surveyors, are responsible for determining remaining
permitted airspace at our landfills. The remaining permitted airspace is determined by an annual survey, which is then used to compare 
the existing landfill topography to the expected final landfill topography. 

Expansion Airspace

We include currently unpermitted expansion airspace in our estimate of remaining permitted and expansion airspace in certain 
circumstances. To be considered expansion airspace all of the following criteria must be met: 

• we control the land on which the expansion is sought; 

•

all technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained; 

• we have not identified any legal or political impediments which we believe will not be resolved in our favor; 

• we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and 

•

senior management has approved the project. 

For unpermitted airspace to be initially included in our estimate of remaining permitted and expansion airspace, the expansion effort 
must meet all of the criteria listed above. These criteria are annually evaluated by our engineers, accountants, lawyers, managers and 
others to identify potential obstacles to obtaining the permits. Once the remaining permitted and expansion airspace is determined in 
cubic yards, an airspace utilization factor, or AUF, is established to calculate the remaining permitted and expansion capacity in tons. 
The AUF is established using the measured density obtained from previous annual surveys. When we include the expansion airspace
in our calculations of remaining permitted and expansion airspace, we also include the projected costs for development, as well as the 
projected asset retirement costs related to capping, and closure and post-closure of the expansion airspace in the amortization basis of 
the landfill. 

53 

After determining the costs and the remaining permitted and expansion capacity at each of our landfills, we determine the per ton rates 
that will be expensed as waste is received and deposited at the landfill by dividing the costs by the corresponding number of tons. We 
calculate per ton amortization rates for each landfill for assets associated with each capping event, for assets related to closure and 
post-closure activities and for all other costs capitalized or to be capitalized in the future. These rates per ton are updated annually, or 
more often, as significant facts change. 

It is possible that actual results, including the amount of costs incurred, the timing of capping, closure and post-closure activities, our 
airspace utilization or the success of our expansion efforts could ultimately turn out to be significantly different from our estimates and 
assumptions. To the extent that such estimates, or related assumptions, prove to be significantly different than actual results, lower 
profitability may be experienced due to higher amortization rates, higher capping, closure or post-closure rates, or higher expenses; or 
higher profitability may result if the opposite occurs. Most significantly, if it is determined that the expansion capacity should no 
longer be considered in calculating the recoverability of the landfill asset, we may be required to recognize an asset impairment. If it is 
determined that the likelihood of receiving an expansion permit has become remote, the capitalized costs related to the expansion 
effort are expensed immediately. 

Environmental Remediation Liabilities

Recorded environmental liabilities represent our estimate of the most likely outcome of the matters for which we have determined
liability is probable. These liabilities include potentially responsible party, or PRP, investigations, settlements, certain legal and 
consultant fees, as well as costs directly associated with site investigation and clean up, such as materials and incremental internal 
costs directly related to the remedy. We provide for expenses associated with environmental remediation obligations when such 
amounts are probable and can be reasonably estimated. We estimate costs required to remediate sites where it is probable that a
liability has been incurred based on site-specific facts and circumstances. Estimates of the cost for the likely remedy are developed
using third-party environmental engineers or other service providers. 

Goodwill and Other Intangibles

We do not amortize goodwill. We annually assess goodwill impairment at the end of the fourth quarter of our fiscal year, or more
frequently if events or circumstances indicate that impairment may exist. 

We assess whether a goodwill impairment exists using both qualitative and quantitative assessments. Our qualitative assessment 
involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of a reporting unit 
is less than its carrying amount, including goodwill. If based on this qualitative assessment we determine it is not more likely than not 
that the fair value of a reporting unit is less than its carrying amount, we will not perform a quantitative assessment. 

If the qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying 
amount or if we elect not to perform a qualitative assessment, we perform a quantitative assessment or two-step impairment test to 
determine whether a goodwill impairment exists at the reporting unit. 

In the first step of testing for goodwill impairment, we estimate the fair value of each reporting unit, which we have determined to be 
our geographic operating segments and Recycling, and compare the fair value with the carrying value of the net assets assigned to
each reporting unit. We test goodwill at this reporting unit level because the business is managed and reported at this level. If the fair 
value is less than its carrying value, then we would perform a second step and determine the fair value of the goodwill. In this second 
step, the fair value of goodwill is determined by deducting the fair value of a reporting unit’s identifiable assets and liabilities from the 
fair value of the reporting unit as a whole, as if that reporting unit had just been acquired and the purchase price were being initially 
allocated. If the fair value of the goodwill is less than its carrying value for a reporting unit, an impairment charge would be recorded 
to earnings. 

To determine the fair value of each of our reporting units as a whole we use discounted cash flow analyses, which require significant 
assumptions and estimates about the future operations of each reporting unit. Significant judgments inherent in this analysis include 
the determination of appropriate discount rates, the amount and timing of expected future cash flows and growth rates. The cash flows 
employed in our discounted cash flow analyses are based on financial forecasts developed internally by management. Our discount
rate assumptions are based on an assessment of our risk adjusted discount rate, applicable for each reporting unit. In assessing the 
reasonableness of our determined fair values of our reporting units, we evaluate our results against our current market capitalization. 

54 

In addition, we would evaluate a reporting unit for impairment if events or circumstances change between annual tests indicating a 
possible impairment. Examples of such events or circumstances include the following: 

•

•

•

•

a significant adverse change in legal status or in the business climate, 

an adverse action or assessment by a regulator, 

a more likely than not expectation that a segment or a significant portion thereof will be sold, or 

the testing for recoverability of a significant asset group within the segment. 

We incurred no impairment of goodwill as a result of our annual fourth quarter goodwill impairment tests in fiscal years 2012, 2011 or 
2010. However, there can be no assurance that goodwill will not be impaired at any time in the future. As of April 30, 2012, the
qualitative assessment performed for the Western reporting unit indicated that it is more likely than not that the fair value of the 
reporting unit exceeded its carrying amount, including goodwill, and, therefore, no step one was performed. The Step 1 test indicated
that fair value of the Recycling reporting unit exceeded its carrying value by 24.4%. The carrying value of the Eastern reporting unit 
goodwill is de minimus and its impact to our operating results would be immaterial. See Note 1 and Note 6 to our consolidated 
financial statements included under Item 8 of this Form 10-K for further disclosure. 

Recovery of Long-Lived Assets

We continually consider whether events or changes in circumstances have occurred that may warrant revision of the estimated useful 
lives of our long-lived assets (other than goodwill) or whether the remaining balances of those assets should be evaluated for possible 
impairment.  Long-lived assets include, for example, capitalized landfill costs, other property and equipment, and identifiable
intangible assets.  Events or changes in circumstances that may indicate that an asset may be impaired include the following: 

•

•

•

•

•

•

•

a significant decrease in the market price of an asset or asset group, 

a significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical 
condition, 

a significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset 
group, including an adverse action or assessment by a regulator, 

an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a 
long-lived asset, 

a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or 
forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group, 

a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of 
significantly before the end of its previously estimated useful life, or 

an impairment of goodwill at a reporting unit. 

There are certain indicators listed above that require significant judgment and understanding of the waste industry when applied to 
landfill development or expansion.  For example, a regulator may initially deny a landfill expansion permit application although the 
expansion permit is ultimately granted.  In addition, management may periodically divert waste from one landfill to another to 
conserve remaining permitted landfill airspace.  Therefore, certain events could occur in the ordinary course of business and not 
necessarily be considered indicators of impairment due to the unique nature of the waste industry. 

If an impairment indicator occurs, we perform a test of recoverability by comparing the carrying value of the asset or asset group to its 
undiscounted expected future cash flows.  We group our long-lived assets for this purpose at the lowest level for which identifiable 
cash flows are largely independent of the cash flows of other assets or asset groups. If the carrying values are in excess of 
undiscounted expected future cash flows, we measure any impairment by comparing the fair value of the asset or asset group to its
carrying value. 

To determine fair value we use discounted cash flow analyses and estimates about the future cash flows of the asset or asset group.  
This analysis includes a determination of an appropriate discount rate, the amount and timing of expected future cash flows and
growth rates.  The cash flows employed in our discounted cash flow analyses are typically based on financial forecasts developed

55 

internally by management.  The discount rate used is commensurate with the risks involved.  We may also rely on third party 
valuations and or information available regarding the market value for similar assets. 

If the fair value of an asset or asset group is determined to be less than the carrying amount of the asset or asset group, impairment in 
the amount of the difference is recorded in the period that the impairment occurs.  Estimating future cash flows requires significant
judgment and projections may vary from the cash flows eventually realized. 

In the fiscal year 2012, we entered into negotiations regarding the sale of Maine Energy. Based on the proposed purchase 
consideration, we recorded a $40.7 million impairment charge to the asset group within the Eastern region segment. The impairment 
was measured based on the asset group’s highest and best use under the market approach, utilizing the discounted present cash flows 
associated with the purchase consideration, adjusted for costs to demolish the facility. We used a discount rate of 3.5%, which
approximates the buyers borrowing rate. 

Self-Insurance Liabilities and Related Costs

We are self-insured for vehicles and workers’ compensation. The liability for unpaid claims and associated expenses, including 
incurred but not reported losses, is determined by management with the assistance of a third party actuary and reflected in our
consolidated balance sheet as an accrued liability. Our estimated accruals for these liabilities could be significantly different than our 
ultimate obligations if variables such as the frequency or severity of future events differ significantly from our assumptions.

New Accounting Standards

For a description of the new accounting standards that may affect us, see Note 2 to our consolidated financial statements included in 
Item 8 of this Form 10-K. 

ITEM 7A.  QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Interest Rate Volatility

We had interest rate risk relating to approximately $73.2 million of long-term debt at April 30, 2012. The weighted average interest 
rate on the variable rate portion of long-term debt was approximately 4.3% at April 30, 2012. Should the average interest rate on the 
variable rate portion of long-term debt change by 100 basis points, our annual interest expense would increase or decrease by $0.2 
million. 

The remainder of our long-term debt is at fixed rates and not subject to interest rate risk. 

We are currently entered into two forward starting interest rate derivative agreements to hedge interest rate risk of a forecasted 
transaction effective January 15, 2013. The forecasted transaction would be used to redeem our outstanding $180.0 million 11% 
Second Lien Notes due 2014. The forecasted transaction is expected to occur between July 15, 2012 and January 15, 2013 as these
notes become callable on July 15, 2012. The total notional amount of these agreements is $150.0 million and requires us to receive 
interest based on changes in the LIBOR index and pay interest at a rate of approximately 1.40%. The agreements mature in 
March 2016. 

Commodity Price Volatility

Through our Recycling operation, we market a variety of materials, including fibers such as old corrugated cardboard and old 
newsprint, plastics, glass, ferrous and aluminum metals. We use a number of strategies to mitigate impacts from commodity price
fluctuations, such as indexed purchases, floor prices, fixed price agreements, and revenue share arrangements. As of April 30, 2012, 
we were not party to any commodity hedge contracts. We do not use financial instruments for trading purposes and are not a party to 
any leveraged derivatives. 

If commodity prices were to have changed by 10% in the year ended April 30, 2012, management’s estimate of the impact on our 
operating income is estimated to have been between $0.2 million and $0.3 million based on the observed impact of commodity price
changes on operating income margin during the years ended April 30, 2012 and 2011. Our sensitivity to changes in commodity prices
is complex because each customer contract is unique relative to revenue sharing, tipping or processing fees and other arrangements. 
The above estimated ranges of operating income impact may not be indicative of future operating results and actual results may vary 
materially. 

56 

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 
13a-15(f) under the Securities Exchange Act of 1934, as amended. Because of its inherent limitations, internal control over financial 
reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to 
the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or 
procedures may deteriorate. Our management assessed the effectiveness of our internal control over financial reporting as of April 30, 
2012. In making this assessment, our management used the criteria set forth by the Committee of Sponsoring Organizations of the
Treadway Commission in Internal Control-Integrated Framework. Based on its assessment, management concluded that, as of 
April 30, 2012, our internal control over financial reporting is effective based on those criteria. The effectiveness of our internal 
control over financial reporting as of April 30, 2012 has been audited by McGladrey LLP, an independent registered public accounting 
firm. McGladrey LLP has issued an attestation report on our internal control over financial reporting, which is included herein.

57 

To the Board of Directors and Stockholders 
of Casella Waste Systems, Inc.: 

Report of Independent Registered Public Accounting Firm

We have audited the accompanying consolidated balance sheets of Casella Waste Systems, Inc. and subsidiaries (the Company) as of
April 30, 2012 and 2011, and the related consolidated statements of operations, stockholders’ equity and comprehensive (loss) 
income, and cash flows for each of the two years in the period ended April 30, 2012, and the financial statement schedules of Casella
Waste Systems, Inc. and subsidiaries listed in Item 15(a) for the years ended April 30, 2012 and 2011.  We also have audited the
Company’s internal control over financial reporting as of April 30, 2012, based on criteria established in Internal Control — 
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.  The Company’s 
management is responsible for these financial statements and financial statement schedules, for maintaining effective internal control
over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the 
accompanying Management’s Report on Internal Control Over Financial Reporting.  Our responsibility is to express an opinion on 
these financial statements and an opinion on the Company’s internal control over financial reporting based on our audits.  We also 
audited the adjustments described in Note 16 that were applied retrospectively to the 2010 consolidated financial statements and
financial statement schedule.  In our opinion, such adjustments are appropriate and have been properly applied.  However, we were
not engaged to audit, review, or apply any procedures to the 2010 consolidated financial statements of the Company other than with 
respect to such adjustments and, accordingly, we do not express an opinion or any other form of assurance on the 2010 consolidated 
financial statements taken as a whole. 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  
Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are 
free of material misstatement and whether effective internal control over financial reporting was maintained in all material respects.  
Our audits of the financial statements included examining, on a test basis, evidence supporting the amounts and disclosures in the 
financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the
overall financial statement presentation.  Our audit of internal control over financial reporting included obtaining an understanding of 
internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and 
operating effectiveness of internal control based on the assessed risk.  Our audits also included performing such other procedures as 
we considered necessary in the circumstances.  We believe that our audits provide a reasonable basis for our opinions. 

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of 
financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting 
principles.  A company’s internal control over financial reporting includes those policies and procedures that (a) pertain to the 
maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the 
company; (b) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in 
accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in 
accordance with authorizations of management and directors of the company; and (c) provide reasonable assurance regarding 
prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect 
on the financial statements. 

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements.  Also, projections 
of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in 
conditions, or that the degree of compliance with the policies or procedures may deteriorate. 

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of 
Casella Waste Systems, Inc. and subsidiaries as of April 30, 2012, and the results of its operations and its cash flows for each of the 
years in the two-year period ended April 30, 2012, in conformity with accounting principles generally accepted in the United States of 
America, and in our opinion, the related financial statement schedules, when considered in relation to the basic consolidated financial 
statements taken as a whole, presents fairly in all material respects the information set forth therein.  Also in our opinion, Casella
Waste Systems, Inc. and subsidiaries maintained, in all material respects, effective internal control over financial reporting as of 
April 30, 2012, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring 
Organizations of the Treadway Commission. 

/s/ McGladrey LLP 

Boston, Massachusetts 
June 28, 2012 

58 

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders 
of Casella Waste Systems, Inc.: 

We have audited, before the effects of the adjustments related to the discontinued operations described in Note 16, the accompanying 
consolidated statements of operations and stockholders’ equity and comprehensive loss for Casella Waste Systems, Inc. and 
subsidiaries (the Company) for the year ended April 30, 2010. We have also audited, before the effects of the adjustments related to 
the discontinued operations described in Note 16, the financial statement schedule for the year ended April 30, 2010 listed in Item 
15(a)(2) of this Form 10-K. The Company’s management is responsible for these financial statements and the financial statement 
schedule. Our responsibility is to express an opinion on these financial statements and schedule based on our audit. 

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of 
material misstatement. Our audit of the financial statements included examining, on a test basis, evidence supporting the amounts and 
disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and 
evaluating the overall financial statement presentation. Our audit also included performing such other procedures as we considered 
necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. 

In our opinion, before the effects of the adjustments related to the discontinued operations described in Note 16, the consolidated
financial statements referred to above present fairly, in all material respects, the consolidated results of their operations for the year 
ended April 30, 2010 in conformity with accounting principles generally accepted in the United States of America. In addition, in our 
opinion, before the effects of the adjustments related to the discontinued operations described in Note 16, the financial statement 
schedule listed in Item 15(a)(2) of this Form 10-K presents fairly, in all material respects, the information set forth therein when read 
in conjunction with the related consolidated financial statements. 

We were not engaged to audit, review, or apply any procedures to the adjustments related to the discontinued operations described in 
Note 16 and, accordingly, we do not express an opinion or any other form of assurance about whether such adjustments are 
appropriate and have been properly applied. Those adjustments were audited by McGladrey LLP, as stated in their report appearing
herein. 

/s/ Caturano and Company, P.C. 

Boston, Massachusetts 
June 10, 2010 

59 

CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)

ASSETS

April 30, 
2012 

April 30, 
2011 

CURRENT ASSETS: 

Cash and cash equivalents 
Restricted cash 
Accounts receivable - trade, net of allowance for doubtful accounts of $740 and $920 
Refundable income taxes 
Prepaid expenses 
Inventory 
Deferred income taxes 
Other current assets 

$ 

Total current assets 

Property, plant and equipment, net of accumulated depreciation and amortization of $593,206 

and $624,044 

Goodwill 
Intangible assets, net 
Restricted assets 
Notes receivable - related party/employee 
Investments in unconsolidated entities 
Other non-current assets 

$

4,534 
76
47,472 
1,281
6,077 
3,595
3,712 
609

67,356

416,717
101,706 
2,970
424 
722
22,781 
21,067

1,817 
76
54,914 
—
5,856 
3,461
5,600 
681

72,405

453,361
101,204 
2,455
334 
1,297
38,263 
21,262

The accompanying notes are an integral part of these consolidated financial statements. 

566,387

618,176

$

633,743

$

690,581

60 

 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Continued)
(in thousands, except for share and per share data)

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES: 

Current maturities of long-term debt and capital leases 
Current maturities of financing lease obligations 
Accounts payable 
Accrued payroll and related expenses 
Accrued interest 
Current accrued capping, closure and post-closure costs 
Income taxes payable 
Other accrued liabilities 

Total current liabilities 

Long-term debt and capital leases, less current maturities 
Financing lease obligations, less current maturities 
Accrued capping, closure and post-closure costs, less current portion 
Deferred income taxes 
Other long-term liabilities 

COMMITMENTS AND CONTINGENCIES 

STOCKHOLDERS' EQUITY: 

Casella Waste Systems, Inc. stockholders' equity: 

Class A common stock -  

Authorized - 100,000,000 shares, $0.01 par value per share, issued and outstanding - 

25,991,000 and 25,589,000 shares as of April 30, 2012 and April 30, 2011, 
respectively 

Class B convertible common stock -  

Authorized - 1,000,000 shares, $0.01 par value per share, 10 votes per share, issued 

and outstanding - 988,000 shares as of April 30, 2012 and April 30, 2011, 
respectively 

Additional paid-in capital 
Accumulated deficit 
Accumulated other comprehensive (loss) income 

Total Casella Waste Systems, Inc. stockholders' equity 
Noncontrolling interest 

Total stockholders' equity 

April 30, 
2012 

April 30, 
2011 

$ 

$

1,228 
338
46,709 
4,142
9,803 
4,907
— 
21,208

88,335

473,381
1,818 
34,722
5,336 
11,920

1,217 
316
42,499 
3,702
9,776 
1,702
3,786 
20,923

83,921

461,418
2,156 
34,705
5,578 
8,816

260 

256 

10 
288,348
(270,235) 
(1,952)

16,431
1,800 

18,231 

10 
285,992
(192,649)
378

93,987
—

93,987 

$ 

633,743 

$

690,581 

The accompanying notes are an integral part of these consolidated financial statements. 

61 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTESYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands)

2012 

Fiscal Year Ended April 30, 
2011 

2010 

Revenues 

$

480,815

$

466,064

$

457,642

Operating expenses: 
Cost of operations 
General and administration 
Depreciation and amortization 
Asset impairment charge 
Legal settlement 
Development project charge 
Environmental remediation charge 
Bargain purchase gain 
Gain on sale of assets 

Operating (loss) income 

Other expense/(income), net: 

Interest income 
Interest expense 
Loss from equity method investments 
Impairment of equity method investment 
Loss on debt extinguishment 
Other income 

Other expense, net 

330,754 
60,775
58,576 
40,746
1,359 
131
— 
—
— 

492,341 
(11,526)

(42) 

45,541
9,994 
10,680
300 
(863)

65,610

317,504 
64,010
58,261 
3,654
—
—
549 
(2,975)
(3,502) 

437,501 
28,563

(54) 

45,912
4,096 
—
7,390 
(860)

56,484

303,399 
57,476
63,619 
—
—
—
335 
—
—

424,829 
32,813

(110)
44,375
2,691 
—
511 
(847)

46,620

Loss from continuing operations before income taxes and discontinued 

operations 

Provision (benefit) for income taxes 

(77,136)
1,181 

(27,921)
(24,217) 

(13,807)
2,242 

Loss from continuing operations before discontinued operations 

(78,317) 

(3,704) 

(16,049)

Discontinued operations: 

(Loss) income from discontinued operations (net of income tax (benefit)

provision of $0, ($800) and $920) 

Gain on disposal of discontinued operations (net of income tax 

provision of $489, $31,714 and $795) 

Net (loss) income 

Less: Net loss attributable to noncontrolling interest 

Net (loss) income attributable to common stockholders 

—

725 

(1,458)

43,590 

1,011

1,180 

$

$

(77,592)  $ 

38,428 

$

(13,858)

(6)

—

—

(77,586)  $ 

38,428 

$

(13,858)

The accompanying notes are an integral part of these consolidated financial statements. 

62 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTESYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Continued)
(in thousands, except for per share data)

Basic and diluted earnings per share: 

Loss from continuing operations before discontinued operations 
(Loss) income from discontinued operations, net 
Gain on disposal of discontinued operations, net 

Net (loss) income per common share 

Average common shares outstanding: 

Basic and diluted 

Amounts attributable to common stockholders: 
Loss from continuing operations, net of tax 
Discontinued operations, net of tax 

Net (loss) income 

2012 

Fiscal Year Ended April 30, 
2011 

2010 

(2.93)  $ 

—
0.03 

(0.14)  $
(0.06)
1.67 

(2.90)  $ 

1.47 

$

(0.62)
0.03
0.05 

(0.54)

26,749

26,105

25,731

(78,311)  $ 
725

(3,704)  $
42,132

(16,049)
2,191

(77,586)

$

38,428

$

(13,858)

$

$

$

$

The accompanying notes are an integral part of these consolidated financial statements. 

63 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONSOLIDATED STATEMENTS OF 
STOCKHOLDERS’ EQUITY AND COMPREHENSIVE (LOSS) INCOME 
(In thousands) 

Casella Waste Systems, Inc. Stockholders’ Equity 

Class A 

Class B 

  Additional 

Common Stock 

Common Stock 

Shares 

Amount 

Shares 

Amount 

24,679 $

247

988 $

10 $

Paid-In 
Capital 

279,444 $

  Accumulated  
Deficit 
(217,219) $

  Accumulated  
Other 
Comprehensiv
e 

  Income (Loss)
3,828

  Noncontrolling
Interest 

(13,858)

—

Balance, April 30, 2009 
Comprehensive loss:
Net loss 
Other comprehensive income (loss), net of taxes: 

Unrealized loss resulting from changes in fair value of 
derivative instruments, net of tax benefit of ($523) 
Realized loss on derivative instruments reclassified into 

earnings, net of tax benefit of ($940) 

Unrealized gain resulting from changes in fair value of 

marketable securities, net of taxes of $0 

Other comprehensive loss 
Comprehensive loss: 

Issuances of Class A common stock 
Stock-based compensation 
Other 
Balance, April 30, 2010 

Comprehensive income: 
Net income 
Other comprehensive income (loss), net of taxes: 

Unrealized gain resulting from changes in fair value of 

derivative instruments, net of tax benefit of ($1,269) 
Realized loss on derivative instruments reclassified into 

earnings, net of taxes of $398 

Unrealized loss resulting from changes in fair value of 

marketable securities, net of taxes of $10 

Other comprehensive income 
Comprehensive income: 

Issuances of Class A common stock 
Stock-based compensation 
Balance, April 30, 2011 

Comprehensive loss: 
Net loss 
Other comprehensive income (loss), net of taxes: 

Unrealized loss resulting from changes in fair value of 

derivative instruments, net of taxes of $99 

Realized loss on derivative instruments reclassified into 

earnings, net of tax benefit of ($99) 

Unrealized loss resulting from changes in fair value of 

marketable securities, net of taxes of $0 

Other comprehensive loss 
Comprehensive loss:

Issuances of Class A common stock 
Stock-based compensation 
Contribution from noncontrolling interest holder 
Other 
Balance, April 30, 2012 

Comprehensiv
e 
  (Loss) Income  

Total 

$

66,310

(13,858) $

(13,858)

(3,250)

(3,250)

(1,395) 

(1,395) 

32

(4,613) 
(18,471) $

32

(4,613) 
(18,471)

243 
2,242

(28) 

$

50,296

38,428  $ 

38,428 

1,886 

1,886 

(707)

(707)

(16) 

1,163
39,591  $ 

(16) 

1,163
39,591 

—

—

—

—

265 
—
—
24,944 $

—

—

—

—

596
3,504 
93,987

$

645
—
25,589 $

(77,592)  $ 

(77,592) 

(1,749) 

(1,749) 

(578)

(578)

(3) 
(2,330)
(79,922)  $ 

(3) 
(2,330)
(79,922) 

239
1,855 
1,806
266 
18,231

$

—

—

—

—

402
—
—
—
25,991 $

—

—

—

—

2
—
—
249

—

—

—

—

7
—
256

—

—

—

—

4
—
—
—
260

—

—

—

—

—

—

—

—

—
—
—
988 $

— 
—
— 
10 $

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

—

241 
2,242

(28) 

—

—

—

—

—

—

—

— 

—

—
—
—

(3,250)

(1,395) 

32

—
—
—
(785) $

281,899 $

(231,077) $

— 

38,428 

—

— 

(77,586) 

— 

— 

—

— 

—
—

(192,649) $

1,886 

(707)

(16) 

—
—
378 $

(1,749) 

(578)

(3) 

— 

—

— 

—
—
—
—

(270,235) $

—
—
988 $

—
— 
10 $

589
3,504 
285,992 $

—
—
—
—
988 $

—
— 
—
— 
10 $

235
1,855 
—
266 
288,348 $

—
—
—
—
(1,952) $

—
—
1,806
—
1,800

—

—

(6) 

—

—

—

The accompanying notes are an integral part of these consolidated financial statements. 

64 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)

Cash Flows from Operating Activities: 
Net (loss) income 
Adjustments to reconcile net loss to net cash provided by operating activities - 

Loss (income) from discontinued operations, net 
Gain on disposal of discontinued operations, net 
Gain on sale of assets 
Gain on sale of property and equipment 
Depreciation and amortization 
Depletion of landfill operating lease obligations 
Interest accretion on landfill and environmental remediation liabilities 
Environmental remediation charge 
Asset impairment charge 
Bargain purchase gain 
Development project charge 
Amortization of premium on senior subordinated notes 
Amortization of discount on term loan and second lien notes 
Loss from equity method investments 
Impairment of equity method investment 
Loss on debt extinguishment 
Stock-based compensation 
Excess tax benefit on the vesting of share based awards 
Deferred income taxes 
Changes in assets and liabilities, net of effects of acquisitions and divestitures - 

Accounts receivable 
Accounts payable 
Prepaid expenses, inventories and other assets 
Accrued expenses and other liabilities 
Net Cash Provided By Operating Activities 
Cash Flows from Investing Activities: 
Acquisitions, net of cash acquired 
Additions to property, plant and equipment attributable to acquisitions 
Additions to property, plant and equipment 

 - growth 
 - maintenance 

Payments on landfill operating lease contracts 
Purchase of gas rights 
Proceeds from sale of assets 
Proceeds from sale of property and equipment 
Investments in unconsolidated entities 

Net Cash Used In Investing Activities 
Cash Flows from Financing Activities: 
Proceeds from long-term borrowings 
Principal payments on long-term debt 
Payments of financing costs 
Proceeds from exercise of share based awards 
Excess tax benefit on the vesting of share based awards 
Contributions from noncontrolling interest holder 
Net Cash Provided By (Used In) Financing Activities 
Discontinued Operations:

Net cash (used in) provided by operating activities 
Net cash provided by investing activities 
Net cash used in financing activities 

Net Cash Provided By Discontinued Operations 
Net increase (decrease) in cash and cash equivalents 
Cash and cash equivalents, beginning of period 
Cash and cash equivalents, end of period 

2012 

Fiscal Year Ended April 30, 
2011 

2010 

$

(77,592)  $ 

38,428 

$

(13,858)

— 
(725)
— 
(1,004)
58,576 
8,482
3,479 
—
40,746 
—
131 
—
964 
9,994
10,680 
300
1,855 
(254)
1,899 

7,442 
4,210
318 
(5,726)
63,775 

(2,102) 
(529)
(12,211) 
(47,001)
(6,616) 
—
— 
1,492
(5,045) 
(72,012)

163,500
(152,806) 
(1,592)
337 
254
536 
10,229

—
725 
—
725 
2,717
1,817 
4,534

$

$

1,458 
(43,590)
(3,502) 
(470)
58,261 
7,878
3,331 
549
3,654 
(2,975)
—
(611)
801 
4,096
—
7,390
1,592 
(129)
(23,615) 

(3,273) 
7,443
3,834 
(13,459)
47,091 

(1,744) 
(5)
(2,803) 
(52,441)
(5,655) 
(1,608)
7,533 
959
— 
(55,764)

383,757
(491,669) 
(10,588)
476 
129
—
(117,895)

(359)
130,114 
(3,405)
126,350 
(218)
2,035 
1,817

$

(1,011)
(1,180)
—
(1,343)
63,619 
6,867
3,506 
335
—
—
—
(727)
685 
2,691
—
511
1,987 
—
3,031 

(8,179)
5,092
2,755 
(695)
64,086 

(864)
—
(4,187)
(48,647)
(13,737)
—
—
4,434
(49)
(63,050)

492,344
(485,796)
(14,089)
260 
—
—
(7,281)

5,651
1,317 
(526)
6,442 
197
1,838 
2,035

The accompanying notes are an integral part of these consolidated financial statements. 

65 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(in thousands)

Supplemental Disclosures of Cash Flow Information: 

Cash paid during the period for - 

Interest 
Income taxes, net of refunds 

Supplemental Disclosures of Non-Cash Investing and Financing 

Activities: 
Summary of entities acquired in purchase business combinations - 

Fair value of net assets acquired 
Bargain purchase gain 
Cash paid, net 

Notes payable, liabilities assumed and holdbacks to sellers 

Property, plant and equipment acquired through lease obligations 

Equipment contributed by noncontrolling interest 

$
$

$
$
$

$

$

$

2012 

Fiscal Year Ended April 30, 
2011 

2010 

41,243
5,048 

$
$ 

44,291
1,480 

$
$

35,583
234 

2,217 

$ 
— $
$ 

2,102 

115 

$ 

— 

$ 

1,270 

$ 

6,456 
2,975
1,744 

1,737 

— 

— 

$
$
$

$

$

$

1,512 
—
864 

648 

404 

—

The accompanying notes are an integral part of these consolidated financial statements. 

66 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES
NOTES TO AUDITED CONSOLIDATED FINANCIAL STATEMENTS
(in thousands, except for per share data)

1.

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying consolidated financial statements include the accounts of Casella Waste Systems, Inc. (the “Parent”) and its 
subsidiaries and an entity in which it has a controlling financial interest (collectively, “we”, “us” or “our”). For the consolidated 
subsidiary that is less than wholly owned, the third-party holding of equity interests is referred to as a noncontrolling interest. The 
portion of net income (loss) attributable to the noncontrolling interest of this subsidiary is presented as Net income (loss) attributable 
to noncontrolling interest. The portion of stockholders’ equity of this subsidiary attributable to the noncontrolling interest is presented 
as Noncontrolling interest in the consolidated balance sheets and the consolidated statements of stockholders’ equity and 
comprehensive (loss) income. 

We are a regional, integrated solid waste services company that provides collection, transfer, disposal, landfill, landfill gas-to-energy, 
recycling and organics services, in the northeastern United States. We market recyclable metals, aluminum, plastics, paper and 
corrugated cardboard, which have been processed at our recycling facilities, as well as recyclables purchased from third parties. We 
also generate and sell electricity under a contract at a waste-to-energy facility, Maine Energy Recovery Company LP (“Maine 
Energy”). We manage our solid waste operations on a geographic basis through two regional operating segments, the Eastern and 
Western regions, each of which includes a full range of solid waste services, and our larger- recycling and commodity brokerage
operations through our Recycling segment. Ancillary operations, major customer accounts, discontinued operations and earnings 
through equity method investees are included in our Other segment. 

A summary of our significant accounting policies follows: 

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Parent, its wholly-owned subsidiaries and an entity in 
which it has a controlling financial interest. All significant intercompany accounts and transactions are eliminated in consolidation. 
Investments in entities in which we do not have a controlling financial interest are accounted for under either the equity method or cost 
method of accounting, as appropriate. Assets and liabilities of discontinued operations and assets held for sale are segregated from 
those of continuing operations and reported in separate captions in the balance sheet, as applicable. The results of operations that have 
been disposed of or classified as held for sale are reported in discontinued operations, as applicable. See Note 16 for disclosure over 
discontinued operations. 

Use of Estimates and Assumptions

Preparation of our consolidated financial statements in conformity with generally accepted accounting principles requires management 
to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and 
disclosure of the contingent assets and liabilities, as applicable, at the date of the consolidated financial statements. The estimates and 
assumptions will also affect the reported amounts of revenues and expenses during the reporting period. Summarized below are the
estimates and assumptions that we consider to be significant in the preparation of our consolidated financial statements. 

Landfill Development Costs

We estimate the total cost to develop each of our landfill sites to its remaining permitted and expansion capacity. This estimate
includes such costs as landfill liner material and installation, excavation for airspace, landfill leachate collection systems, landfill gas 
collection systems, environmental monitoring equipment for groundwater and landfill gas, directly related engineering, capitalized
interest, on-site road construction and other capital infrastructure costs. Additionally, landfill development includes all land purchases 
for landfill footprint and required landfill buffer property. The projection of these landfill costs is dependent, in part, on future events. 
The remaining amortizable basis of each landfill includes costs to develop a site to its remaining permitted and expansion capacity and 
includes amounts previously expended and capitalized, net of accumulated airspace amortization, and projections of future purchase
and development costs. The interest capitalization rate is based on our weighted average interest rate incurred on borrowings 
outstanding during the period. Interest capitalized for the fiscal years ended April 30, 2012, 2011 and 2010 was $407, $1,078 and 
$349, respectively. 

Under life-cycle accounting, all costs related to acquisition and construction of landfill sites are capitalized and charged to expense 
based on tonnage placed into each site. Landfill permitting, acquisition and preparation costs are amortized on the units-of-

67 

consumption method as landfill airspace is consumed. In determining the amortization rate for these landfills, preparation costs
include the total estimated costs to complete construction of the landfills’ permitted and expansion capacity. 

We apply the following guidelines in determining a landfill’s remaining permitted and expansion airspace: 

Remaining Permitted Airspace. Our engineers, in consultation with third-party engineering consultants and surveyors, are responsible 
for determining remaining permitted airspace at our landfills. The remaining permitted airspace is determined by an annual survey,
which is then used to compare the existing landfill topography to the expected final landfill topography. 

Expansion Airspace. We currently include unpermitted expansion airspace in our estimate of remaining permitted and expansion 
airspace in certain circumstances. To be considered expansion airspace all of the following criteria must be met: 

• we control the land on which the expansion is sought; 

•

all technical siting criteria have been met or a variance has been obtained or is reasonably expected to be obtained; 

• we have not identified any legal or political impediments which we believe will not be resolved in our favor; 

• we are actively working on obtaining any necessary permits and we expect that all required permits will be received; and 

•

senior management has approved the project. 

For unpermitted airspace to be initially included in our estimate of remaining permitted and expansion airspace, the expansion effort 
must meet all of the criteria listed above. These criteria are annually evaluated by our engineers, accountants, lawyers,  managers and 
others to identify potential obstacles to obtaining the permits. Once the remaining permitted and expansion airspace is determined in 
cubic yards, an airspace utilization factor, or AUF, is established to calculate the remaining permitted and expansion capacity in tons. 
The AUF is established using the measured density obtained from previous annual surveys. When we include the expansion airspace
in our calculation of remaining permitted and expansion airspace, we include the projected costs for development, as well as the
projected asset retirement costs related to capping, closure and post-closure of the expansion airspace in the amortization basis of the 
landfill. 

After determining the costs and the remaining permitted and expansion capacity at each of our landfills, we determine the per ton rates 
that will be expensed as waste is received and deposited at the landfill by dividing the costs by the corresponding number of tons. We 
calculate per ton amortization rates for assets associated with each capping event, for assets related to closure and post-closure 
activities and for all other costs capitalized or to be capitalized in the future for each landfill. These rates per ton are updated annually, 
or more often, as significant facts change. 

Landfill Capping, Closure and Post-Closure Costs

The following is a description of our asset retirement activities: 

Capping Costs. Capping activities include the installation of liners, drainage, compacted soil layers and topsoil over areas of a landfill 
where total airspace has been consumed and waste is no longer being received. Capping activities occur throughout the life of the
landfill. Our engineering personnel estimate the cost for each capping event based on the acreage to be capped and the capping 
materials and activities required. The estimates also consider when these costs would actually be paid and factor in inflation and
discount rates. The engineers then quantify the landfill capacity associated with each capping event and the costs for each event are 
amortized over that capacity as waste is received at the landfill. 

Closure and Post-Closure Costs. Closure and post-closure costs represent future estimated costs related to monitoring and 
maintenance of a solid waste landfill, after a landfill facility ceases to accept waste and closes. We estimate, based on input from our 
engineers, lawyers, accounting personnel and consultants, our future cost requirements for closure and post-closure monitoring and 
maintenance based on our interpretation of the technical standards of the Subtitle D regulations and the air emissions standards under 
the Clean Air Act of 1970, as amended, as they are being applied on a state-by-state basis. Closure and post-closure accruals for the 
cost of monitoring and maintenance include site inspection, groundwater monitoring, leachate management, methane gas control and
recovery, and operation and maintenance costs to be incurred for a period which is generally for a term of 30 years after final closure 
of a landfill. In determining estimated future closure and post-closure costs, we consider costs associated with permitted and 
permittable airspace.

Our estimate of costs to discharge capping, closure and post-closure asset retirement obligations for landfills are developed in today’s 
dollars. These costs are then inflated to the period of performance using an estimate of inflation which is updated annually (2.7% for 

68 

fiscal years 2012 and 2011, respectively). Capping, closure and post-closure liabilities are discounted using the credit adjusted risk-
free rate in effect at the time the obligation is incurred. The weighted average rate applicable to our asset retirement obligations at 
April 30, 2012 is between 9.2% and 10.4%, the range of the credit adjusted risk free rates effective since the adoption of guidance 
associated with asset retirement obligations in fiscal year 2004. Accretion expense is necessary to increase the accrued capping,
closure and post-closure liabilities to the future anticipated obligation. To accomplish this, we accrete our capping, closure and post-
closure accrual balances using the same credit-adjusted risk-free rate that was used to calculate the recorded liability. Accretion 
expense on recorded landfill liabilities is recorded to cost of operations from the time the liability is recognized until the costs are paid. 
Accretion expense on recorded landfill liabilities amounted to $3,341, $3,193 and $3,281 in fiscal years 2012, 2011 and 2010, 
respectively.

We provide for the accrual and amortization of estimated future obligations for closure and post-closure based on tonnage placed into 
each site. With regards to capping, the liability is recognized and these costs are amortized based on the airspace related to the specific 
capping event. 

We operate in states which require a certain portion of landfill capping, closure and post-closure obligations to be secured by financial 
assurance, which may take the form of surety bonds, letters of credit and restricted cash. Surety bonds securing closure and post-
closure obligations at April 30, 2012 and 2011 totaled $124,600 and $120,291, respectively. Letters of credit securing closure and 
post-closure obligations at April 30, 2012 and 2011 totaled $1,752, respectively. Restricted cash securing closure and post-closure
obligations is disclosed in Note 4. 

Landfill Accounting-Landfill Operating Lease Contracts

We entered into three landfill operation and management agreements in fiscal year 2004 and one landfill operation and management
agreement in fiscal year 2006. These agreements are long-term landfill operating contracts with government bodies whereby we 
receive tipping revenue, pay normal operating expenses and assume future capping, closure and post-closure liabilities. The 
government body retains ownership of the landfill. There is no bargain purchase option and title to the property does not pass to us at 
the end of the lease term. We allocate the consideration paid to the landfill airspace rights and underlying land lease based on the 
relative fair values. 

In addition to up-front or one-time payments, the landfill operating agreements require us to make future minimum rental payments,
including success/expansion fees, other direct costs and capping, closure and post closure costs. The value of all future minimum lease 
payments is amortized and charged to cost of operations over the life of the contract. We amortize the consideration allocated to
airspace rights as airspace is utilized on a units-of-consumption basis and such amortization is charged to cost of operations as 
airspace is consumed (e.g., as tons are placed into the landfill). The underlying value of the land lease is amortized to cost of
operations on a straight-line basis over the estimated life of the operating agreement. 

Environmental Remediation Liabilities

We have recorded environmental liabilities representing our estimate of the most likely outcome of the matters for which we have
determined that a liability is probable. These liabilities include potentially responsible party, or PRP, investigations, settlements, 
certain legal and consultant fees, as well as costs directly associated with site investigation and clean up, such as materials and 
incremental internal costs directly related to the remedy. We provide for expenses associated with environmental remediation 
obligations when such amounts are probable and can be reasonably estimated. We estimate costs required to remediate sites where it is 
probable that a liability has been incurred based on site-specific facts and circumstances. Estimates of the cost for the likely remedy 
are developed using third-party environmental engineers or other service providers. Where we believe that both the amount of a 
particular environmental remediation liability and timing of payments are reliably determinable, we inflate the cost in current dollars 
until the expected time of payment and discount the cost to present value. See Note 10 for disclosure over environmental remediation 
liabilities. 

Goodwill and Other Intangibles

We do not amortize goodwill. We annually assess goodwill impairment at the end of the fourth quarter of our fiscal year, or more
frequently if events or circumstances indicate that impairment may exist. 

We assess whether a goodwill impairment exists using both qualitative and quantitative assessments. Our qualitative assessment 
involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of a reporting unit 
is less than its carrying amount, including goodwill. If based on this qualitative assessment we determine it is not more likely than not 
that the fair value of a reporting unit is less than its carrying amount, we will not perform a quantitative assessment. 

69 

If the qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying 
amount or if we elect not to perform a qualitative assessment, we perform a quantitative assessment, or two-step impairment test, to 
determine whether a goodwill impairment exists at the reporting unit. 

In the first step of testing for goodwill impairment, we estimate the fair value of each reporting unit, which we have determined to be 
our geographic operating segments and our Recycling segment, and compare the fair value with the carrying value of the net assets
assigned to each reporting unit. We test goodwill at this reporting unit level because the business is managed and reported at this level. 
If the fair value is less than its carrying value, then we would perform a second step and determine the fair value of the goodwill. In 
this second step, the fair value of goodwill is determined by deducting the fair value of a reporting unit’s identifiable assets and 
liabilities from the fair value of the reporting unit as a whole, as if that reporting unit had just been acquired and the purchase price 
were being initially allocated. If the fair value of the goodwill is less than its carrying value for a reporting unit, an impairment charge 
would be recorded to earnings. 

To determine the fair value of each of our reporting units as a whole we use discounted cash flow analyses, which require significant 
assumptions and estimates about the future operations of each reporting unit. Significant judgments inherent in this analysis include 
the determination of appropriate discount rates, the amount and timing of expected future cash flows and growth rates. The cash flows 
employed in our discounted cash flow analyses are based on financial forecasts developed internally by management. Our discount
rate assumptions are based on an assessment of our risk adjusted discount rate, applicable for each reporting unit. In assessing the 
reasonableness of our determined fair values of our reporting units, we evaluate our results against our current market capitalization. 

In addition, we would evaluate a reporting unit for impairment if events or circumstances change between annual tests indicating a 
possible impairment. Examples of such events or circumstances include the following: 

•

•

•

•

a significant adverse change in legal status or in the business climate; 

an adverse action or assessment by a regulator; 

a more likely than not expectation that a segment or a significant portion thereof will be sold; or 

the testing for recoverability of a significant asset group within the segment. 

We incurred no impairment of goodwill as a result of our annual fourth quarter goodwill impairment tests in fiscal years 2012, 2011 or 
2010. However, there can be no assurance that goodwill will not be impaired at any time in the future. See Note 6 for disclosure over 
goodwill. 

Covenants not to compete and customer lists are amortized using the straight-line method over their estimated useful lives, typically
no more than 10 years. See Note 6 for disclosure over intangible assets. 

Recovery of Long-Lived Assets

We continually assess whether events or changes in circumstances have occurred that may warrant revision of the estimated useful
lives of our long-lived assets (other than goodwill) or whether the remaining balances of those assets should be evaluated for possible 
impairment.  Long-lived assets include, for example, capitalized landfill costs, other property and equipment, and identifiable
intangible assets.  Events or changes in circumstances that may indicate that an asset may be impaired include the following: 

•

•

•

•

a significant decrease in the market price of an asset or asset group; 

a significant adverse change in the extent or manner in which an asset or asset group is being used or in its physical 
condition; 

a significant adverse change in legal factors or in the business climate that could affect the value of an asset or asset 
group, including an adverse action or assessment by a regulator; 

an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a 
long-lived asset; 

70 

•

•

•

a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or 
forecast that demonstrates continuing losses associated with the use of a long-lived asset or asset group; 

a current expectation that, more likely than not, a long-lived asset or asset group will be sold or otherwise disposed of 
significantly before the end of its previously estimated useful life; or 

an impairment of goodwill at a reporting unit. 

There are certain indicators listed above that require significant judgment and understanding of the waste industry when applied to 
landfill development or expansion. For example, a regulator may initially deny a landfill expansion permit application although the 
expansion permit is ultimately granted. In addition, management may periodically divert waste from one landfill to another to 
conserve remaining permitted landfill airspace. Therefore, certain events could occur in the ordinary course of business and not
necessarily be considered indicators of impairment due to the unique nature of the waste industry. 

If an impairment indicator occurs, we perform a test of recoverability by comparing the carrying value of the asset or asset group to its 
undiscounted expected future cash flows. We group our long-lived assets for this purpose at the lowest level for which identifiable
cash flows are largely independent of the cash flows of other assets or asset groups. If the carrying values are in excess of 
undiscounted expected future cash flows, we measure any impairment by comparing the fair value of the asset or asset group to its
carrying value. 

To determine fair value, we use discounted cash flow analyses and estimates about the future cash flows of the asset or asset group. 
This analysis includes a determination of an appropriate discount rate, the amount and timing of expected future cash flows and
growth rates. The cash flows employed in our discounted cash flow analyses are typically based on financial forecasts developed
internally by management. The discount rate used is commensurate with the risks involved. We may also rely on third party valuations
and or information available regarding the market value for similar assets. 

If the fair value of an asset or asset group is determined to be less than the carrying amount of the asset or asset group, impairment in 
the amount of the difference is recorded in the period that the impairment occurs. Estimating future cash flows requires significant
judgment and projections may vary from the cash flows eventually realized. 

In the fourth quarter of fiscal year 2012, we entered into negotiations regarding the sale of Maine Energy. Based on the proposed
purchase consideration, we reviewed the asset group for impairment and recorded a $40,746 impairment charge to the asset group 
within the Eastern region segment. The impairment was measured based on the asset group’s highest and best use under the market
approach, utilizing the discounted present cash flows associated with the purchase consideration of the facility, adjusted for costs to 
demolish the facility. We used a discount rate of 3.5%, which approximates the buyers borrowing rate. 

In the fourth quarter of fiscal year 2011, we recorded an impairment charge of $3,654 related to a recycling processing facility. 

Bad Debt Allowance

Estimates are used in determining our allowance for bad debts and are based on our historical collection experience, current trends, 
credit policy and a review of our accounts receivable by aging category. Our reserve is evaluated and revised on a monthly basis.

Self-Insurance Liabilities and Related Costs

We are self insured for vehicles and workers’ compensation. Our maximum exposure in fiscal year 2012 under the workers’ 
compensation plan is $1,000 per individual event, after which reinsurance takes effect. Our maximum exposure under the automobile
plan is $750 per individual event, after which reinsurance takes effect. The liability for unpaid claims and associated expenses, 
including incurred but not reported losses, is determined by management with the assistance of a third party actuary and reflected in 
our consolidated balance sheet as an accrued liability. We use a third party to track and evaluate actual claims experience for
consistency with the data used in the annual actuarial valuation. The actuarially determined liability is calculated based on historical 
data, which considers both the frequency and settlement amount of claims. Our self insurance reserves totaled $12,024 and $13,102 at 
April 30, 2012 and 2011, respectively. Our estimated accruals for these liabilities could be significantly different than our ultimate 
obligations if variables such as the frequency or severity of future events differ significantly from our assumptions. 

71 

Income Tax Accruals

We use estimates to determine our provision for income taxes and related assets and liabilities and any valuation allowance recorded 
against our net deferred tax assets. Valuation allowances have been established for the possibility that tax benefits may not be realized 
for certain deferred tax assets. Deferred income taxes are recognized based on the expected future tax consequences of differences
between the financial statement basis and the tax basis of assets and liabilities, calculated using currently enacted tax rates. We record 
net deferred tax assets to the extent we believe these assets will more likely than not be realized. In making this determination, we 
consider all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable 
income, tax planning strategies and recent financial operations. In the event we determine that we would be able to realize our
deferred income tax assets in the future in excess of their net recorded amount, we will make an adjustment to the valuation allowance 
which would reduce the provision for income taxes. 

We account for income tax uncertainties according to guidance on the recognition, de-recognition and measurement of potential tax
benefits associated with tax positions. We recognize interest and penalties relating to income tax matters as a component of income 
tax expense. See Note 14 for disclosure related to income taxes. 

Loss Contingencies

We are subject to various legal proceedings, claims and regulatory matters, the outcomes of which are subject to significant 
uncertainty. We determine whether to disclose or accrue for loss contingencies based on an assessment of whether the risk of loss is 
remote, reasonably possible or probable, and whether it can be reasonably estimated. We analyze our litigation and regulatory matters
based on available information to assess the potential liabilities. Management’s assessment is developed based on an analysis of
possible outcomes under various strategies. We accrue for loss contingencies when such amounts are probable and reasonably 
estimable. If a contingent liability is only reasonably possible, we will disclose the potential range of the loss, if estimable. We record 
losses related to contingencies in cost of operations or selling, general and administrative expenses, depending on the nature of the 
underlying transaction leading to the loss contingency. See Note 10 for disclosure over loss contingencies. 

Stock-Based Compensation

All share-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as 
expense over the employee’s requisite service period. Stock-based compensation expense is based on the number of awards ultimately 
expected to vest and is therefore reduced for an estimate of the awards that are expected to be forfeited prior to vesting. 

The fair value of each stock option is estimated using a Black-Scholes option pricing model, which requires extensive use of 
accounting judgment and financial estimation, including estimates of the expected term option holders will retain their vested stock 
options before exercising them and the estimated volatility of our common stock price over the expected term. 

Revenue Recognition

We recognize collection, transfer, recycling and disposal revenues as the services are provided. Certain customers are billed in
advance and, accordingly, recognition of the related revenues is deferred until the services are provided. 

Revenues from the sale of electricity to utilities by our waste-to-energy facility are recorded at the contract rate specified by our power 
purchase agreement as the electricity is delivered. Contractual rental payments associated with power purchase agreements accounted 
for as embedded operating leases are recognized on a straight-line basis over the life of the power purchase agreement. 

Revenues from the sale of recycled materials are recognized upon shipment. Rebates to certain municipalities based on sales of 
recyclable materials are recorded upon the sale of such recyclables to third parties and are included as a reduction of revenues. 
Revenues for processing of recyclable materials are recognized when the related service is provided. Revenues from the brokerage of 
recycled materials are recognized on a net basis at the time of shipment. 

Fair Value of Financial Instruments

Our financial instruments include cash and cash equivalents, trade receivables, restricted trust and escrow accounts, commodity and 
interest rate derivatives, trade payables and long-term debt. Accounting standards include disclosure requirements around fair values 
used for certain financial instruments and establish a fair value hierarchy. The thee-tier hierarchy prioritizes valuation inputs into three 
levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is 
reported in one of three levels: Level 1, defined as quoted market prices in active markets for identical assets or liabilities; Level 2, 
defined as inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or 

72 

liabilities; and Level 3, defined as unobservable inputs that are not corroborated by market data. See Note 9 and Note 12 for fair value 
disclosure over long-term debt and financial instruments, respectively. 

Cash and Cash Equivalents

We consider all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. 

Inventory

Inventory includes secondary fibers, recyclables ready for sale and supplies and is stated at the lower of cost (first-in, first-out) or 
market. Inventory consisted of finished goods and supplies totaling $3,595 and $3,461 at April 30, 2012 and 2011, respectively.

Property, Plant and Equipment

Property, plant and equipment is recorded at cost, less accumulated depreciation and amortization. We provide for depreciation and 
amortization using the straight-line method by charges to operations in amounts that allocate the cost of the assets over their estimated 
useful lives as follows: 

Asset Classification 

Buildings 

Machinery and equipment 

Rolling stock 

Containers 

Furniture and Fixtures 

Estimated 
Useful Life 

25-30 years

5-10 years

5-10 years

5-12 years

3-8 years

Building improvements are amortized over a ten year period or the remaining life of the building, whichever is shorter. Machinery and 
equipment includes landfill equipment, balers and shredders with useful lives ranging from eight to ten years and maintenance 
equipment with useful lives ranging from five to ten years. Rolling stock includes collection vehicles, trailers and automobiles with 
useful lives ranging from five to ten years. Containers include steel containers in a variety of sizes generally ranging from two to 40 
cubic yards with estimated useful lives of ten to 12 years. Containers also include residential carts and recycling bins with useful lives 
of five to ten years. Except at Maine Energy, where we capitalized certain major maintenance and repair costs and amortized them
over their useful lives, the cost of maintenance and repairs is charged to operations as incurred. See Note 5 for disclosure over
property, plant and equipment. 

Investments in Unconsolidated Entities

Investments in unconsolidated entities over which we have significant influence over the investees’ operating and financing activities 
are accounted for under the equity method of accounting. Investments in affiliates in which we do not have the ability to exert
significant influence over the investees’ operating and financing activities are accounted for under the cost method of accounting. 

Equity Method Investments

GreenFiber.  We entered into a joint venture agreement in July 2000 with Louisiana-Pacific Corporation (“LP”) to combine our 
respective cellulose insulation businesses into a single operating entity, US GreenFiber LLC (“GreenFiber”). We account for our 50% 
membership interest in GreenFiber using the equity method of accounting. 

In April 2011, we issued a guaranty of up to $1,500 in support of GreenFiber’s amended and restated loan and security agreement in 
order to induce the lender to enter into a waiver and amend the agreement. In August 2011, we were required to increase the guaranty 
to up to $3,400 and make an additional investment of $500 in order to again induce the lender to enter into a waiver and amend the 
agreement. 

On December 1, 2011, GreenFiber entered into a second amendment to its modified and restated loan and security agreement. 
Concurrent therewith, we made an additional investment of $3,000 in GreenFiber and reduced our guaranty associated with the credit 
facility by $1,200 to $2,200. The guaranty can be drawn on upon an event of default and remains in place through December 1, 2014, 

73 

the extended term of GreenFiber’s modified and restated loan and security agreement. See Note 12 for disclosure over the fair value of 
the guaranty. 

As of December 31, 2011, GreenFiber performed a test for goodwill impairment. The goodwill impairment analysis indicated that the
carrying value of their reporting unit exceeded the fair value of their reporting unit, and GreenFiber determined that the entire amount 
of their goodwill was impaired. Consequently, we recorded our portion of the goodwill impairment charge of $5,090 as a part of the 
loss on equity method investment in fiscal year 2012. 

Based on the analysis performed, we determined that the current book value of our investment in GreenFiber exceeded its fair value.
The analysis calculated GreenFiber’s fair value based on the income approach using discounted cash flows taking into account current 
expectations for asset utilization, housing starts and the remaining useful life of related assets. We recorded a charge of $10,680, as an 
impairment on equity method investment in the third quarter of fiscal year 2012. 

In April 2012, we made an additional investment of $400 in GreenFiber so that it could meet its quarterly debt covenants. 

In May 2012, we and LP made identical commitments to fund any liquidity shortfalls of GreenFiber related to covenant compliance as 
defined in GreenFiber’s modified and restated loan and security agreement. We have agreed to provide an equity contribution of our 
pro-rata share of funds, based on ownership percentage, sufficient to cure such shortfall. 

Our investment in GreenFiber amounted to $6,502 and $23,137 at April 30, 2012 and April 30, 2011, respectively. Summarized 
financial information for GreenFiber is as follows: 

Current assets 
Noncurrent assets 
Current liabilities 
Noncurrent liabilities 

Revenue 
Gross profit 
Net loss 

$
$
$
$

$
$
$

April 30, 
2012 

April 30, 
2011 

17,513
34,597 
12,815
5,382 

$
$
$
$

20,077
49,618 
10,756
12,863 

2012 

Fiscal Years Ended April 30, 
2011 

2010 

77,544
10,521 
(20,003)

$
$
$

84,903
14,025 
(8,192)

$
$
$

102,785
23,010 
(5,380)

Tompkins.  In May 2011, we finalized the terms of a joint venture agreement with FCR, LLC (“FCR”) to form Tompkins County 
Recycling LLC (“Tompkins”), a joint venture that operates a material recovery facility (“MRF”) located in Tompkins County, NY and 
processes and sells commodities delivered to the Tompkins MRF. In connection with the formation of the joint venture, we acquired a 
50% membership interest in Tompkins in exchange for an initial cash contribution to Tompkins of $285. FCR made an initial cash 
contribution of $285 as well, and acquired a 50% membership interest in Tompkins. Income and losses are allocated to members 
based on membership interest percentage. Our investment in Tompkins amounted to $292 at April 30, 2012. We account for our 50% 
membership interest in Tompkins using the equity method of accounting. 

Cost Method Investments

Evergreen.  Our investment and ownership interest in Evergreen National Indemnity Company (“Evergreen”), a surety company 
which provides surety bonds to us, amounted to $10,657, or 19.9%, as of April 30, 2012 and 2011, respectively. We account for our 
investment in Evergreen under the cost method of accounting. 

RecycleRewards.  Our investment and ownership interest in RecycleRewards, Inc. (“RecycleRewards”), a company that markets an 
incentive based recycling service, amounted to $4,479 and 6.2%, and $4,467 and 8.2% as of April 30, 2012 and 2011, respectively.
Our common share interest in RecycleRewards was reduced from 8.2% to the current 6.2% due to an equity offering RecycleRewards 
made to a third party investor in October 2011 and the issuance of additional warrants by RecycleRewards. We account for our 
investment in RecycleRewards under the cost method of accounting. 

AGreen.  In May 2011, we entered into a renewable energy project operating agreement with AGreen Energy LLC (“AGreen”). As a 
part of the agreement, we provide certain operation, maintenance and administrative services, as well as procure organic materials that 
would otherwise be disposed of to small farm-based biogas renewable energy projects that produce renewable energy and other 
valuable products and services. In the first quarter of fiscal year 2012, we made an initial investment of $150 in AGreen giving us a 

74 

 
 
 
 
 
 
 
 
 
 
 
 
 
5.1% membership interest. In the third quarter of fiscal year 2012, we made an additional contribution of $200 in AGreen giving us an 
investment and membership interest of $350, or 11.9%, as of April 30, 2012. We account for our investment in AGreen under the cost 
method of accounting. 

GreenerU.  In March 2012, we entered into a strategic partnership agreement with GreenerU, Inc. (“GreenerU”), a company that 
delivers energy and sustainability solutions to the college, university and preparatory school markets in order to reduce their energy 
costs and carbon emissions through the formulation of programs and policies and the running of renewable energy projects. As a part 
of the agreement, we will work with GreenerU to formulate compelling offers and approaches for colleges, universities and 
preparatory schools in the area of waste, recycling, energy, composting, resource conservation and other appropriate sustainability
initiatives. We agreed to make a $1,000 capital contribution to GreenerU through the purchase of preferred stock in two $500 
tranches, the first of which was completed in April 2012. As a result of our initial capital contribution we had a 4.2% ownership 
interest and a $500 investment in GreenerU as of April 30, 2012. In May 2012, we made the remaining $500 capital contribution 
bringing our current ownership interest to 6.3%. We account for our investment in GreenerU under the cost method of accounting.

Comprehensive Loss

Comprehensive loss is defined as the change in net assets of a business enterprise during a period from transactions generated from 
non-owner sources. It includes all changes in equity during a period except those resulting from investments by owners and 
distributions to owners. Accumulated other comprehensive (loss) income included in the accompanying consolidated balance sheets
consists of changes in the fair value of our marketable securities, our interest rate and commodity hedges, as well as our portion of the 
changes in the fair value of GreenFiber’s commodity hedges. 

The components of accumulated other comprehensive (loss) income for the fiscal years ended April 30, 2012 and 2011 are shown as
follows: 

Marketable securities 
Commodity hedges 
Interest rate hedges 
Accumulated other comprehensive (loss) income 

$

  $

11 $
661 
(2,369)
(1,697) $

(6) $

(249)
—
(255) $

5 $

412 
(2,369)
(1,952) $

14 $
620 
—

634  $ 

(6) $

(250)
—
(256) $

8
370 
—
378 

Gross 

April 30, 2012 
Tax 

Net 

Gross 

April 30, 2011 
Tax 

Net 

Earnings per Share

Basic earnings per share is computed by dividing the net (loss) income from continuing operations attributable to common 
stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is 
calculated based on the combined weighted average number of common shares and potentially dilutive shares, which include, where
appropriate, the assumed exercise of employee stock options, unvested restricted stock awards, unvested restricted stock units and
unvested performance stock units. In computing diluted earnings per share, we utilize the treasury stock method. 

Derivatives and Hedging

We account for derivatives and hedging activities in accordance with derivatives and hedging accounting guidance that establishes
accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in 
other contracts) be recorded in the balance sheet as either an asset or liability measured at its fair value. The guidance also requires 
that changes in the derivative’s fair value be recognized currently in earnings unless specific hedge accounting criteria are met. Our 
objective for utilizing derivative instruments is to reduce our exposure to fluctuations in cash flows due to changes in the commodity 
prices of recycled paper and adverse movements in interest rates. 

Our strategy to hedge against fluctuations in the commodity prices of recycled paper is to enter into hedges to mitigate the variability 
in cash flows generated from the sales of recycled paper at floating prices, resulting in a fixed price being received from these sales. 
We evaluate the hedges and ensure that these instruments qualify for hedge accounting pursuant to derivative and hedging guidance. 
Designated as effective cash flow hedges, the changes in the fair value of these derivatives are recognized in other comprehensive 
(loss) income until the hedged item is settled and recognized as part of commodity revenue. 

If the price per short ton of the underlying commodity, as reported on the Official Board Market, is less than the contract price per 
short ton, we receive the difference between the average price and the contract price (multiplied by the notional tons) from the

75 

 
 
 
 
 
 
 
 
 
 
 
respective counter-party. If the price of the commodity exceeds the contract price per short ton, we pay the calculated difference to the 
counter-party. 

The fair values of the commodity hedges are obtained or derived from third-party counter-parties and are determined using valuation 
models with assumptions about market prices for commodities being based on those in underlying active markets. We are not party to 
any commodity hedge contracts as of April 30, 2012. 

Our strategy to hedge against fluctuations in variable interest rates involves entering into interest rate derivative agreements to hedge 
against adverse movements in interest rates. In fiscal year 2012, we entered into two forward starting interest rate derivative
agreements to hedge the interest rate risk associated with a forecasted transaction effective January 15, 2013. The proceeds associated 
with the forecasted transaction would be used to redeem our outstanding $180,000 11% senior second lien notes due July 15, 2014
(the “Second Lien Notes”). The Second Lien Notes become callable on July 15, 2012. The total notional amount of these agreements
is $150,000 and require us to receive interest based on changes in the London Interbank Offered Rate (“LIBOR”) index and pay 
interest at a rate of approximately 1.40%. The agreements mature in March 2016. 

For each interest rate derivative deemed to be an effective cash flow hedge, the change in fair value is recorded in our stockholders’ 
equity as a component of accumulated other comprehensive (loss) income and included in interest expense at the same time as interest 
expense is affected by the hedged transaction. Differences paid or received over the life of the agreements are recorded as additions to 
or reductions of interest expense of the underlying debt. 

If the interest rate derivatives become ineffective due to the inability to complete the forecasted transaction under the expected terms, 
the ineffective portion would be included in earnings in the period it was deemed to be ineffective. 

We recognize all derivatives on the balance sheet at fair value. 

Concentrations of Credit Risk

Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and accounts receivable. We 
maintain cash and cash equivalents with banks that at times exceed applicable insurance limits. We reduce our exposure to credit risk 
by maintaining such deposits with high quality financial institutions. Concentration of credit risk with respect to accounts receivable is 
limited because a large number of geographically diverse customers comprise our customer base, thus spreading the trade credit risk. 
For the years ended April 30, 2012 and 2011, no single group or customer represents greater than 1.85% of total accounts receivable. 
We control credit risk through credit evaluations, credit limits and monitoring procedures. We may also use credit insurance from time 
to time. We perform credit evaluations for commercial and industrial customers and perform ongoing credit evaluations of its 
customers, but generally do not require collateral to support accounts receivable. Credit risk related to derivative instruments results 
from the fact we enter into interest rate derivative and commodity price hedge agreements with various counterparties. However, we 
monitor our derivative positions by regularly evaluating positions and the creditworthiness of the counterparties. 

Business Combinations

We acquire businesses in the waste industry, including non-hazardous waste collection, transfer station, material recovery facilities
and disposal operations, as part of our growth strategy. Businesses are included in the consolidated financial statements from the date 
of acquisition. 

We recognize, separately from goodwill, the identifiable assets acquired and liabilities assumed at their estimated acquisition-date fair 
values. We measure and recognize goodwill as of the acquisition date as the excess of:  (a) the aggregate of the fair value of 
consideration transferred, the fair value of any noncontrolling interest in the acquiree (if any) and the acquisition-date fair value of our 
previously held equity interest in the acquiree (if any), over (b) the fair value of net assets acquired and liabilities assumed. If 
information about facts and circumstances existing as of the acquisition date is incomplete by the end of the reporting period in which 
a business combination occurs, we will report provisional amounts for the items for which the accounting is incomplete. The 
measurement period ends once we receive the information we were seeking; however, this period will not extend beyond one year 
from the acquisition date. Any material adjustments recognized during the measurement period will be recognized retrospectively in 
the consolidated financial statements of the then current period. All acquisition-related transaction and restructuring costs are to be 
expensed as incurred. See Note 3 for disclosure over business acquisitions. 

Discontinued Operations

We analyze our operations that have been divested or classified as held-for-sale to determine if they qualify for discontinued 
operations accounting. Only operations that qualify as a component of an entity under generally accepted accounting principles in the 
United States (“U.S. GAAP”) can be included in discontinued operations.  In addition, only components where the cash flows of the 

76 

component have been or will be eliminated from ongoing operations by the end of the assessment period and where we do not have a
significant continuing involvement with the divested operations would qualify for discontinued operations accounting. See Note 16 for 
disclosure over discontinued operations. 

Subsequent Events

No material subsequent events have occurred since April 30, 2012 through the date of this filing that required recognition or 
disclosure in our current period consolidated financial statements, except as disclosed. 

2.

NEW ACCOUNTING STANDARDS

Adoption of New Accounting Pronouncements

Goodwill Impairment Test

In December 2010, the Financial Accounting Standards Board (the “FASB”) issued an accounting standards update which modifies 
the requirements of Step 1 of the goodwill impairment test for reporting units with zero or negative carrying amounts. This guidance 
was effective for fiscal years beginning after December 15, 2010. We adopted this guidance effective May 1, 2011 with no impact on 
our consolidated financial position or results of operations. We annually assess goodwill impairment at the end of the fourth quarter of 
our fiscal year, or if events or circumstances change between annual tests indicating a possible impairment. 

In September 2011, the FASB issued an accounting standards update on goodwill impairment testing. This guidance permits an entity 
to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its 
carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. If after assessing 
the totality of events or circumstances, we determine that it is not more likely than not that the fair value of a reporting unit is less than 
its carrying amount, then performing the two-step impairment test is unnecessary. This guidance is effective for annual and interim 
goodwill impairment tests performed for fiscal years beginning after December 15, 2011 with early adoption permitted. We adopted
this guidance effective February 1, 2012 with no effect on our consolidated financial position or results of operations. 

Fair Value Measurements and Disclosures

In May 2011, the FASB issued an accounting standards update on fair value disclosures. This guidance is intended to establish 
common requirements for measuring fair value and for disclosing information about fair value measurements in accordance with U.S. 
GAAP and International Financial Reporting Standards (“IFRS”). This guidance is effective for the first interim or annual reporting 
period beginning after December 15, 2011. We adopted this guidance effective February 1, 2012 with no effect on our consolidated
financial position or results of operations. See Note 1 and Note 12 for the updated fair value disclosures. 

Other Comprehensive Income

In June 2011, the FASB issued an accounting standards update for the presentation of comprehensive income. This guidance requires
the presentation of comprehensive income, the components of net income and the components of other comprehensive income either 
in a single continuous statement of comprehensive income or in two separate but consecutive statements. The updated standard also
requires presentation of adjustments for items that are reclassified from other comprehensive income to net income in the statement 
where the components of net income and the components of other comprehensive income are presented. The FASB deferred certain 
portions of the accounting standard update related to presentation of reclassification adjustments from other comprehensive income to 
net income. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2011 with 
early adoption permitted. We adopted this guidance effective February 1, 2012 with no effect on our consolidated financial position or 
results of operations. 

New Accounting Pronouncements Pending Adoption

Disclosures About Offsetting Assets and Liabilities

In December 2011, the FASB issued an accounting standards update regarding the disclosure of offsetting assets and liabilities in 
financial statements. This guidance requires an entity to disclose both gross information and net information about both instruments 
and transactions eligible for offset in the statement of financial position and instruments and transactions subject to an agreement 
similar to a master netting arrangement. The objective of this disclosure is to facilitate comparison between those entities that prepare 
their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS. 
This guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual 

77 

periods, and will only impact the presentation of our financial statements and will not impact our consolidated financial position or 
results of operations. 

3.

BUSINESS ACQUISITIONS

During the fiscal year ended April 30, 2012, we acquired five solid waste hauling operations and completed the acquisition of the
McKean County landfill business in Pennsylvania by acquiring additional equipment not included in the original transaction for total 
consideration of $2,217, including $2,102 in cash and $115 in holdbacks to sellers. In fiscal year 2011 we acquired two solid waste
hauling operations in exchange for $1,073 in cash and $300 in notes payable. Also in fiscal year 2011, we acquired the McKean 
County landfill business in Pennsylvania in exchange for $671 in cash and the assumption of $1,437 in liabilities. We acquired the 
McKean County landfill business out of bankruptcy proceedings and recognized a bargain purchase gain of $2,975 based on the 
amount by which the fair value of assets acquired exceeded the purchase price consideration. The operating results of these businesses 
are included in the accompanying consolidated statements of operations from the dates of acquisition, and the purchase prices have 
been allocated to the net assets acquired based on fair values at the dates of acquisition, with the residual amounts allocated to 
goodwill. Acquired intangible assets other than goodwill that are subject to amortization include client lists and non-compete 
covenants. These are amortized over a five to ten year period from the date of acquisition. All amounts allocated to goodwill are 
expected to be deductible for tax purposes. The purchase price allocated to net assets acquired during the fiscal years ended April 30, 
2012 and 2011 is as follows: 

Equipment  
Goodwill  
Intangible assets  
Current assets 
Current liabilities  
Total  

April 30, 

2012 

2011 

$

$ 

606
502 
1,135
— 
(26)
2,217 

$

$

5,095
678 
441
277 
(35)
6,456 

The following unaudited pro forma combined information shows the results of our continuing operations for the fiscal years ended
April 30, 2012 and 2011 as though each of the acquisitions completed in the fiscal years ended April 30, 2012 and 2011 had occurred 
as of May 1, 2010. 

Revenue 
Operating income  
Net (loss) income attributable to common stockholders 
Basic and diluted net (loss) income per common share 

attributable to common stockholders 

Basic and diluted weighted average shares outstanding 

$
$
$

$

Fiscal Years Ended 
April 30, 

2012 

2011 

$
481,887
(11,535)  $
$
(77,626)

(2.90)  $

26,749

472,833
29,237 
38,665

1.48 
26,105

The pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the actual results of 
operations had the acquisitions taken place or the results of our future operations. Furthermore, the pro forma results do not give effect 
to all cost savings or incremental costs that may occur as a result of the integration and consolidation of the completed acquisitions. 

In May 2012, we acquired a solid waste hauling operation in exchange for $3,150 in cash and $350 in holdbacks to the seller. The
purchase price will be allocated to real and personal property along with amortizable intangibles with the residual amount allocated to 
goodwill. 

78 

 
 
 
 
 
 
 
 
 
 
 
4.

RESTRICTED CASH / RESTRICTED ASSETS

Restricted cash / restricted assets consists of cash and investments held in trust on deposit with various banks as collateral for our 
obligations relative to our landfill capping, closure and post-closure costs and other facilities’ closure costs. Cash is also restricted by 
specific agreements for facilities’ maintenance and other purposes. A summary of restricted cash / restricted assets is as follows: 

Current:
Landfill closure  
Total  

Non Current:
Landfill closure  
Total  

April 30, 

2012 

2011 

$ 
$

$ 
$

76 
76

424 
424

$
$

$
$

76
76

334
334

5.

PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment at April 30, 2012 and 2011 consists of the following: 

Land
Landfills  
Landfill operating lease contracts  
Buildings and improvements  
Machinery and equipment  
Rolling stock  
Containers  

Less: accumulated depreciation and amortization  

April 30, 

2012 

21,100
445,812 
103,103
123,104 
118,278
125,100 
73,426
1,009,923 
593,206
416,717 

$

$

2011 

20,691
420,875 
96,487
119,191 
227,556
123,444 
69,161
1,077,405 
624,044
453,361 

$

$

Depreciation expense for the fiscal years ended April 30, 2012, 2011 and 2010 was $37,990, $36,079 and $37,959, respectively. 
Landfill amortization expense for the fiscal years ended April 30, 2012, 2011 and 2010 was $19,957, $21,342 and $24,906, 
respectively. Depletion expense on landfill operating lease contracts for the fiscal years ended April 30, 2012, 2011 and 2010 was
$8,482, $7,878 and $6,867, respectively, and was recorded in cost of operations. 

79 

 
 
 
 
 
 
 
 
 
 
 
 
6.

INTANGIBLE ASSETS AND GOODWILL

Intangible assets at April 30, 2012 and 2011 consist of the following: 

Balance, April 30, 2012 
Intangible assets 
Less accumulated amortization 

Balance, April 30, 2011 
Intangible assets 
Less accumulated amortization  

Covenants
Not to 
Compete 

$

$

$

$

15,601 
(14,324)
1,277 

15,076
(13,966) 
1,110

$

$

$

$

Client Lists 

Total 

3,093 
(1,400)
1,693 

2,474
(1,129) 
1,345

$

$

$

$

18,694 
(15,724)
2,970 

17,550
(15,095)
2,455

Intangible amortization expense for the fiscal years ended April 30, 2012, 2011 and 2010 was $629, $840 and $754, respectively. The 
intangible amortization expense estimated as of April 30, 2012 for the five fiscal years following fiscal year 2012 and thereafter is as 
follows: 

2013 

2014 

2015 

2016 

$

 640  $

592

$

542

$

361

$

2017 

  Thereafter 
578

$

257

The following table shows the activity and balances related to goodwill from April 30, 2010 through April 30, 2012: 

Eastern region  
Western region  
Recycling
Total  

Eastern region  
Western region  
Recycling
Total  

April 30, 2011 

Acquisitions 

April 30, 2012 

$

$

$

$

38
88,976 
12,190
101,204 

April 30, 2010 

38
88,298 
12,190
100,526 

$

$

$

$

20
482 
—
502 

$

$

58
89,458 
12,190
101,706 

Acquisitions 

April 30, 2011 

— $
678 
—
678 

$

38
88,976 
12,190
101,204 

We perform our annual assessment of goodwill impairment at the end of the fourth quarter of the fiscal year, or more frequently if 
events or circumstances indicate that impairment may exist. 

We assess whether a goodwill impairment exists using both qualitative and quantitative assessments. Our qualitative assessment 
involves determining whether events or circumstances exist that indicate it is more likely than not that the fair value of a reporting unit 
is less than its carrying amount, including goodwill. If based on this qualitative assessment we determine it is not more likely than not 
that the fair value of a reporting unit is less than its carrying amount, we will not perform a quantitative assessment. 

If the qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying 
amount or if we elect not to perform a qualitative assessment, we perform a quantitative assessment or two-step impairment test to 
determine whether a goodwill impairment exists at the reporting unit. 

The first step (defined as “Step 1”) of the goodwill impairment test, used to identify potential impairment, compares the fair value of 
the reporting unit with its carrying amount, including goodwill. If the fair value of the reporting unit exceeds its carrying amount, 
goodwill of the reporting unit is considered not impaired, thus the second step (defined as “Step 2”) of the impairment test is
unnecessary. If the carrying amount of a reporting unit exceeds its fair value, Step 2 of the goodwill impairment test must be 
performed to measure the amount of impairment loss, if any. 

80 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As a part of the Step 1 testing for goodwill impairment, we estimate the fair value of each reporting unit, which we determined to be 
our three operating regions (Eastern, Western, and Recycling). The estimated fair value of each reporting unit is compared with the 
carrying value of the net assets assigned to each reporting unit. The sum of the fair values of the reporting units is reconciled to our 
current market capitalization (based on our stock price) plus an estimated control premium. The discounted cash flow method is used 
to measure the fair value of our equity under the income approach for each reporting unit. Determining the fair value using a 
discounted cash flow method requires us to make significant estimates and assumptions, including market conditions, discount rates,
and long-term projections of cash flows. Our estimates are based upon historical experience, current market trends, projected future 
volumes and other information. We believe that the estimates and assumptions underlying the valuation methodology are reasonable;
however, different estimates and assumptions could result in a different estimate of fair value. In estimating future cash flows, we rely 
on internally generated projections for a defined time period for revenue and operating profits, including capital expenditures, changes 
in net working capital, and adjustments for non-cash items to arrive at the free cash flow available to invested capital. A terminal value 
utilizing a constant growth rate of cash flows is used to calculate a terminal value after the explicit projection period. The future 
projected cash flows for the discrete projection period and the terminal value are discounted at a risk adjusted discount rate to 
determine the fair value of the reporting unit. 

Step 2 of the goodwill impairment test, used to measure the amount of impairment loss, compares the implied fair value of reporting
unit goodwill with the carrying amount of that goodwill. If the carrying amount of our goodwill exceeds the implied fair value of that 
goodwill, an impairment loss shall be recognized in an amount equal to that excess. The loss recognized cannot exceed the carrying 
amount of goodwill. After a goodwill impairment loss is recognized, the adjusted carrying amount of goodwill becomes its new 
accounting basis. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a
business combination is determined. The excess of the fair value of the reporting unit over the amounts assigned to its assets and
liabilities is the implied amount of goodwill. We estimate the fair value of several tangible and intangible assets during the process
that are valued during this process. Intangible assets included landfill air rights, customer relationships and trade names. For intangible 
assets, we select an income approach to value the air rights, customer relationships, and trade names. The landfill air rights and 
customer relationships are valued using the multi-period excess earnings method under the income approach, which estimates the fair
value of the asset by discounting the future projected earnings of the asset to present value as of the valuation date. The trade names 
were valued using a relief from royalty method. 

We incurred no impairment of goodwill as a result of our annual fourth quarter goodwill impairment tests in fiscal years 2012, 2011 or 
2010. As of April 30, 2012, the qualitative assessment performed for the Western reporting unit indicated that it is more likely than 
not that the fair value of the reporting unit exceeded its carrying amount, including goodwill, and, therefore, no Step 1 was performed. 
The Step 1 test indicated that fair value of the Recycling reporting unit exceeded its carrying value by 24.4%. The carrying value of 
the Eastern reporting unit goodwill is de minimus and its impact to our operating results would be immaterial. 

7.

ACCRUED CAPPING, CLOSURE AND POST CLOSURE

Accrued capping, closure and post-closure costs include the current and non-current portion of costs associated with obligations for 
closure and post-closure of our landfills. We estimate our future capping, closure and post-closure costs in order to determine the 
capping, closure and post-closure expense per ton of waste placed into each landfill as further described in Note 1 to these 
consolidated financial statements. The anticipated timeframe for paying these costs varies based on the remaining useful life of each 
landfill, as well as the duration of the post-closure monitoring period. The changes to accrued capping, closure and post-closure 
liabilities are as follows: 

Beginning balance 

Obligations incurred 
Revisions in estimates (1) 
Accretion expense 
Payments 
Acquisitions 
Ending balance 

Fiscal Years Ended April 30, 
2011 
2012 

$

$

36,407
3,123 
(1,682)
3,341 
(1,560)
— 
39,629

$

$

40,002
2,769 
(4,273)
3,193 
(6,647)
1,363 
36,407

(1)

The revision in estimates for capping, closure and post-closure for the years ended April 30, 2012 and 2011 consist of 
changes in cost estimates and timing of capping and closure events as well as changes to expansion airspace and tonnage 
placement assumptions. 

81 

 
 
 
 
 
8.

OTHER ACCRUED LIABILITIES

Other accrued liabilities, classified as current liabilities, at April 30, 2012 and 2011 consist of the following: 

Self insurance reserve - current portion 
Other accrued liabilities 
Total other accrued liabilities 

April 30, 
2012 

April 30, 
2011 

$

$

10,436
10,772 
21,208

$

$

11,514
9,409 
20,923

9.

LONG-TERM DEBT AND CAPITAL LEASES

Long-term debt and capital leases as of April 30, 2012 and 2011 consist of the following: 

Senior subordinated notes due February 15, 2019, 7.75%, interest payable 

semiannually, unsecured and unconditionally guaranteed (the “2019 Notes”) 

$

200,000

$

200,000

April 30, 
2012 

April 30, 
2011 

Senior second lien notes, due July 15, 2014, 11.00%, interest payable 

semiannually, secured by second priority lien on substantially all of our assets 
(including unamortized discount of $2,572 and $3,536) (the “Second Lien 
Notes”) 

Senior secured revolving credit facility, which provides for advances or letters of 
credit of up to $227,500, due March 18, 2016, bearing interest at LIBOR plus 
3.75%, (approximately 3.99% at April 30, 2012 based on one month LIBOR), 
secured by substantially all of our assets (the “2011 Revolver”) 

Finance Authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-1 
due January 1, 2025, dated December 1, 2005, bearing interest at BMA Index 
(approximately 0.34% at April 30, 2012) enhanced by an irrevocable, 
transferable direct-pay letter of credit (3.875% at April 30, 2012) (the “Bonds”)  

Finance authority of Maine Solid Waste Disposal Revenue Bonds Series 2005R-2 
due January 1, 2025, dated February 1, 2012, bearing interest at 6.25% through 
January 31, 2017, unsecured and guaranteed by our significant wholly-owned 
subsidiaires (the “Converted Bonds”) 

Notes payable in connection with businesses acquired, bearing interest at rates of 

2.49% - 6.50%, due in monthly or annual installments varying to $575, 
maturing May 2013 through April 2016 

Capital leases for facilities and equipment, bearing interest rates of 4.50% - 4.72%, 

177,428 

176,464 

69,600

57,357

3,600 

25,000 

21,400

—

2,033 

2,936 

due in monthly installments varying to $78, expiring April 2013 through 
January 2015 

Less—current maturities 

Senior Subordinated Notes

548
474,609 
1,228
473,381  $ 

878
462,635 
1,217
461,418 

  $

On February 7, 2011, we completed the offering of $200,000 of 2019 Notes. The net proceeds from the 2019 Notes, together with 
other available funds, were used to refinance our then outstanding senior subordinated notes due February 1, 2013 (the “2013 Notes”)
and to pay related transaction costs. The 2019 Notes will mature on February 15, 2019, and accrue interest at a rate of 7.75% per
annum. Interest is payable semiannually in arrears on February 15 and August 15 of each year. The 2019 Notes are fully and 
unconditionally guaranteed on a senior subordinated basis by substantially all of our existing and future domestic restricted 
subsidiaries that guarantee our 2011 Revolver and Second Lien Notes. 

The indenture governing the 2019 Notes contains certain negative covenants which restrict, among other things, our ability to sell
assets, make investments in joint ventures, pay dividends, repurchase stock, incur debt, grant liens and issue preferred stock. As of 
April 30, 2012, we were in compliance with all covenants under the indenture governing the 2019 Notes and we do not believe that
these restrictions impact our ability to meet future liquidity needs except that they may impact our ability to increase our investments 
in third parties, including the joint ventures to which we are parties. 

82 

 
 
 
 
 
 
 
 
 
 
 
 
Senior Second Lien Notes

On July 9, 2009, we completed the offering of $180,000 aggregate principal amount of Second Lien Notes. The Second Lien Notes 
were issued at an original issue price of 97.2% of the principal amount. The Second Lien Notes will mature on July 15, 2014 and
accrue interest at a rate of 11% per annum. Interest is payable semiannually in arrears on January 15 and July 15 of each year. The 
Second Lien Notes are guaranteed jointly and severally, fully and unconditionally by all of the subsidiaries that guarantee the 2011 
Revolver. 

The Second Lien Notes were sold in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities
Act of 1933, as amended (the “Securities Act”), and to non-U.S. persons outside the United States under Regulation S under the 
Securities Act. The Second Lien Notes have not been registered under the Securities Act, and unless so registered, may not be offered 
or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration 
requirements of the Securities Act and other applicable securities laws. 

Although the Second Lien Notes do not contain financial ratio covenants, they do contain certain negative covenants which restrict,
among other things, our ability to sell assets, make investments in joint ventures, pay dividends, repurchase stock, incur debt, grant 
liens and issue preferred stock. As of April 30, 2012, we were in compliance with all covenants under the indenture governing the
Second Lien Notes and we do not believe that these restrictions impact our ability to meet future liquidity needs except that they may 
impact our ability to increase our investments in third parties, including the joint ventures to which we are parties. 

Senior Secured Revolving Credit Facility

The 2011 Revolver is a $227,500 revolving credit and letter of credit facility due March 18, 2016.  If we fail to refinance the Second 
Lien Notes by March 1, 2014, the maturity date for the 2011 Revolver shall be March 31, 2014. We have the right to request, at our 
discretion, an increase in the amount of the 2011 Revolver by an aggregate amount of $182,500 subject to certain conditions set forth 
in the 2011 Revolver agreement. The 2011 Revolver is guaranteed jointly and severally, fully and unconditionally by all of our 
significant wholly-owned subsidiaries. 

On April 27, 2012, we entered into the first amendment to our 2011 Revolver. As a part of the amendment, we modified the financial
covenants that the 2011 Revolver is subject to; we amended the agreement to use proceeds of a Term Loan B or other subordinated
financings, which we may obtain, to refinance our outstanding Second Lien Notes; and we provided for adjustments to the financial
covenants in the event that we undertake future financing activities. 

The 2011 Revolver is subject to customary affirmative, negative, and financial covenants. As of April 30, 2012, these covenants
restricted capital expenditures to 1.5 times our consolidated depreciation expenses, depletion expenses and landfill amortization
expenses, set a minimum interest coverage ratio of 2.15, a maximum consolidated total funded debt to consolidated EBITDA ratio of 
5.25 and a maximum senior funded debt to consolidated EBITDA ratio of 3.25. In addition to the financial covenants described above, 
the 2011 Revolver, as amended, also contains a number of important negative covenants which restrict, among other things, our ability 
to sell assets, pay dividends, repurchase stock, incur debt, grant liens and issue preferred stock. 

Further advances were available under the 2011 Revolver in the amount of $128,209 as of April 30, 2012. The available amount is net 
of outstanding irrevocable letters of credit totaling $29,691 as of April 30, 2012, at which date no amount had been drawn. 

Maine Bonds

On December 28, 2005, we completed a financing transaction involving the issuance, by the Finance Authority of Maine (the 
“Authority”), of $25,000 aggregate principal amount of the Bonds. The Bonds were issued pursuant to an indenture, dated as of 
December 1, 2005 and were enhanced by an irrevocable, transferable direct-pay letter of credit issued by Bank of America, N.A. 
Pursuant to a Financing Agreement, dated as of December 1, 2005, by and between us and the Authority, we have borrowed the 
proceeds of the Bonds to pay for certain costs relating to landfill development and construction, vehicle, container and related
equipment acquisition for solid waste collection and transportation services, improvements to existing solid waste disposal, hauling, 
transfer station and other facilities, other infrastructure improvements, and machinery and equipment for solid waste disposal 
operations owned and operated by us, or a related party, all located in Maine. 

On February 1, 2012, we converted the interest rate period on, and remarketed, $21,400 aggregate principal amount of the $25,000
Bonds. The mandatorily tendered Converted Bonds were converted from a variable rate to a five year fixed term interest rate of 6.25% 
per annum and included additional covenants and credit support for the benefit of the holders of those Converted Bonds, including 
guarantees by certain of our subsidiaries. The Converted Bonds are no longer secured by a letter of credit issued by a bank. The

83 

remaining $3,600 of outstanding Bonds will remain as variable rate bonds secured by a letter of credit issued by a bank. The Bonds 
mature on January 1, 2025. 

Loss on Debt Refinancing

In the fourth quarter of fiscal year 2012, we recorded a charge of $300 as a loss on debt extinguishment related to the non-cash write 
off of unamortized deferred financing costs associated with the original issuance of the Bonds. 

In fiscal year 2011, we recorded a charge of $7,390 as a loss on debt extinguishment associated with fiscal year 2011 refinancing 
efforts, which include the write off of $1,415 and $1,812 in deferred financing costs associated with the senior secured term B loan 
due April 9, 2014 (the “2009 Term Loan”) and the 2013 Notes, the write-off of the $4,976 discount and $1,706 premium associated
with the 2009 Term Loan and 2013 Notes, a $1,043 gain associated with the discount on the tender of the 2013 Notes and a $1,821
loss associated with the consent payment on the 2013 Notes. Also included in this loss is a charge attributable to the $115 non-cash
write-off of unamortized financing costs associated with the repayment of financing lease obligations and other costs. 

In fiscal year 2010, we recorded a charge of $511 as a loss on debt extinguishment related to the non-cash write off of unamortized
deferred financing costs associated with the refinancing of our previous senior credit facility. 

Interest Expense

The components of interest expense for the fiscal years ended April 30, 2012, 2011 and 2010 are as follows: 

Interest expense on debt and capital lease and financing lease 

obligations 

Amortization of debt financing costs 
Amortization of debt discounts 
Amortization of debt premium 
Letter of credit fees 
Less: capitalized interest 
Total interest expense 

Fair Value of Debt

2012 

Fiscal Year Ended April 30, 
2011 

2010 

$

$

40,689
3,307 
964
— 
988
(407) 

45,541

$

$

42,390
3,424 
801
(611) 
986
(1,078) 
45,912

$

$

40,468
3,472 
685
(727)
825
(348)
44,375

As of April 30, 2012, the fair value of our fixed rate debt, including the Second Lien Notes, the 2019 Notes and the Converted Bonds 
was approximately $409,237 and the carrying value was $398,828. The fair value of these debt instruments is considered to be Level 1 
within the fair value hierarchy as their fair values are based off of quoted market prices in active markets. As of April 30, 2012, the 
fair value of the 2011 Revolver approximated its carrying value of $69,600 based on current borrowing rates for similar types of
borrowing arrangements. 

Future Maturities of Debt

As of April 30, 2012, debt and capital leases mature as follows: 

2013 
2014 
2015 (1) 
2016 
2017 
Thereafter 

(1) 

Includes unamortized discount of $2,572. 

$

$

1,228
867 
177,731
69,783 
—
225,000 
474,609

84 

 
 
 
 
 
 
 
 
10. 

(a)

COMMITMENTS AND CONTINGENCIES

Leases 

The following is a schedule of future minimum operating lease and finance lease obligation payments, together with the present value 
of the net minimum lease payments under finance lease obligations, as of April 30, 2012: 

2013 
2014 
2015 
2016 
2017 
Thereafter  
Total minimum lease payments  
Less—amount representing interest  

Less—current maturities of finance lease obligations  
Present value of long term finance lease obligations  

Operating 
Leases

Financing Lease 
Obligations

$

$

10,715
10,557 
26,927
7,610 
8,878
119,714 
184,401

$

$

472
472 
472
1,098 
—
—
2,514
358 
2,156
338 
1,818

We lease real estate and equipment under leases that qualify for treatment as capital leases. On July 31, 2008, we completed a 
financing transaction engines for a landfill gas to energy project with a third-party leasing company. The financing lease obligation 
has a seven year term at a fixed rate of interest (approximately 6.7%). The assets related to the obligation in the amount of $3,213 
have been capitalized and are included in property, plant and equipment at April 30, 2012 and 2011, respectively. Depreciation 
expense associated with these assets amounted to $293 for fiscal years ended April 30, 2012 and 2011, respectively. 

We lease operating facilities and equipment under operating leases with monthly payments varying up to $26. Future minimum lease
payments under these operating leases include the effect of escalation clauses, lease concessions and capital project funding, as
applicable. Future minimum lease payments are recognized on a straight-line basis over the minimum lease term. Total rent expense
under operating leases charged to operations was $5,213, $5,109 and $5,111 in fiscal years ended April 30, 2012, 2011 and 2010,
respectively.

We entered into three landfill operation and management agreements in fiscal year 2004 and one landfill operation and management
agreement in fiscal year 2006. These agreements are long-term landfill operating contracts with government bodies whereby we 
receive tipping revenue, pay normal operating expenses and assume future capping, closure and post-closure liabilities. The 
government body retains ownership of the landfill. There is no bargain purchase option and title to the property does not pass to us at 
the end of the lease term. We allocate the consideration paid to the landfill airspace rights and underlying land lease based on the 
relative fair values. 

In addition to up-front or one-time payments, the landfill operating agreements require us to make future minimum rental payments,
including success/expansion fees, other direct costs and capping, closure, and post closure costs. The value of all future probable lease 
payments is amortized and charged to cost of operations over the life of the contract. We amortize the consideration allocated to
airspace rights as airspace is utilized on a units-of-consumption basis and such depletion is charged to cost of operations as airspace is 
consumed (e.g., as tons are placed into the landfill). The underlying value of the land lease is amortized to cost of operations on a 
straight-line basis over the estimated life of the operating agreement. Depletion expense on landfill operating lease contracts charged 
to operations was $8,482, $7,878 and $6,867 in fiscal years ended April 30, 2012, 2011 and 2010, respectively. 

(b)

Legal Proceedings 

In the normal course of our business and as a result of the extensive governmental regulation of the solid waste industry, we are
subject to various judicial and administrative proceedings involving state or local agencies. In these proceedings, an agency may seek 
to impose fines or to revoke or deny renewal of an operating permit held by us. From time to time, we may also be subject to actions 
brought by special interest or other groups, adjacent landowners or residents in connection with the permitting and licensing of
landfills and transfer stations, or alleging environmental damage or violations of the permits and licenses pursuant to which we
operate. In addition, we are party to various claims and suits pending for alleged damages to persons and property, alleged violations 
of certain laws and alleged liabilities arising out of matters occurring during the normal operation of the waste management business. 

In accordance with Accounting Standard Codification (“ASC”) 450-20, we accrue for legal proceedings when losses become probable
and reasonably estimable. As of the end of each applicable reporting period, we review each of our legal proceedings to determine
whether it is probable, reasonably possible or remote that a liability has been incurred and, if it is at least reasonably possible, whether 
a range of loss can be reasonably estimated under the provisions of ASC 450-20-25-2. In instances where we determine that a loss is 

85 

 
 
 
probable and we can reasonably estimate a range of losses we may incur with respect to such a matter, we record an accrual for the 
amount within the range that constitutes our best estimate of the possible loss. If we are able to reasonably estimate a range but no 
amount within the range appears to be a better estimate than any other, we record an accrual in the amount that is the low end of such 
range. When a loss is reasonably possible, but not probable, we will not record an accrual but we will disclose our estimate of the 
possible range of loss where such estimate can be made in accordance with ASC 450-20-25-3. As of April 30, 2012, there were no 
accruals established related to our outstanding legal proceedings. 

We offer no prediction of the outcome of any of the proceedings or negotiations described below. We are vigorously defending each 
of the unresolved lawsuits and claims described below. However, there can be no guarantee we will prevail or that any judgments
against us, if sustained on appeal, will not have a material adverse effect on our business, financial condition, results of operations or 
cash flows. 

Town of Seneca Matter

Casella Waste Services of Ontario, LLC operates the Ontario County Landfill and recycling facilities located in the Town of Seneca 
(the “Town”), New York, pursuant to an Operation, Management and Lease Agreement with Ontario County (the “OMLA”), and a 
Host Agreement with the Town of Seneca (the “Host Agreement”). 

On May 6, 2011, the Town filed a complaint in Ontario County Supreme Court naming Ontario County (the “County”) and various 
entities of ours as defendants, alleging that we and the County breached obligations to the Town under both the Host Agreement and
the OMLA. The Town’s complaint alleged a variety of contract breaches stemming from our decision to pay the County stipulated in-
lieu fees for certain projects described in the OMLA rather than constructing those projects. In September 2011, we, the County and 
the Town executed a global settlement, and the Town’s suit was dismissed with prejudice. Under the terms of the settlement, we 
provided certain construction materials to the Town valued at $99 and engineering studies completed to date valued at $260, thus
recording a charge against operations of $359 in the second quarter of fiscal year 2012. We also established a protection plan whereby 
we agree to reimburse certain Town residents for approved costs to repair septic systems. Our exposure under this protection plan
shall not exceed $75. 

Vermont Attorney General Matter

We entered into an Assurance of Discontinuance (“AOD”) with the Vermont Attorney General’s Office (“AG”) on or about May 17, 
2002, concerning, among other matters, the conduct of our business in Vermont as related to certain contract terms applicable to our 
small commercial container customers. On March 23, 2010, we received a Civil Investigative Subpoena (“CIS”) from the AG 
requesting information and documents regarding our compliance with the AOD. In the course of responding to the AG’s requests, we
discovered that some of our small commercial container customers were mistakenly issued contracts which did not strictly comply
with the terms of the AOD. This error occurred during a one year period starting in 2009 and ending in 2010, and only a portion of our 
small commercial container customers in Vermont were affected. We terminated the use of these noncompliant contracts, and issued
revised contracts to those affected customers. We had not sought to enforce the terms of any of these contracts. 

We worked with the AG to resolve these technical violations of the AOD, and reached an agreement on August 12, 2011 with the AG
for us to pay a civil penalty in the amount of $1,000, in staged payments starting in September 2011, and concluding on December 30, 
2011. This amount was recorded in the first quarter of fiscal year 2012 and all payments to the AG have been made by us. A Revised 
Final Judgment of Consent and Order was entered on August 15, 2011 (the “Revised Order”) by the Vermont Superior Court 
Washington Unit, Civil Division. The Revised Order extended some of the conditions of the AOD for ten years from entry of the 
Revised Order, and requires us to institute certain policies, procedures and employee training regimens applicable to our affected 
Vermont employees to ensure that all contracts used by us for the provision of services to our small commercial container customers 
comply with the AOD. 

Penobscot Energy Recovery Company Matter

On May 31, 2011 we received formal written notice from the Penobscot Energy Recovery Company (“PERC”) submitting to 
arbitration what it alleges is a disputed invoice in the amount of approximately $3,195 dated March 2, 2011. PERC contended that
Pine Tree Waste, Inc., our subsidiary, failed since 2001 to honor a “put-or-pay” waste disposal arrangement. Arbitration of this matter 
was initiated, but in January 2012 a global settlement was reached in principle and memorialized in a letter of intent dated February 1, 
2012, which documented the final terms of the settlement and dismissal of the arbitration action. The final global settlement 
documents are being drafted. Pursuant to the terms of the settlement no cash payout is required. We anticipate that there may be
nonmaterial incremental operational expenses that arise from implementing the terms of the settlement with regard to waste deliveries. 
We believe that until the terms of the settlement are fully agreed upon and executed and the arbitration dismissed, a loss in the range 
of $0 to $3,195 is reasonably possible, but not probable. 

86 

New York State Tax Litigation Matter

On January 18, 2011, certain of our subsidiaries doing business in New York State received a Notice of Deficiency from the New 
York State Department of Taxation and Finance asserting liability for corporation franchise tax for one or more of the tax years ended 
April 30, 2004 through April 30, 2006. The Notices, in the aggregate, assert liability of $3,852, comprising $2,220 of tax and $1,632 
of penalties and interest. New York State has alleged that we are not permitted to file a single combined corporation franchise tax 
return with our subsidiaries for each of the years audited. 

We filed Petitions for Redetermination with the State of New York Division of Tax Appeals on April 13-14, 2011, and an 
administrative hearing before a single tax tribunal administrative law judge on all Petitions is scheduled for December 12, 2012. We 
expect to aggressively defend against this claim through the administrative adjudication and appeals process and the courts if 
necessary. Under ASC 740 we believe our position will more likely than not be successful in contesting the deficiencies and 
consequently, we have not established any reserve. 

(c) 

Environmental Liability 

We are subject to liability for environmental damage, including personal injury and property damage, that our solid waste, recycling 
and power generation facilities may cause to neighboring property owners, particularly as a result of the contamination of drinking 
water sources or soil, possibly including damage resulting from conditions existing before we acquired the facilities. We may also be 
subject to liability for similar claims arising from off-site environmental contamination caused by pollutants or hazardous substances 
if we or our predecessors arrange or arranged to transport, treat or dispose of those materials. 

On December 20, 2000, the State of New York Department of Environmental Conservation (“DEC”) issued an Order on Consent 
(“Order”) which named Waste-Stream, Inc. (“WSI”), our subsidiary, General Motors Corporation (“GM”) and Niagara Mohawk 
Power Corporation (“NiMo”) as Respondents. The Order required that the Respondents undertake certain work on a 25-acre scrap 
yard and solid waste transfer station owned by WSI, including the preparation of a Remedial Investigation and Feasibility Study (the 
“Study”). A draft of the Study was submitted to DEC in January 2009 (followed by a final report in May 2009). The Study estimated
that the undiscounted costs associated with implementing the preferred remedies will be approximately $10,219 and it is unlikely that 
any costs relating to onsite remediation will be incurred until fiscal year 2013. On February 28, 2011, the DEC issued a Proposal
Remedial Action Plan (the “PRAP”) for the site and accepted public comments on the proposed remedy through March 29, 2011. We 
submitted comments to the DEC on this matter. In April 2011, the DEC issued the final Record of Decision (“ROD”) for the site. The 
ROD was subsequently rescinded by the DEC for failure to respond to all submitted comments. The preliminary ROD, however, 
estimated that the present cost associated with implementing the preferred remedies would be approximately $12,130. The DEC 
issued the final ROD in June 2011 with proposed remedies consistent with its earlier ROD. 

WSI is jointly and severally liable for the total cost to remediate and we initially expected to be responsible for approximately 30% 
upon implementation of a cost-sharing agreement with NiMo and GM. Based on these estimates, we recorded an environmental 
remediation charge of $2,823 in third quarter of fiscal year 2009. In the fourth quarter of fiscal year 2009, we recognized an additional 
charge of $1,532, representing an additional 15% of the estimated costs, in recognition of the deteriorating financial condition and 
eventual bankruptcy filing of GM. In the fourth quarter of fiscal year 2010, we recognized an additional charge of $335 based on
changes in the expected timing of cash outflows. Based on the estimated costs in the ROD, and changes in the estimated timing of
cash flows, we recorded an environmental remediation charge of $549 in the fourth quarter of fiscal year 2011. Such charges could be 
significantly higher if costs exceed estimates. We inflate these estimated costs in current dollars until the expected time of payment 
and discount the cost to present value using a risk free interest rate (2.70%). At April 30, 2012 and April 30, 2011, we have recorded 
liabilities of $5,210 and $5,147, respectively, including the recognition of $138 and $138 of accretion expense in the fiscal years
ended April 30, 2012 and 2011, respectively. 

In September 2011, the DEC settled its environmental claim against the estate of the former GM (known as the “Motors Liquidation
Trust”) for future remediation costs relating to the WSI site for face value of $3,000. In addition, in November 2011 we settled our 
own claim against the Motors Liquidation Trust for face value of $100. These claims will be paid by GM in stocks and warrants of the 
reorganized GM. We expect the warrants to be issued within the first or second quarter of fiscal year 2013.  We have not assumed that 
the payment of these claims will reduce our exposure. 

87 

The payments we expect to make, in today’s dollars, for each of the five succeeding fiscal years and the aggregate amount thereafter 
are as follows: 

2013 
2014 
2015 
2016 
2017 
Thereafter 
Total 

$

$

225
2,019 
2,011
27 
42
750 
5,074

A reconciliation of the expected aggregate undiscounted amount to the amount recognized in the statements of financial position is as 
follows: 

Undiscounted liability 
Plus inflation / discount, net 
Liability balance - April 30, 2012 

$

$

5,074
136 
5,210

Any substantial liability incurred by us arising from environmental damage could have a material adverse effect on our business,
financial condition and results of operations. We are not presently aware of any other situations that it expects would have a material 
adverse impact on its business, financial condition, results of operations or cash flows. 

(d)

Employment Contracts 

We have entered into employment contracts with three of our executive officers. Contracts are dated June 18, 2001, January 9, 2008, 
and July 6, 2010. Each contract has an initial three year term and a covenant not to compete ranging from one to two years from the 
date of termination. These contracts automatically extend for a one year period at the end of the initial term and any renewal period. 
Total annual commitments for salaries under these contracts are $941. In the event of a change in control of us, or in the event of 
involuntary termination without cause, the employment contracts provide for a payment ranging from one to three years of salary and 
bonuses. We also have other employment contracts or arrangements with employees who are not senior officers. 

11. 

STOCKHOLDERS’ EQUITY

(a)

Common Stock 

The holders of the Class A Common Stock are entitled to one vote for each share held. The holders of the Class B Common Stock are 
entitled to ten votes for each share held, except for the election of one director, who is elected by the holders of the Class A Common 
Stock exclusively. The Class B Common Stock is convertible into Class A Common Stock on a share-for-share basis at the option of
the shareholder. 

(b)

Preferred Stock 

We are authorized to issue up to 944 shares of preferred stock in one or more series. As of April 30, 2012 and 2011, we had zero
shares issued. 

(c)

Stock Incentive Plans 

On July 31, 1997, we adopted the 1997 Stock Option Plan (the “1997 Plan”) a stock option plan for employees, officers and directors 
of, and consultants and advisors to us. As of April 30, 2012, options to purchase 1,081 shares of Class A Common Stock at a weighted 
average exercise price of $11.82 were outstanding under the 1997 Plan. As of April 30, 2011, options to purchase 1,667 shares of
Class A Common Stock at a weighted average exercise price of $11.81 were outstanding under the 1997 Plan. The 1997 Plan 
terminated as of July 31, 2007 and as a result no additional awards may be made pursuant to the 1997 Plan. 

On July 31, 1997, we adopted a stock option plan for our non-employee directors. The 1997 Non-Employee Director Stock Option 
Plan (the “Non-Employee Director Plan”) provided for the issuance of a maximum of 200 shares of Class A Common Stock pursuant 
to the grant of non-statutory options. As of April 30, 2012 options to purchase 95 shares of Class A Common Stock at a weighted
average exercise price of $11.04 were outstanding. As of April 30, 2011 options to purchase 110 shares of Class A Common Stock at 
a weighted average exercise price of $11.07 were outstanding. The Non-Employee Director Plan terminated as of July 31, 2007. 

88 

 
 
 
On October 10, 2006, we adopted the 2006 Stock Incentive Plan (the “2006 Plan”).  The 2006 Plan was amended on October 13, 
2009.  Up to an aggregate amount equal to the sum of: (i) 2,475 shares of Class A Common Stock (subject to adjustment in the event 
of stock splits and other similar events), plus (ii) such additional number of shares of Class A Common Stock as are currently subject
to options granted under our 1993 Incentive Stock Option Plan, 1994 Non-statutory Stock Option Plan, 1996 Option Plan, and 1997
Plan (the “Prior Plans”) which are not actually issued under the Prior Plans because such options expire or otherwise result in shares 
not being issued, may be issued pursuant to awards granted under the 2006 Plan. As of April 30, 2012, options to purchase 485 shares 
of Class A Common Stock at a weighted average exercise price of $7.64 were outstanding under the 2006 Plan. As of April 30, 2011,
options to purchase 478 shares of Class A Common Stock at a weighted average exercise price of $7.66 were outstanding under the
2006 plan. 

During fiscal year 2010, we granted an equal number of restricted stock units and performance stock units under the 2006 Plan to
certain employees. The vesting of the performance stock units was based on our attainment of targeted annual returns on net assets in 
fiscal year 2012 and the vesting of the restricted stock units is based on continued employment over a three year period beginning on 
the grant date. The initial grant date of these awards was June 11, 2009.  Subsequent to the initial grant, we determined that due to a 
clerical error, the number of awards made on June 11, 2009 exceeded the number of shares that were available for issuance under the 
2006 Plan. As a result, we asked officers and certain employees who received a restricted stock and performance stock unit award on 
June 11, 2009 and a performance stock unit award on July 28, 2008 to agree to termination of the agreements evidencing such awards. 
Upon stockholder approval to increase the number of shares authorized for issuance under the 2006 Plan on October 13, 2009, we 
granted restricted stock units and performance stock units under the 2006 Plan for the same number of shares and subject to the same 
terms as those awards that had been terminated. The performance and restricted stock units were granted at an average grant date fair 
value of $2.69 per share. As of April 30, 2012, the restricted stock units could result in the issuance of an aggregate of up to 134 
shares of Class A Common Stock based on continued employment over the remainder of the three year service period. The 
performance stock units could have resulted in the issuance of shares of Class A Common stock based on the attainment of a targeted 
average return on net assets over a three year period ending April 30, 2012. We did not record equity compensation expense or issue 
any shares of Class A Common stock as we did not attain the performance metrics associated with this grant. These performance stock 
units expired on April 30, 2012. 

As a result of the sale of non-integrated recycling assets and select intellectual property assets on March 1, 2011, we modified certain 
awards associated with this grant to allow employees who left us as a result of the transaction to become immediately vested in full 
with respect to their performance stock units and partially vested with respect to their restricted stock units based on their continued 
employment through the transaction date. This modification resulted in 106 and 25 shares of Class A Common Stock to be issued and
$702 in total compensation expense being recognized related to discontinued operations in the fourth quarter of fiscal year 2011.

In fiscal year 2011, we granted a combination of restricted stock units and performance stock units under the 2006 Plan to certain
employees. The vesting of the performance stock units is based on our attainment of targeted annual returns on net assets in fiscal year 
2013 and the vesting of the restricted stock units is based on continued employment over a three year period beginning on the grant
date. As of April 30, 2012, the performance stock units included in the June, 2010 grant for could result in the issuance of up to 441 
shares of Class A Common Stock based on the attainment of a targeted annual return on net assets in fiscal year 2013 and the 
restricted stock units could result in the issuance of up to 235 shares of Class A Common Stock based on continued employment over 
the remainder of the three year service period. The performance stock units were granted at a grant date fair value of $4.20 per share 
and the restricted stock units were granted at a grant date fair value of $3.46 per share. 

As a result of the sale of non-integrated recycling assets and select intellectual property assets on March 1, 2011, we modified certain 
awards to allow employees who left us as a result of the transaction to become immediately vested with respect to their performance 
stock units and partially vested with respect to their restricted stock units based on their continued employment through the transaction 
date.  This modification resulted in 107 and 21 shares of Class A Common Stock to be issued and $736 in total compensation expense
being recognized related to discontinued operations in the fourth quarter of fiscal year 2011. 

In fiscal year 2012, we granted an equal number of restricted stock units and performance stock units under the 2006 Plan to certain 
employees. The vesting of the performance stock units is based on our attainment of targeted annual returns on net assets in fiscal year 
2014 and the vesting of the restricted stock units is based on continued employment over a three year period beginning on the grant
date. As of April 30, 2012, the performance stock units included in the June 2011 grant could result in the issuance of up to 365 shares 
of Class A Common Stock based on the attainment of a targeted maximum annual return on net assets in fiscal year 2014 and the 
restricted stock units could result in the issuance of an aggregate of up to 243 shares of Class A Common Stock based on continued 
employment over the remainder of the three year service period. The performance stock units and the restricted stock units were
granted at a grant date fair value of $6.06 per share. 

Stock options granted generally vest over a one to four year period from the date of grant and are granted at prices equal to the
prevailing fair market value at the issue date. In general, stock options are issued with a life not to exceed ten years. Shares issued by 
us upon exercise of stock options are issued from the pool of authorized shares of Class A Common Stock. 

89 

As a result of the sale of non-integrated recycling assets and select intellectual property assets on March 1, 2011, employees who left 
us as a result of the transaction that held stock options, subject to certain limitations, had the exercise period of their stock options 
extended 18 months from the date of termination. 

Set forth below is a summary of options outstanding and exercisable as of April 30, 2012: 

$ 0.00 - $3.99  
$ 4.00 - $6.91  
$ 6.92 - $10.38  
$ 10.39 - $12.60  
$ 12.61 - $15.58  
Over $15.59  
Totals  

Options Outstanding 
Weighted 
Average
Remaining 
Contractual Life
(Years) 

8.2
4.6 
1.5
3.1 
2.9
4.1 
3.6

Weighted 
Average
Exercise Price
3.81
$
5.41 
9.10
11.65 
13.28
15.60 
10.55

$

Number of 
Options 
Outstanding 
250
52 
248
457 
639
15 
1,661

Options Exercisable 

Number of 
Exerciseable
Options 

Weighted 
Avereage
Exercise Price 
3.81
5.31 
9.10
11.65 
13.28
15.60 
11.33

83 $
45 
248
457 
639
15 
1,487 $

As of April 30, 2012 there were 1,751 Class A Common Stock equivalents available for future grant under the 2006 Plan inclusive of 
additional Class A Common Stock equivalents which were previously issued under our terminated plans, and which have become 
available for grant because such awards expired or otherwise resulted in shares not being issued. 

A summary of stock options, restricted stock and restricted / performance stock units outstanding as of April 30, 2012 and 2011, and 
changes during the fiscal year ended April 30, 2012, is presented below: 

Unvested 
Options 

Vested 
Options 

Total
Options 

Weighted
Average
Exercise
Price 

Aggregate 
Intrinsic 
Value of 
Vested 
Options 

Weighted 
Average
Remaining 
Term 
(Years) 

Outstanding, April 30, 2011  
Granted  
Vested (options only) 
Forfeited  
Exercised/Issued 
Outstanding, April 30, 2012 
Exercisable, April 30, 2010 
Exercisable, April 30, 2011 
Exercisable, April 30, 2012 
Expected to vest at April 30, 

2012 

257
7 
(90)
— 
—
174 

174 

1,998
— 
90
(601)
—
1,487 
2,466
1,998 
1,487

2,255 $
7 
—
(601)
—
1,661 
2,466 $
1,998  $
1,487 $

10.89 $
6.03 
3.88
11.77 
—

  $ 
11.25 $
11.80  $
11.33 $

803

3.8

592 
3
52 
222

3.6 
3.4
3.1 
3.1

Restricted 
Stock Units,
Restricted 
Stock and 
Performance
Stock Units
Unvested (1) 
1,630
612
—
(500)
(362)
1,380

1,157

(1) Performance stock units are included at the 100% attainment level.  Attainment of performance metrics at maximum levels 

could result in the issuance of an additional 210 shares of Class A Common Stock. 

The weighted average grant date fair value per share for the stock options granted during the fiscal years ended April 30, 2012, 2011 
and 2010 was $4.36, $2.85 and $3.48, respectively. The total fair value of the 90 stock options vested during the fiscal year and 
outstanding as of April 30, 2012 was approximately $261. 

Stock options exercisable as of April 30, 2012 have an aggregate intrinsic value of $222 based on the market value of our Class A 
common stock as of April 30, 2012. 

90 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(d)

Stock-Based Compensation 

We recognized stock-based compensation expense of $1,855, $1,592 and $1,987 for the fiscal years ended April 30, 2012, 2011 and
2010, respectively. Of these amounts, expense recorded with respect to stock options was $258, $387 and $925, expense recorded with 
respect to our employee stock purchase plan was $113, $122 and $188, and expense recorded with respect to restricted stock, 
restricted stock units and performance stock units was $1,485, $1,083 and $875 for the fiscal years ended April 30, 2012, 2011 and 
2010, respectively. The tax benefit in the provision for income taxes associated with stock-based compensation expense for the fiscal
years ended April 30, 2012, 2011 and 2010 was $0, $97, and $0, respectively. 

The unrecognized stock-based compensation expense at April 30, 2012 related to unvested stock options, restricted stock and 
restricted stock units was $2,217, to be recognized over a weighted average period of 1.24 years. Maximum unrecognized stock-based 
compensation expense at April 30, 2012 related to outstanding performance stock units, and subject to the attainment of targeted
maximum annual returns on net assets, was $3,486, to be recognized over a weighted average period of 1.45 years. As of April 30,
2012, we do not expect to recognize any expense related to outstanding performance stock units over the weighted average period
based on our expectation that we will not meet our attainment levels. 

We recorded a tax benefit of $254, $129 and $0 to additional paid in capital related to the exercise of various share based awards in 
the fiscal years ended April 30, 2012, 2011 and 2010, respectively. Prior to the adoption of guidance on equity based compensation, 
we presented all tax benefits net of deductions resulting from the exercise of share based awards as an operating cash flow, in
accordance with appropriate guidance. Current guidance on equity based compensation requires us to reflect the tax savings resulting 
from tax deductions in excess of expense as a financing cash flow in its financial statements. 

Our calculations of stock-based compensation expense associated with stock options and our Employee Stock Purchase Plan for the
fiscal years ended April 30, 2012, 2011 and 2010 were made using the Black-Scholes valuation model. The fair values of our stock
option grants and stock options related to shares issued under our Employee Stock Purchase Plan were estimated assuming no 
expected dividend yield using the following weighted average assumptions for the fiscal years ended April 30, 2012, 2011 and 2010: 

Stock Options: 
Expected life 
Risk-free interest rate 
Expected volatility 
Stock Purchase Plan: 

Expected life 
Risk-free interest rate 
Expected volatility 

Fiscal Year Ended April 30, 
2011 

2012 

2010 

5.5 years 
0.82% 
91.54% 

  6.5 years
1.80% 
85.59% 

6 years   
2.28% 
84.98%   

0.5 years 
0.10% 
49.05% 

  0.5 years
0.20% 
46.53% 

  0.5 years  
0.19% 
  210.97%  

The fair value of the stock option modification related to the sale of non-integrated recycling assets and select intellectual property 
assets was calculated as of the agreement date using the following assumptions: expected life 1.5 years, risk-free interest rate of 
0.46%, and expected volatility rate of 52.19%. 

Expected life is calculated based on the weighted average historical life of the vested stock options, giving consideration to vesting 
schedules and historical exercise patterns. Risk-free interest rate is based on the U.S. treasury yield curve for the period of the 
expected life of the stock option. Expected volatility is calculated using the average of historical volatility of our Class A Common 
Stock over the expected life. 

The Black-Scholes valuation model requires extensive use of accounting judgment and financial estimation, including estimates of the 
expected term option holders will retain their vested stock options before exercising them, the estimated volatility of our Class A 
Common Stock price over the expected term, and the number of stock options that will be forfeited prior to the completion of their 
vesting requirements. Application of alternative assumptions could produce significantly different estimates of the fair value of stock-
based compensation and consequently, the related amounts recognized in the consolidated statements of operations. 

 (e) 

Noncontrolling interest 

In September 2011, we entered into a joint venture with Altela, Inc. to form Casella-Altela Regional Environmental Services, LLC
(“CARES”), a joint venture that develops, owns and operates water treatment projects for the natural gas drilling industry in 
Pennsylvania and New York and can also be used to treat leachate at our landfills. As a part of the joint venture, we retained a 51% 
membership interest in CARES in exchange for an initial cash contribution to CARES of $1,322. Altela, Inc. made an initial 

91 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
contribution of equipment valued at $1,270 and retained a 49% membership interest in CARES. In the fiscal year 2012, we and 
Altela, Inc. made additional cash contributions, in line with our membership interests, of $557 and $535, respectively, for the purchase 
of additional equipment and to fund operations. Income and losses are to be allocated to members based on membership interest 
percentage. 

In accordance with ASC 810-10-15, we consolidate the assets, liabilities, noncontrolling interest, and results of operations of CARES 
into our consolidated financial statements due to our controlling financial interest in the joint venture. 

12.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Our financial instruments include cash and cash equivalents, trade receivables, restricted trust and escrow accounts, commodity and 
interest rate derivatives, trade payables and long-term debt. The carrying values of cash and cash equivalents, trade receivables and 
trade payables approximate their respective fair values. We use a three-tier fair value hierarchy to classify and disclose all assets and 
liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in 
periods subsequent to their initial measurement. These tiers include: Level 1, defined as quoted market prices in active markets for 
identical assets or liabilities; Level 2, defined as inputs other than Level 1 that are observable, either directly or indirectly, such as 
quoted prices for similar assets or liabilities, and Level 3, defined as unobservable inputs that are not corroborated by market data. 

We use valuation techniques that maximize the use of market prices and observable inputs and minimize the use of unobservable 
inputs. In measuring the fair value of our financial assets and liabilities, we rely on market data or assumptions which we believe 
market participants would use in pricing an asset or a liability. 

Our financial assets and liabilities recorded at fair value on a recurring basis include restricted assets and derivative instruments. Our 
derivative instruments at April 30, 2012 include two forward starting interest rate derivatives. We use interest rate derivatives to hedge 
against adverse movements in interest rates. The fair value of our interest rate derivatives is based primarily on the LIBOR index. 

As of April 30, 2012, our financial assets and liabilities that are measured at fair value on a recurring basis and whose carrying values 
do not approximate their respective fair values include the following: 

Assets:

Restricted assets 

Liabilities: 

Interest rate derivatives 

Fair Value Measurement at April 30, 2012 Using: 

Quoted Prices in 
Active Markets for
Identical Assets 
(Level 1) 

Significant Other 
Observable Inputs 
(Level 2) 

Significant
Unobservable Inputs
(Level 3) 

$

$ 

424 

$

— 

$

— 

$ 

2,369 

$ 

—

—

Our derivative instruments at April 30, 2011 include commodity hedges. We use commodity hedges to hedge against fluctuations in
commodity pricing and the fair value of these hedges is based on futures pricing in the underlying commodities. 

As of April 30, 2011, our financial assets and liabilities that are measured at fair value on a recurring basis and whose carrying values 
do not approximate their respective fair values include the following: 

Assets:

Restricted assets 

Liabilities: 

Commodity derivatives 

Fair Value Measurement at April 30, 2011 Using: 

Quoted Prices in 
Active Markets for
Identical Assets 
(Level 1) 

Significant Other 
Observable Inputs 
(Level 2) 

Significant
Unobservable Inputs
(Level 3) 

$

$

334 

$

— 

$

— $

230

$

—

—

In fiscal year 2012, our financial assets and liabilities recorded at fair value on a non-recurring basis include our investment in 
GreenFiber, our guaranty of GreenFiber’s modified and restated loan and security agreement and our long-lived asset group related to 
Maine Energy. The fair value of our investment in GreenFiber was based on a third party valuation that calculated the fair value

92 

 
 
 
 
 
 
 
 
 
relying on the income approach using discounted cash flows taking into account current expectations for asset utilization, housing 
starts and the remaining useful life of related assets. The fair value of our guaranty was determined using the cost approach based 
primarily on an estimated bond rate that would be incurred to collateralize a bond of similar nature to the guaranty. The fair value of 
our Maine Energy asset group was measured based on the asset group’s highest and best use under the market approach, utilizing the 
discounted present cash flows associated with the purchase consideration of the facility, adjusted for costs to demolish the facility. 

As of April 30, 2012, our assets and liabilities that are measured at fair value on a non-recurring basis include the following:

Assets:

Investment in unconsolidated entity - GreenFiber 
Long lived asset group - Maine Energy 

Total assets 
Liabilities: 
Guaranty 

Fair Value Measurement at April 30, 2012 Using: 

Quoted Prices in 
Active Markets for
Identical Assets 
(Level 1) 

Significant Other 
Observable Inputs 
(Level 2) 

Significant
Unobservable Inputs
(Level 3) 

$

$ 

$

— 
—
— 

$

$ 

— 

$ 

— 
—
— 

$

$ 

— 

$ 

6,502 
1,551
8,053 

264 

In fiscal year 2011, our financial assets and liabilities recorded at fair value on a non-recurring basis include our guaranty of 
GreenFiber’s modified and restated loan and security agreement and our long-lived asset group related to Southbridge Recycling 
Processing facility. The fair value of our guaranty was determined using the cost approach based primarily on an estimated bond rate 
that would be incurred to collateralize a bond of similar nature to the guaranty. The fair value of our Southbridge Recycling Facility
asset group was measured by a third party who performed a fair value analysis of the related personal property and real property using 
an “in-exchange” valuation premise based on the cost, market and income approaches. 

As of April 30, 2011, our assets that are measured at fair value on a non-recurring basis include the following: 

Assets:

Long-lived asset group - Southbridge Recycling Facility 

Liabilities: 
Guaranty 

13.

EMPLOYEE BENEFIT PLANS

Fair Value Measurement at April 30, 2011 Using: 

Quoted Prices in 
Active Markets for
Identical Assets 
(Level 1) 

Significant Other 
Observable Inputs 
(Level 2) 

Significant
Unobservable Inputs
(Level 3) 

$

$

— 

— 

$

$

— 

— 

$

$

4,325 

95

We offer our eligible employees the opportunity to contribute to a 401(k) plan. Effective May 1, 2008, we contributed fifty cents for 
every dollar an employee invests in the 401(k) plan up to our maximum match of one thousand dollars per calendar year. Previously
this amount had been seven hundred fifty dollars per calendar year. Effective January 1, 2009, we suspended our matching provision 
of the 401(k) plan. Effective July 1, 2010, we reinstated our matching provision of the 401(k) and contribute fifty cents for every 
dollar an employee invests in the 401(k) plan up to our maximum match of five hundred dollars per calendar year. Effective January 1, 
2011, the maximum match was revised to one thousand dollars per calendar year. Participants vest in employer contributions ratably 
over a three year period. Employer contributions for the fiscal years ended April 30, 2012, 2011, and 2010 amounted to $603, $600 
and $0, respectively. 

In January 1998, we implemented our employee stock purchase plan. Under this plan, qualified employees may purchase shares of 
Class A Common Stock by payroll deduction at a 15% discount from the market price. 900 shares of Class A Common Stock had 
been reserved for this purpose. During the fiscal years ended April 30, 2012, 2011 and 2010, 65, 105 and 146 shares, respectively, of 
Class A Common Stock were issued under this plan. As of April 30, 2012, 260 shares of Class A Common Stock were available for 
distribution under this plan. 

93 

 
 
 
 
 
 
 
 
 
 
 
14.

INCOME TAXES

The provision (benefit) for income taxes from continuing operations for the fiscal years ended April 30, 2012, 2011 and 2010 consists
of the following: 

Federal— 
Current  
Deferred  
Deferred benefit of loss 

carryforwards  

State— 

Current  
Deferred  
Deferred benefit of loss 

carryforwards  

2012 

Fiscal Year Ended April 30, 
2011 

2010 

$ 

121 
1,139

$

— 
(9,047)

$

— 
1,260

(352)
289 

(16)
(79) 

$

1,181

$

(15,748) 
(24,795)

(599)
2,253 

(1,076)
578 
(24,217)

$

51 
1,601

—
1,652

46
737 

(193)
590 
2,242

The differences in the provision (benefit) for income taxes and the amounts determined by applying the Federal statutory rate to
income before provision (benefit) for income taxes for the years ended April 30, 2012, 2011 and 2010 are as follows: 

Federal statutory rate 
Tax at statutory rate 
State income taxes, net of federal benefit 
Increase (decrease) in valuation allowance 
Non-deductible impairment of investment in 

GreenFiber 

Non-deductible GreenFiber goodwill 
impairment and equity income in 
subsidiaries 

Tax credits 
Non-deductible expenses 
Non-deductible stock option charges 
Other, net 

Fiscal Year Ended April 30, 

2012 

2011 

2010 

35%

$ 

(26,997)  $

(3,104)
27,247 

3,738

1,182 
(650)
824 
73

(1,132) 
1,181

$

$

35%
(9,772)  $
217
(14,454) 

35%
(4,832) 
677
6,367 

—

—

—
(637)
409 
107
(87) 
(24,217)

—
(701)
446 
381
(96) 

$

2,242

94 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Deferred income taxes reflect the impact of temporary differences between the amounts of assets and liabilities recognized for 
financial reporting purposes and such amounts recognized for income tax purposes. Deferred tax assets and liabilities consist of the 
following at April 30, 2012 and 2011: 

Deferred tax assets: 

Accrued expenses and reserves  
Book over tax depreciation of property and 

equipment  

Net operating loss carryforwards  
Alternative minimum tax credit carryforwards 
General business tax credit carryforwards  
Stock awards 
Unrealized loss on commodity hedges  
Deferred revenue  
Other  

Total deferred tax assets  
Less: valuation allowance  
Total deferred tax assets after valuation 

allowance  

Deferred tax liabilities: 

Amortization of intangibles  
Basis difference in equity interests  
Unrealized gain on commodity hedges  

Total deferred tax liabilities  
Net deferred tax (liability) asset  

April 30, 

2012 

2011 

$

28,383 

$

24,914 

24,899
9,724 
3,330
1,438 
1,140
688 
218
370 
70,190
(50,700) 

3,360
3,883 
3,303
711 
1,052
—
315
383 
37,921
(20,618)

19,490

17,303

(21,114)
— 
—

(21,114) 
(1,624)

$

(16,485)
(545)
(250)
(17,280)
23

$

At April 30, 2012 we have, for federal income tax purposes, net operating loss carryforwards of approximately $12,644  that expire in 
fiscal years 2024 through 2032 and state net operating loss carryforwards of approximately $35,101 that expire in fiscal years 2013 
through 2032. The net operating loss carryforwards include approximately $383 for which a benefit will be recorded in additional
paid-in capital when realized. In addition, we have $3,330 minimum tax credit carryforwards available that are not subject to a time 
limitation and $1,438 general business credit carryforwards which expire in fiscal years 2023 through 2032. 

In assessing the realizability of carryforwards and other deferred tax assets, management considers whether it is more likely than not 
that some portion or all of the deferred tax assets will not be realized. We adjust the valuation allowance in the period management 
determines it is more likely than not that deferred tax assets will or will not be realized. 

For the fiscal year ended April 30, 2012, the net increase in the valuation allowance was $30,082. In determining the need for a
valuation allowance, we have assessed the available means of recovering deferred tax assets, including the ability to carryback net 
operating losses, the existence of reversing temporary differences, the availability of tax planning strategies, and available sources of 
future taxable income. We have also considered the ability to implement certain strategies, such as a potential sale of assets that 
would, if necessary, be implemented to accelerate taxable income and use expiring deferred tax assets. We believe we are able to
support the deferred tax assets recognized as of the end of the year based on all of the available evidence. The net deferred tax liability 
as of April 30, 2012 includes deferred tax liabilities related to amortizable goodwill, which are anticipated to reverse in an indefinite 
future period and which are not currently available as a source of taxable income. 

The provisions of ASC 740-10-25-5 prescribe the minimum recognition threshold that a tax position is required to meet before being 
recognized in the financial statements. Additionally, ASC 740-10-25-5 provides guidance on de-recognition, measurement, 
classification, interest and penalties, accounting in interim periods, disclosure and transition. Under ASC 740-10-25-5, an entity may 
only recognize or continue to recognize tax positions that meet a “more likely than not” threshold. 

95 

 
 
 
 
 
 
 
 
 
 
A reconciliation of the beginning and ending amount of gross unrecognized tax benefits for the fiscal years ended April 30, 2012 and 
2011 are as follows: 

Fiscal Year Ended April 30, 
2011 
2012 

Unrecognized tax benefits at beginning of period 
Gross increases for tax positions related to the current year  
Gross increases for tax positions of prior years 
Gross decreases for tax positions of prior years 
Reductions resulting from lapse of statute of limitations 
Settlements 
Unrecognized tax benefits at end of period 

$

$

4,932
— 
42
(45) 
(482)
—
4,447

$

$

5,859
1 
34
(305) 
(657)
—
4,932

Included in the balances at April 30, 2012 and 2011 are approximately $0 and $16, respectively, of unrecognized tax benefits (net of 
the federal benefit on state issues) that, if recognized, would favorably affect the effective income tax rate in future periods. We 
anticipate that approximately $425 of unrecognized tax benefits, all related to deferred tax assets which are subject to a full valuation 
allowance, may be reversed within the next 12 months due to the expiration of the applicable statute of limitations. 

Our continuing practice is to recognize interest and penalties related to income tax matters in income tax expense. Related to uncertain 
tax positions, we have accrued interest of $34 and penalties of $9 during 2012, including ($95) accrued in income tax expense during 
the year ended April 30, 2012. We accrued interest of $129 and penalties of $9 related to uncertain tax positions during 2011, 
including ($440) accrued in income tax expense during the year ended April 30, 2011. To the extent interest and penalties are not 
assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax 
provision. 

We are subject to U.S. federal income tax, as well as income tax of multiple state jurisdictions. Due to Federal and state net operating 
loss carryforwards, income tax returns from fiscal years 1998 through 2012 remain open for examination, with limited exceptions.

15.

DEVELOPMENT PROJECT CHARGES

In the second quarter of fiscal year 2012, we recorded a charge of $131 for deferred costs associated with certain development projects 
no longer deemed viable. 

16.

ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS

Assets held for sale: 

In the first quarter of fiscal year 2011, we completed the sale of certain assets in Southeastern Massachusetts and recorded a gain on 
sale of assets of $3,502. Total consideration amounted to $7,750 with cash proceeds of $7,533. 

Discontinued operations: 

On January 23, 2011, we entered into a purchase and sale agreement and related agreements to sell non-integrated recycling assets and 
select intellectual property assets to a new company (the “Purchaser”) formed by Pegasus Capital Advisors, L.P. and Intersection LLC 
for $130,400 in gross proceeds. Pursuant to these agreements, we divested non-integrated recycling assets located outside our core 
operating regions of New York, Massachusetts, Vermont, New Hampshire, Maine and northern Pennsylvania, including 17 MRFs, 
one transfer station and certain related intellectual property assets. Following the transaction, we retained four integrated MRFs
located in our core operating regions. As a part of the disposition, we also entered into a ten-year commodities marketing agreement 
with the Purchaser to market 100% of the tonnage from three of our remaining integrated MRFs. 

We completed the transaction on March 1, 2011 for $134,195 in gross cash proceeds. This included an estimated $3,795 working 
capital and other purchase price adjustment, which was subject to further adjustment, as defined in the purchase and sale agreement. 
After netting transaction costs and cash taxes payable in conjunction with the divestiture, net cash proceeds amounted to 
approximately $122,953. We used cash proceeds from the divestiture and borrowings under our subsequently refinanced senior 
secured revolving credit facility to repay the aggregate balance of our 2009 Term Loan in full upon completion of the disposition. This 
resulted in a gain on disposal of discontinued operations (net of tax) of $43,718 in the fourth quarter of fiscal year 2011. The final 
working capital adjustment, along with additional legal expenses related to the transaction, of $646 was recorded to gain on disposal 
of discontinued operations (net of tax) in the first quarter of fiscal year 2012. In the second quarter of fiscal year 2012, we recorded an 

96 

 
 
 
 
 
 
 
additional working capital adjustment of $79 to gain on disposal of discontinued operations (net of tax), which related to our 
subsequent collection of receivable balances that were released to us for collection by the Purchaser. 

During the third quarter of fiscal year 2011, we also completed the sale of the assets of the Trilogy Glass business for cash proceeds of 
$1,840. A loss of to $128 (net of tax) was recorded to gain on disposal of discontinued operations in fiscal year 2011. In fiscal year 
2010 we completed divestitures and closed operations resulting in a gain on disposal of discontinued operations (net of tax) of $1,135 
for the fiscal year ended April 30, 2010. We received cash proceeds of $1,750 related to these divestiture transactions in fiscal year 
2010. 

The operating results of these operations, including those related to prior years, have been reclassified from continuing to discontinued 
operations in the accompanying consolidated financial statements. Revenues and (loss) income before income taxes attributable to
discontinued operations for the fiscal years ended April 30, 2011and 2010, respectively, are as follows: 

Revenues 
(Loss) income before income taxes 

Fiscal Year Ended 
April 30, 

2011 

2010 

$
$

62,510
$
(2,258)  $

66,242
1,931 

We have recorded contingent liabilities associated with these divestitures of approximately $325 and $332 at April 30, 2012 and 2011, 
respectively.

We allocate interest expense to discontinued operations.  We have also eliminated inter-company activity associated with discontinued 
operations. 

17.

EARNINGS PER SHARE

The following table sets forth the numerator and denominator used in the computation of earnings per share: 

Numerator: 
Loss from continuing operations before discontinued operations attributable 

to common stockholders 

  $

(78,317)  $

(3,704)  $ 

(16,049)

Fiscal Year Ended April 30, 
2011 

2010 

2012 

Denominator: 
Number of shares outstanding, end of period: 
Class A common stock 
Class B common stock 
Unvested restricted stock 
Effect of weighted average shares outstanding during period 
Weighted average number of common shares used in basic and diluted EPS  

25,991 
988
(127) 
(103)
26,749 

25,589 
988
(141) 
(331)
26,105 

24,944
988
(122)
(79)
25,731

For the fiscal years ended April 30, 2012, 2011 and 2010, 2,445, 3,264 and 3,901 shares of potential common stock related to 
restricted stock, restricted stock units, performance stock units, and stock options were excluded from the calculation of dilutive shares 
since we experienced a loss from continuing operations in each fiscal year period and the inclusion of potential shares would be anti-
dilutive. 

97 

 
 
 
 
 
 
 
 
 
 
 
18.

(a)

RELATED PARTY TRANSACTIONS

Services

During fiscal years ended April 30, 2012, 2011 and 2010, we retained the services of a related party, a company wholly owned by
John Casella, our Chairman and Chief Executive Officer, and Douglas Casella, a member of our Board of Directors, as a contractor in 
developing or closing certain landfills owned by us. Total purchased services charged to operations or capitalized to landfills for the 
fiscal years ended April 30, 2012, 2011 and 2010 were $2,612, $6,067 and $9,303, respectively, of which $45 and $209 were 
outstanding and included in either accounts payable or other current liabilities at April 30, 2012 and 2011, respectively. 

(b)

Leases 

On August 1, 1993, we initially entered into two leases for operating facilities with a partnership of which John Casella, our Chairman 
and Chief Executive Officer, and Douglas Casella, a member of our Board of Directors are the general partners. The leases have been 
extended according to the terms of the agreements and are classified as capital leases in the accompanying consolidated balance
sheets. The leases call for monthly payments of approximately $25 and expire in April 2013. Total expense charged to operations for 
fiscal years ended April 30, 2012, 2011 and 2010 under these agreements was $300, $311 and $321, respectively. 

(c)

Landfill Post-closure 

We have agreed to pay the cost of post-closure on a landfill owned by two of our major stockholders and members of the Board of
Directors (one of whom is also an officer). We paid the cost of closing this landfill in 1992, and the post-closure maintenance
obligations are expected to last until 2024. In the fiscal years ended April 30, 2012, 2011 and 2010, we paid $8, $8 and $9 
respectively, pursuant to this agreement. As of April 30, 2012 and 2011, we have accrued $84 and $94 respectively, for costs 
associated with its post-closure obligations. 

(d)

Employee Loans 

As of April 30, 2012 and 2011, we have recourse loans to a related party and employee outstanding in the amount of $722 and $1,297, 
respectively. The principal and interest on these notes is payable upon demand by us. Interest which has been fully accrued for as of 
April 30, 2012 is at the Wall Street Journal Prime Rate (3.25% at April 30, 2012). Noncurrent assets include a note from a former
officer and director of ours who ceased serving for us in this capacity when he left us in connection with the sale of non-integrated
recycling assets and select intellectual property assets discussed in Note 16. Following the termination of his employment, he agreed 
to surrender to us as payment against his outstanding loan with us stock awards that vested in connection with his resignation and the 
discretionary bonus that was awarded to him in June 2011. Such amounts, net of income taxes withheld, totaling $583, were applied
against his loan with us in the first quarter of fiscal year 2012. As of April 30, 2012 and 2011, an aggregate of $577 and $1,155 of 
principal and interest was outstanding under this loan. Receivables associated with a loan to an employee of ours of $145 and $142 at 
April 30, 2012 and 2011, respectively, are included in Notes receivable - related party/employee in the accompanying consolidated
balance sheets. 

19.

SEGMENT REPORTING

We report selected information about operating segments in a manner consistent with that used for internal management reporting. We 
classify our solid waste operations on a geographic basis through regional operating segments. Revenues are derived mainly from
collection, transfer, disposal, landfill, landfill-gas-to energy, recycling and organic services in the northeastern United States. The 
Eastern region also includes Maine Energy, which generates electricity from non-hazardous solid waste. Our revenues in the 
Recycling segment are derived from municipalities and customers in the form of processing fees, tipping fees and commodity sales.
During fiscal year 2011, we consolidated the Central and Western regions into a single segment as the Western region. Furthermore,
the four remaining MRFs that were previously included in the FCR Recycling operating segment, along with the two MRFs from the 
Central region and our commodity brokerage operations, were brought together to form the newly created Recycling operating 
segment. Therefore, segment data for fiscal year 2010 has been revised to reflect these changes in our segment classifications.
Ancillary operations, major customer accounts, discontinued operations, and earnings from equity method investees are included in 
our “Other” reportable segment. 

98 

Fiscal Year Ended April 30, 2012

Inter-company 
revenue (1) 

Depreciation and
amortization 

Segment 
Eastern
Western 
Recycling
Other 
Eliminations 
Total 

Outside 
revenues 
$ 172,942
215,213 
47,934
44,726 
—

$

$

34,298
70,264 
(248)
2,714 
(107,028)

  $  480,815  $ 

—  $ 

Operating
income (loss)
$

$

  Goodwill 

Interest 
expense (net)
35,992
(4,533) 
6,794
7,246 
—
45,499  $

Capital
expenditures 
20,731
$
30,321 
5,485
3,204 
—

  Total assets
$ 171,818
342,132 
55,249
64,544 
—
59,741  $  101,706  $ 633,743 

58
89,458 
12,190
— 
—

(42,797) $
29,564 
5,375
(3,668) 

—
(11,526)  $

24,547
27,775 
4,016
2,238 
—
58,576  $

Fiscal Year Ended April 30, 2011

Inter-company 
revenue (1) 

Depreciation and
amortization 

Segment 
Eastern
Western 
Recycling
Other 
Eliminations 
Total 

Outside 
revenues 
$ 167,314
210,266 
43,557
44,927 
—

$

$

36,990
66,126 
(402)
2,788 
(105,502)

  $  466,064  $ 

—  $ 

Operating
income (loss)
$

$

  Goodwill 

Interest 
expense (net)
28,009
(1,961) 
4,550
15,260 
—
45,858  $

Capital
expenditures 
20,085
$
30,797 
1,764
2,603 
—

  Total assets
$ 217,774
342,832 
52,047
77,928 
—
55,249  $  101,204  $ 690,581 

38
88,975 
12,191
— 
—

(5,035) $
32,179 
4,116
(2,697) 

—
28,563  $

23,066
29,052 
3,573
2,570 
—
58,261  $

Fiscal Year Ended April 30, 2010

Inter-company 
revenue (1) 

Depreciation and
amortization 

Segment 
Eastern
Western 
Recycling
Other 
Eliminations 
Total 

Outside 
revenues 
$ 177,349
201,816 
35,467
43,010 
—

$

$

41,462
65,474 
39
2,473 
(109,448)

  $  457,642  $ 

—  $ 

Operating
income (loss)
$

(93) $

$

  Goodwill 

Interest 
expense (net)
25,122
1,947 
4,076
13,120 
—
44,265  $

Capital
expenditures 
17,227
$
28,685 
3,647
3,275 
—

  Total assets
$ 226,620
334,976 
40,029
153,189 
—
52,834  $  100,526  $ 754,814 

38
88,297 
12,191
— 
—

33,500 
1,854
(2,448) 

—
32,813  $

28,951
28,465 
3,423
2,780 
—
63,619  $

(1) Inter-segment revenues reflect transactions with and between segments that are generally made on a basis intended to reflect the 
market value of such services. 

Amounts of our total revenue attributable to services provided are as follows: 

Collection 
Disposal 
Power generation 
Organics and processing 
Solid waste operations 
Major accounts 
Recycling
Total revenues 

$

  $ 

2012

205,325
123,620 
11,894
53,740 
394,579
38,302 
47,934
480,815 

Fiscal Year Ended April 30,
2011

42.7% $
25.7% 
2.4%
11.2% 
82.0%
8.0% 
10.0%
100.0%  $

199,892
118,831 
12,831
50,590 
382,144
40,363 
43,557
466,064 

42.9% $
25.5% 
2.7%
10.9% 
82.0%
8.7% 
9.3%
100.0%  $

2010

204,241
119,564 
15,612
44,081 
383,498
38,677 
35,467
457,642 

44.6%
26.1%
3.5%
9.6%
83.8%
8.5%
7.7%
100.0%

We have revised our table of revenue by source to more closely align the types of revenue generated by our operating segments. 
Amounts for fiscal years ended April 30, 2011 and 2010 have been revised to conform to this presentation. 

99 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
20.

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

The following is a summary of certain items in the consolidated statements of operations by quarter for fiscal years ended April 30, 
2012 and 2011. The impact of the discontinued operations described in Note 16 is included in all periods in the table below. 

Fiscal Year 2012 
Revenues 
Operating income (loss) 
Loss from continuing operations before discontinued operations 
Net loss attributable to common stockholders 
Loss per common share: 
Basic and diluted: 

Loss from continuing operations before discontinued 

operations  

Net loss attributable to common stockholders 

Diluted: 

Loss from continuing operations before discontinued 

operations  

Net loss attributable to common stockholders 

$

  $

$
  $

  $
$

First 
Quarter 

Second
Quarter 

Third
Quarter 

Fourth 
Quarter 

$

127,193
10,256 
(3,708)
(3,062)  $

$

129,866
11,626 
(844)
(765)  $ 

$

114,578
4,420 
(24,635)
(24,635)  $

109,178
(37,828)
(49,131)
(49,125)

(0.14) $
(0.12)  $

(0.03) $
(0.03)  $ 

(0.92) $
(0.92)  $

(0.14)  $
(0.12) $

(0.03)  $ 
(0.03) $

(0.92)  $
(0.92) $

(1.83)
(1.83)

(1.83)
(1.83)

Fiscal Year 2011 
Revenues 
Operating income (loss) 
(Loss) income from continuing operations before discontinued 

operations 

Net (loss) income applicable to common stockholders 
Loss per common share: 

Basic: 

(Loss) income from continuing operations before discontinued 

operations  

Net (loss) income attributable to common stockholders 

Diluted: 

(Loss) income from continuing operations before discontinued 

operations  

Net (loss) income attributable to common stockholders 

Fiscal Year 2010 
Revenues 

Loss from continuing operations before discontinued operations 

Loss per common share: 
Basic and diluted: 

Loss from continuing operations before discontinued 

operations  

Net loss applicable to common stockholders 

Diluted: 

Loss from continuing operations before discontinued 

operations  

Net loss available to common stockholders 

First 
Quarter 

Second
Quarter 

Third
Quarter 

Fourth 
Quarter 

$

121,992
12,656 

$

122,896
12,266 

$

111,627
6,289 

$

109,549
(2,648)

  $ 

(1,926)
(2,902)  $ 

177
(1,154)  $ 

(6,373)
(6,365)  $ 

4,417
48,849 

$
  $

  $ 
$

$

  $ 

$
  $

  $ 
$

(0.07) $
(0.11)  $

0.01
$
(0.04)  $ 

(0.24) $
(0.24)  $

(0.07)  $ 
(0.11) $

0.01  $ 
(0.04) $

(0.24)  $ 
(0.24) $

0.17
1.85 

0.17 
1.85

First 
Quarter 

Second
Quarter 

Third
Quarter 

Fourth 
Quarter 

$

117,028
6,702 
(3,398)
(2,778)  $ 

$

118,035
10,968 
(1,575)
(1,550)  $ 

$

109,884
7,410 
(5,120)
(4,377)  $ 

112,695
7,733 
(5,956)
(5,153)

(0.13) $
(0.11)  $

(0.06) $
(0.06)  $ 

(0.20) $
(0.17)  $

(0.23)
(0.20)

(0.13)  $ 
(0.11) $

(0.06)  $ 
(0.06) $

(0.20)  $ 
(0.17) $

(0.23)
(0.20)

Our transfer and disposal revenues historically have been lower during the months of November through March. This seasonality 
reflects the lower volume of waste during the late fall, winter and early spring months. Since certain of our operating and fixed costs 
remain constant throughout the fiscal year, operating income is impacted by a similar seasonality. In addition, particularly harsh 
weather conditions typically result in increased operating costs. 

102 

100 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Our recycling business experiences increased volumes of newspaper in November and December due to increased newspaper 
advertising and retail activity during the holiday season. GreenFiber experiences lower sales from April through July due to lower 
retail activity. 

21.

SUBSIDIARY GUARANTORS

Our 2019 Notes and Second Lien 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 Second Lien Notes and the Parent has no 
independent assets or operations. The information which follows presents the condensed consolidating financial position as of 
April 30, 2012 and April 30, 2011, the condensed consolidating results of operations for the fiscal years ended April 30, 2012, 2011 
and 2010, and the condensed consolidating statements of cash flows for the fiscal years ended April 30, 2012, 2011 and 2010 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. 

101 

CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING BALANCE SHEET 
AS OF APRIL 30, 2012 
(in thousands, except for share and per share data) 

ASSETS 
CURRENT ASSETS: 

Cash and cash equivalents 
Accounts receivable - trade, net of allowance for doubtful accounts 
Refundable income taxes 
Deferred income taxes 
Other current assets 

$

Total current assets 

Property, plant and equipment, net of accumulated depreciation and 

amortization 

Goodwill
Intangible assets 
Restricted assets 
Notes receivable - related party/employee 
Investments in unconsolidated entities 
Investments in subsidiaries 
Other non-current assets 

Parent 

  Guarantors

Non-
Guarantors 

  Elimination   Consolidated

$

$

3,799 
652
1,281 
3,712
1,903 
11,347

3,486
— 
340
— 
722
17,865 
(10,406)
15,056 
27,063

368 
46,820
—
—
8,454 
55,642

409,383
101,706 
2,630
424 
—
6,848 
—
6,011 
527,002

$ 

367 
—
—
—
—
367

3,848
—
—
—
—
— 
—
—
3,848

$

— 
—
— 
—
— 
—

—
— 
—
— 
—

(1,932) 
10,406
— 
8,474

4,534 
47,472
1,281 
3,712
10,357 
67,356

416,717
101,706 
2,970
424 
722
22,781 
—
21,067 
566,387

Intercompany receivable 

501,406

(487,916)

(15,422)

1,932

—

$

539,816

$

94,728

$

(11,207)

$

10,406

$

633,743

LIABILITIES AND STOCKHOLDERS’ EQUITY 
CURRENT LIABILITIES: 

Current maturities of long-term debt and capital leases 
Current maturities of financing lease obligations 
Accounts payable 
Current accrued capping, closure and post-closure costs 
Other current liabilities 

Total current liabilities 

Long-term debt and capital leases, less current maturities 
Financing lease obligations, less current maturities 
Accrued capping, closure and post-closure costs, less current portion 
Deferred income taxes 
Other long-term liabilities 

STOCKHOLDERS’ EQUITY: 
Casella Waste Systems, Inc. stockholders’ equity: 

Class A common stock - 

Authorized - 100,000,000 shares, $0.01 par value per share, issued 

and outstanding - 25,991,000 shares 

Class B common stock -  

Authorized - 1,000,000 shares, $0.01 par value per share, 10 votesper 

share, issued and outstanding - 988,000 shares 

Accumulated other comprehensive (loss) income 
Additional paid-in capital 
Accumulated deficit 

Total Casella Waste Systems, Inc. stockholders’ equity 
Noncontrolling interest 
Total stockholders’ equity 

Parent 

  Guarantors

Non - 
Guarantors 

  Elimination   Consolidated

$

$

142
— 
21,952
— 
18,110
40,204 

472,028 
—
— 
5,336
5,817 

$

1,086
338 
24,757
4,907 
16,500
47,588 

1,353 
1,818
34,681 
—
6,103 

— $
—
—
—
543
543 

—
—
41 
—
—

— $
— 
—
— 
—
— 

— 
—
— 
—
— 

1,228
338 
46,709
4,907 
35,153
88,335 

473,381 
1,818
34,722 
5,336
11,920 

260

100

—

(100)

260

10
(1,952) 

288,348
(270,235) 
16,431
—
16,431

—
417 
46,200
(43,532) 
3,185
— 
3,185

—
— 
2,004
(15,595) 
(13,591)
1,800 
(11,791)

—
(417) 
(48,204)
59,127 
10,406
— 
10,406

10
(1,952)
288,348
(270,235)
16,431
1,800 
18,231

$

539,816

$

94,728

$

(11,207)

$

10,406

$

633,743

102 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING BALANCE SHEET 
AS OF APRIL 30, 2011 
(in thousands, except for share and per share data) 

ASSETS 
CURRENT ASSETS: 

Cash and cash equivalents 
Accounts receivable - trade, net of allowance for doubtful accounts 
Deferred income taxes 
Other current assets 

$

Total current assets 

Property, plant and equipment, net of accumulated depreciation and 

amortization 

Goodwill
Intangible assets 
Restricted assets 
Notes receivable - related party/employee 
Investments in unconsolidated entities 
Investments in subsidiaries 
Other non-current assets 

Parent 

  Guarantors

Non-
Guarantors 

  Elimination   Consolidated

1,531 
1,243
5,600 
1,653
10,027 

4,473 
—
430 
—
1,297 
15,125
56,426 
16,204
93,955 

$

$

286 
53,671
—
8,421
62,378 

448,888 
101,204
2,025 
334
—
25,070
—
5,058
582,579 

— 
—
—
—
—

—
—
—
—
—
—
— 
—
— 

$ 

$

— 
—
— 
—
— 

— 
—
— 
—
— 
(1,932)
(56,426) 

—

(58,358) 

1,817 
54,914
5,600 
10,074
72,405 

453,361 
101,204
2,455 
334
1,297 
38,263
—
21,262
618,176 

Intercompany receivable 

493,823 

(480,333) 

(15,422) 

1,932 

—

$

597,805 

$

164,624 

$

(15,422) 

$ 

(56,426) 

$

690,581 

LIABILITIES AND STOCKHOLDERS’ EQUITY 
CURRENT LIABILITIES: 

Current maturities of long-term debt and capital leases 
Current maturities of financing lease obligations 
Accounts payable 
Current accrued capping, closure and post-closure costs 
Income taxes payable 
Other current liabilities 

Total current liabilities 

Long-term debt and capital leases, less current maturities 
Financing lease obligations, less current maturities 
Accrued capping, closure and post-closure costs, less current portion 
Deferred income taxes 
Other long-term liabilities 

STOCKHOLDERS’ EQUITY: 
Casella Waste Systems, Inc. stockholders’ equity: 

Class A common stock - 

Authorized - 100,000,000 shares, $0.01 par value per share, issued 

and outstanding - 25,589,000 shares 

Class B common stock -  

Authorized - 1,000,000 shares, $0.01 par value per share, 10 votes per 

share, issued and outstanding - 988,000 shares 

Accumulated other comprehensive income 
Additional paid-in capital 
Accumulated deficit 
Total stockholders’ equity 

Parent 

  Guarantors

Non - 
Guarantors 

  Elimination   Consolidated

$

$

132 
—
12,885 
—
3,786 
19,814
36,617 

458,963 
—
— 
5,578
2,660 

$

1,085 
316
29,614 
1,699
—
14,587
47,301 

2,455 
2,156
34,668 
—
6,156 

$ 

— 
—
—
3
—
—
3 

—
—
37 
—
—

$

— 
—
— 
—
— 
—
— 

— 
—
— 
—
— 

1,217 
316
42,499 
1,702
3,786 
34,401
83,921 

461,418 
2,156
34,705 
5,578
8,816 

256

100

—

(100)

256

10
378 
285,992
(192,649) 
93,987

—
418 
48,078
23,292 
71,888

—
— 
120
(15,582) 
(15,462)

—
(418) 
(48,198)
(7,710) 
(56,426)

10
378 
285,992
(192,649)
93,987

$

597,805

$

164,624

$

(15,422)

$

(56,426)

$

690,581

103 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS 
FISCAL YEAR ENDED APRIL 30, 2012 
(in thousands) 

Revenues 

Operating expenses: 

Cost of operations 
General and administration 
Depreciation and amortization 
Asset impairment 
Legal settlement 
Development project cost 

Operating loss 

Other expense/(income), net:  

Interest income  
Interest expense 
Loss from equity method investments  
Impairment of equity method investment 
Loss on debt extinguishment 
Other income 
Other expense, net  

Parent 

  Guarantors

Non - 
Guarantors 

  Elimination   Consolidated

$

— $ 480,815

$

— $

— $

480,815

16 
1,008
1,568 
—
1,000 
—
3,592 
(3,592)

(39,871) 
45,551
67,325 
—
300 
(486)
72,819 

330,733 
59,756
57,011 
40,746
359 
131
488,736 
(7,921)

(34) 

39,853
9,994 
10,680
—
(377)
60,116 

5 
11
(3) 
—
—
—
13 
(13)

— 
—
— 
—
—
—
— 

— 
—
— 
—
— 
—
— 
—

39,863 
(39,863)
(67,325) 

—
— 
—

(67,325) 

330,754 
60,775
58,576 
40,746
1,359 
131
492,341 
(11,526)

(42)
45,541
9,994 
10,680
300 
(863)
65,610 

Loss from continuing operations before income taxes  
Provision for income taxes  

(76,411) 
1,181

(68,037) 

—

(13) 
—

67,325 
—

(77,136)
1,181

Loss from continuing operations  

(77,592)

(68,037)

(13)

67,325

(78,317)

Discontinued operations:  

Gain on disposal of discontinued operations, net  

Net loss  

Less: Net loss attributable to noncontrolling interest  

Net loss attributable to common stockholders  

— 
(77,592)
(6) 
$ (77,586)

725 
(67,312)
—
$ (67,312)

$

—
(13)
—
(13)

$

— 
67,325
— 
67,325

$

725 
(77,592)
(6)
(77,586)

104 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS 
FISCAL YEAR ENDED APRIL 30, 2011 
(in thousands) 

Revenues 

Operating expenses: 

Cost of operations 
General and administration 
Depreciation and amortization 
Asset impairment charge 
Environmental remediation charge 
Bargain purchase gain 
Development project cost 

Operating income (loss) 

Other expense/(income), net: 

Interest income  
Interest expense 
Income from equity method investments 
Loss on debt extinguishment 
Other expense , net 
Other (income) expense, net 

Parent 

  Guarantors

Non - 
Guarantors 

  Elimination   Consolidated

$

— $ 466,064

$

— $

— $

466,064

73 
(3,300)
1,590 
—
— 
—
— 
(1,637)
1,637 

(31,749)
64,526 
(52,140)
7,275 
(486)
(12,574) 

317,428 
67,306
56,666 
3,654
549 
(2,975)
(3,502) 

439,126
26,938 

(26)
13,107 
4,096
115 
(374)
16,918 

3 
4
5 
—
—
—
—
12
(12) 

—
— 
—
—
—
— 

— 
—
— 
—
— 
—
— 
—
— 

31,721
(31,721) 
52,140
— 
—
52,140 

317,504 
64,010
58,261 
3,654
549 
(2,975)
(3,502)
437,501
28,563 

(54)
45,912 
4,096
7,390 
(860)
56,484 

Income (loss) from continuing operations before income 

taxes  

Provision for income taxes 

14,211 
(24,217)

10,020 
—

(12) 
—

(52,140) 

—

(27,921)
(24,217)

Income (loss) from continuing operations 

38,428

10,020

(12)

(52,140)

(3,704)

Discontinued operations: 

Loss from discontinued operations, net 
Gain on disposal of discontinued operations, net 

— 
—

(1,458) 
43,590

—
—

— 
—

(1,458)
43,590

Net income (loss) attributable to common stockholders 

$

38,428

$

52,152

$

(12)

$ (52,140)

$

38,428

105 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING STATEMENTS OF OPERATIONS 
FISCAL YEAR ENDED APRIL 30, 2010 
(in thousands) 

Revenues 

Operating expenses: 

Cost of operations 
General and administration 
Depreciation and amortization 
Environmental remediation charge 

Operating (loss) income  

Other expense/(income), net:  

Interest income  
Interest expense 
Loss from equity method investments  
Loss on debt extinguishment 
Other income, net 

Other expense, net  

Parent 

  Guarantors 

Non - 
Guarantors 

Elimination 

  Consolidated 

$

— $

457,642

$

— $

— $

457,642

209 
116
1,262 
—
1,587 
(1,587)

(31,474) 
61,659
(20,195) 

511
(472) 

10,029

303,215 
57,336
62,237 
335
423,123 
34,519

(86) 

14,166
2,691 
—
(375) 

16,396

(25) 
24
120 
—
119 
(119)

— 
—
— 
—
—
—

— 
—
— 
—
— 
—

31,450 
(31,450)
20,195 
—
— 
20,195

303,399 
57,476
63,619 
335
424,829 
32,813

(110)
44,375
2,691 
511
(847)
46,620

(Loss) income from continuing operations before 

income taxes  

Provision for income taxes  

(11,616)
2,242 

18,123
—

(119)
—

(20,195)
— 

(13,807)
2,242 

(Loss) income from continuing operations  

(13,858) 

18,123 

(119) 

(20,195) 

(16,049)

Discontinued operations:  

Income from discontinued operations, net  
Gain on disposal of discontinued operations, 

net  

Net (loss) income attributable to common 

stockholders  

—

— 

1,011

1,180 

—

—

—

— 

1,011

1,180 

$

(13,858)  $

20,314 

$

(119)  $ 

(20,195)  $

(13,858)

106 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Cash Provided by Operating Activities  
Cash Flows from Investing Activities:  
Acquisitions, net of cash acquired  
Additions to property, plant and equipment 

attributable to acquisitions  

Additions to property, plant and equipment  

– growth  
– maintenance  

Payments on landfill operating lease contracts   
Proceeds from sale of property and equipment 
Other  

Net Cash Used In Investing Activities  
Cash Flows from Financing Activities:  
Proceeds from long-term borrowings  
Principal payments on long-term debt  
Other  
Intercompany borrowings  

Net Cash Provided by Financing Activities  
Net Cash Provided by Discontinued Operations    
Net increase in cash and cash equivalents  
Cash and cash equivalents, beginning of 

period  

Cash and cash equivalents, end of period  

$

CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS 
FISCAL YEAR ENDED APRIL 30, 2012 
(in thousands) 

Parent 

  Guarantors 

Non-
Guarantors 

Elimination 

  Consolidated 

$

1,252

$

61,992

$

531

$

— $

63,775

—

— 

— 
(574)
— 
—
(4,619) 
(5,193)

163,500
(151,391) 
(1,001)
(4,899) 
6,209
— 
2,268

(2,102)

(529) 

(9,632) 
(46,427)
(6,616) 
1,492
(2,305) 
(66,119)

—
(1,415) 
—
4,899 
3,484
725 
82

1,531 
3,799

$

286 
368

$

—

—

(2,579) 
—
—
—
1,879 
(700)

—
—
536
—
536
—
367

—
367

—

— 

— 
—
— 
—
— 
—

—
— 
—
—
—
— 
—

(2,102)

(529)

(12,211)
(47,001)
(6,616)
1,492
(5,045)
(72,012)

163,500
(152,806)
(465)
—
10,229
725 
2,717

$

— 
— $

1,817 
4,534

107 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS 
FISCAL YEAR ENDED APRIL 30, 2011 
(in thousands) 

Net Cash (Used in) Provided by Operating 

Activities  

Cash Flows from Investing Activities:  
Acquisitions, net of cash acquired  
Additions to property, plant and equipment  

– growth  
– maintenance  

Payments on landfill operating lease contracts  
Purchase of gas rights  
Proceeds from sale of property and equipment 
Proceeds from sale of assets  
Other  

Net Cash Used In Investing Activities  
Cash Flows from Financing Activities:  
Proceeds from long-term borrowings  
Principal payments on long-term debt  
Other  
Intercompany borrowings  

Net Cash Provided by (Used in) Financing 

Activities  

Net Cash Provided by Discontinued Operations  

Net increase (decrease) in cash and cash 

equivalents  

Cash and cash equivalents, beginning of 

period  

Cash and cash equivalents, end of period  

$

Parent 

  Guarantors 

Non-
Guarantors 

Elimination 

  Consolidated 

$

(25,307)

$

72,398

$

— $

— $

47,091

—

—

(2,328) 

—

—
— 
(1)
(2,329) 

(1,744)

(2,803)
(50,118) 
(5,655)
(1,608) 
959
7,533 
1

(53,435) 

382,899 
(490,253)
(9,983) 

145,270

858 
(1,416)
—
(145,270)

27,933 
—

(145,828) 
126,350

297 

(515) 

—

—
—
—

—
—
—
—

—
—
—
—

—
—

—

1,234
1,531 

$

801
286 

$

—
— 

$ 

—

—
— 
—

—
— 
—
— 

— 
—
— 
—

— 
—

— 

—
— 

$

(1,744)

(2,803)
(52,446)
(5,655)
(1,608)
959
7,533 
—
(55,764)

383,757 
(491,669)
(9,983)
—

(117,895)
126,350

(218)

2,035
1,817 

108 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
CASELLA WASTE SYSTEMS, INC. AND SUBSIDIARIES 
CONDENSED CONSOLIDATING STATEMENTS OF CASH FLOWS 
FISCAL YEAR ENDED APRIL 30, 2010 
(in thousands) 

Net Cash (Used in) Provided by Operating 

Activities  

Cash Flows from Investing Activities:  
Acquisitions, net of cash acquired  
Additions to property, plant and equipment  

– growth  
– maintenance  

Payments on landfill operating lease contracts  
Other  

Net Cash Used In Investing Activities  
Cash Flows from Financing Activities:  
Proceeds from long-term borrowings  
Principal payments on long-term debt  
Deferred financing costs  
Other  
Intercompany borrowings  

Net Cash Provided by (Used in) Financing 

Activities  

Discontinued Operations:  
Net Cash Provided By Discontinued Operations   

Net increase (decrease) in cash and cash 

equivalents  

Cash and cash equivalents, beginning of 

period  

Cash and cash equivalents, end of period  

$

Parent 

  Guarantors 

Non-
Guarantors 

Elimination 

  Consolidated 

$

(10,152)

$

74,248

$

(10)

$

— $

64,086

—

—

(3,091) 

—
(49) 
(3,140)

492,344
(484,419) 
(14,089)
260 
19,557

(864)

(4,187)
(45,556) 
(13,737)
4,434 
(59,910)

—
(1,377) 
—
—
(19,567)

13,653 

(20,944) 

— 

361

6,442 

(164)

—

—
—
—
—
—

—
—
—
—
10

10 

—

—

—

—
— 
—
— 
—

—
— 
—
— 
—

— 

— 

—

873 
1,234

$

965 
801

$

—
— $

— 
— $

(864)

(4,187)
(48,647)
(13,737)
4,385 
(63,050)

492,344
(485,796)
(14,089)
260 
—

(7,281)

6,442 

197

1,838 
2,035

109 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL 
DISCLOSURE

None. 

ITEM 9A.  CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our chief executive officer and chief financial officer, evaluated the effectiveness of our 
disclosure controls and procedures as of April 30, 2012. The term “disclosure controls and procedures,” as defined in Rules 13a-
15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that 
information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, 
processed, summarized and reported, within the time periods specified in the SEC’s rules and forms. Disclosure controls and 
procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a 
company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s 
management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding 
required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide
only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit 
relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of April 30, 
2012, our chief executive officer and chief financial officer concluded that, as of such date, our disclosure controls and procedures 
were effective at the reasonable assurance level. 

Management’s report on our internal control over financial reporting (as defined in Rules 13(a)-15(f) and 15(d)-15(f) under the
Exchange Act) and the independent registered public accounting firm’s related audit report are included in Item 8 of this Form 10-K 
and are incorporated herein by reference. 

No change in our internal control over financial reporting occurred during the fiscal quarter ended April 30, 2012 that has materially
affected, or is reasonably likely to materially affect, our internal control over financial reporting. 

110 

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Item 10 of Part III (except for information required with respect to our executive officers which is set forth under “Executive Officers 
of the Company” in Item 1 of Part I of this Annual Report on Form 10-K and with respect to equity compensation plan information
which is set forth under “Equity Compensation Plan Information” below) has been omitted from this Annual Report on Form 10-K, 
since we expect to file with the Securities and Exchange Commission, not later than 120 days after the close of its fiscal year, a 
definitive proxy statement (the “Proxy Statement”). The information required by Item 10 this Annual Report on Form 10-K, which 
will appear in the Proxy Statement, is incorporated by reference into Part III of this Annual Report on Form 10-K. 

Equity Compensation Plan Information

The following table shows information about the securities authorized for issuance under our equity compensation plans as of 
April 30, 2012: 

Plan Category 
Equity compensation plans approved by security holders  
Equity compensation plans not approved by security holders  

(a) 

(b) 

Number of 
securities 
to be issued upon 
exercise of 
outstanding
options(1) 

Weighted-average 
exercise price of 
outstanding
options 

(c) 
Number of securities
remaining 
available for future
issuance
under equity 
compensation 
plans (excluding 
securities reflected 
in column (a) (2) 

1,660,958
—

$

10.55 
—

2,010,979
—

(1)

In addition to being available for future issuance in the form of options, 1,751,384 shares of our Class A common stock under 
our 2006 Stock Incentive Plan may instead be issued in the form of restricted stock or other equity-based awards. 

(2) 

Includes 259,595 shares of our Class A common stock issuable under our 1997 Employee Stock Purchase Plan. 

ITEM 11. EXECUTIVE COMPENSATION

The information required by this Item is incorporated by reference from the Proxy Statement under the sections captioned “Executive 
Compensation” and “Compensation of Directors.” 

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED 
STOCKHOLDER MATTERS

The information required by this Item is incorporated by reference from the Proxy Statement under the section captioned “Beneficial
Ownership of Voting Stock.” 

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

The information required by this Item is incorporated by reference from the Proxy Statement under the sections captioned “Certain 
Relationships and Related Party Transactions” and “Board Determination of Independence.” 

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

The information required by this Item is incorporated by reference from the Proxy Statement under “Audit Fees and Other Matters”
and “Pre-Approval Policies and Procedures.” 

111 

 
 
 
 
 
ITEM 15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)(1)    Consolidated Financial Statements included under Item 8. 

PART IV

  Report of Independent Registered Public Accounting Firm — Caturano and Company, Inc. 
  Report of Independent Registered Public Accounting Firm — McGladrey LLP 
  Consolidated Balance Sheets as of April 30, 2012 and 2011. 
  Consolidated Statements of Operations for the fiscal years ended April 30, 2012, 2011, and 2010. 
  Consolidated Statements of Stockholders’ Equity for the fiscal years ended April 30, 2012, 2011, and 2010. 
  Consolidated Statements of Cash Flows for the fiscal years ended April 30, 2012, 2011, and 2010. 

Notes to Consolidated Financial Statements. 

(a)(2)    Financial Statement Schedules: 

  Schedule II—Valuation and Qualifying Accounts. 

All other schedules have been omitted because the required information is not significant or is included in the 
consolidated financial statements or notes thereto, or is not applicable. 

(a)(3)    Exhibits: 

The Exhibits that are filed as part of this Annual Report on Form 10-K or that are incorporated by reference herein 
are set forth in the Exhibit Index hereto. 

112 

 
 
 
 
 
 
 
 
 
 
 
 
 
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, thereunto duly authorized. 

SIGNATURES

Dated: June 28, 2012 

CASELLA WASTE SYSTEMS, INC. 
/s/ JOHN W. CASELLA 
By: 
John W. Casella 
Chairman of the Board of Directors and Chief
Executive Officer (Principal Executive Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on 
behalf of the registrant and in the capacities and on the date indicated. 

Signature 

Title 

/s/ John W. Casella 
John W. Casella 

  Chairman of the Board of Directors and Chief 

Executive Officer (Principal Executive Officer) 

Date 

June 28, 2012 

/s/ Edwin D. Johnson 
Edwin D. Johnson 

/s/ Douglas R. Casella 
Douglas R. Casella 

/s/ John F. Chapple III 
John F. Chapple III 

/s/ Gregory B. Peters 
Gregory B. Peters 

/s/ James F. Callahan, Jr. 
James F. Callahan, Jr. 

/s/ Joseph G. Doody 
Joseph G. Doody 

/s/ James P. McManus 
James P. McManus 

/s/ Michael K. Burke 
Michael K. Burke 

Senior Vice President and Chief Financial 

  Officer (Principal Financial and Accounting Officer) 

June 28, 2012 

June 28, 2012 

June 28, 2012 

June 28, 2012 

June 28, 2012 

June 28, 2012 

June 28, 2012 

June 28, 2012 

  Director 

  Director 

  Director 

  Director 

  Director 

  Director 

  Director 

113 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
FINANCIAL STATEMENT SCHEDULES

Schedule II 
Valuation Accounts 

Allowance for Doubtful Accounts
(in thousands) 

Balance at beginning of period  
Additions—Charged to expense  
Deductions—Bad debts written off, net of recoveries 
Balance at end of period  

  $

$

Fiscal Year Ended April 30, 
2011 

2010 

2012 

$

920
730 
(911)
740  $

$

1,602
363 
(1,045)

920  $

1,711
1,204 
(1,313)
1,602 

114 

 
 
 
 
 
Exhibit No. 

EXHIBIT INDEX

Description 

2.1 Agreement and Plan of Merger dated as of January 12, 1999 and as amended by Amendments No. 1, 2 and 3 thereto, 

among Casella Waste Systems, Inc. (“Casella”), KTI, Inc. (“KTI”) and Rutland Acquisition Sub, Inc. (incorporated 
herein by reference to Annex A to the registration statement on Form S-4 as filed November 12, 1999 (file no. 333-
90913)). 
Second Amended and Restated Certificate of Incorporation of Casella Waste Systems, Inc., as amended (incorporated 
herein by reference to Exhibit 3.1 to the quarterly report on Form 10-Q of Casella Waste Systems Inc. as filed 
December 7, 2007 (file no. 000-23211)). 

3.1

3.3 Third Amended and Restated By-Laws of Casella Waste Systems, Inc., (incorporated herein by reference to Exhibit 
3.1 to the quarterly report on Form 10-Q of Casella Waste Systems Inc. as filed February 27, 2009 (file no. 000-
23211)). 
Form of stock certificate of Casella Class A common stock (incorporated herein by reference to Exhibit 4 to 
Amendment No. 2 to the registration statement on Form S-1 of Casella as filed October 9, 1997 (file no. 333-33135)).
4.2 Certificate of Designation creating Series A Convertible Preferred Stock (incorporated herein by reference to Exhibit 

4.1

4.3

4.4

4.5

4.1 to the current report on Form 8-K of Casella as filed August 18, 2000 (file no. 000-23211)). 
Indenture, dated January 24, 2003, by and among Casella Waste Systems, Inc., the Guarantors named therein and 
U.S. Bank National Association, as Trustee, relating to the 9.75% Senior Subordinated Notes due 2013, including the 
form of 9.75% Senior Subordinated Note (incorporated by reference to Exhibit 4.1 to the current report on Form 8-K 
of Casella as filed January 24, 2003 (file no. 000-23211)). 
Indenture, dated July 9, 2009, by and among Casella Waste Systems, Inc., the Guarantors named therein and 
Wilmington Trust Company, as Trustee, governing the 11% Senior Second Lien Notes due 2014 (incorporated by 
reference herein by reference to Exhibit 4.1 to the current report on Form 8-K of Casella as filed on July 9, 2009 (file 
no. 000-23211)). 
Indenture, dated February 7, 2011, by and among Casella Waste Systems, Inc., the Guarantors named therein and 
U.S. Bank National Association, as Trustee, governing the 7.75% Senior Subordinated Notes due 2019 (incorporated 
by reference herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella Waste Systems, Inc. as 
filed on February 8, 2011 (file no. 000-23211)). 

4.6 Registration Rights Agreement, dated July 9, 2009, by and among Casella Waste Systems, Inc., the Guarantors listed 
therein and Purchasers listed therein, relating to the 11% Senior Second Lien Notes due 2014 (incorporated by 
reference herein by reference to Exhibit 4.5 to the annual report on Form 10-K of Casella as filed on June 10, 2010 
(file no. 000-23211)). 

4.7 Registration Rights Agreement, dated as of February 7, 2011, by and among Casella Waste Systems, Inc., Merrill 

10.1

10.2

Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Credit Agricole Securities (USA) Inc. 
(incorporated by reference herein by reference to Exhibit 99.1 to the current report on Form 8-K of Casella Waste 
Systems, Inc. as filed on February 8, 2011 (file no. 000-23211)). 
1993 Incentive Stock Option Plan (incorporated herein by reference to Exhibit 10.1 to the registration statement on 
Form S-1 of Casella as filed August 7, 1997 (file no. 333-33135)). 
1994 Nonstatutory Stock Option Plan (incorporated herein by reference to Exhibit 10.2 to the registration statement 
on Form S-1 of Casella as filed August 7, 1997 (file no. 333-33135)). 
1996 Stock Option Plan (incorporated herein by reference to Exhibit 10.3 to the registration statement on Form S-1 of
Casella as filed August 7, 1997 (file no. 333-33135)). 
1997 Non-Employee Director Stock Option Plan (incorporated herein by reference to Exhibit 10.5 to Amendment 
No. 1 to the registration statement on Form S-1 of Casella as filed September 24, 1997 (file no. 333-33135)). 
10.5 Amended and Restated 1997 Stock Incentive Plan (incorporated herein by reference to the Definitive Proxy 

10.3

10.4

10.6

Statement on Schedule 14A of Casella as filed September 21, 1998). 
1995 Registration Rights Agreement between Casella and the stockholders who are a party thereto, dated as of 
December 22, 1995 (incorporated herein by reference to Exhibit 10.8 to the registration statement on Form S-1 of 
Casella as filed August 7, 1997 (file no. 333-33135)). 

10.7 Warrant to Purchase Common Stock of Casella granted to John W. Casella, dated as of July 26, 1993 (incorporated 

herein by reference to Exhibit 10.11 to Amendment No. 1 to the registration statement on Form S-1 of Casella as filed
September 24, 1997 (file no. 333-33135)). 

10.8 Warrant to Purchase Common Stock of Casella granted to Douglas R. Casella, dated as of July 26, 1993 

(incorporated herein by reference to Exhibit 10.12 to Amendment No. 1 to the registration statement on Form S-1 of 
Casella as filed September 24, 1997 (file no. 333-33135)). 

115 

 
10.9 Lease Agreement, as Amended, between Casella Associates and Casella Waste Management, Inc., dated December 9, 

1994 (Rutland lease) (incorporated herein by reference to Exhibit 10.17 to the registration statement on Form S-1 of 
Casella as filed August 7, 1997 (file no. 333-33135)). 

10.10 Lease Agreement, as Amended, between Casella Associates and Casella Waste Management, Inc., dated December 9, 

1994 (Montpelier lease) (incorporated herein by reference to Exhibit 10.18 to the registration statement on Form S-1 
of Casella as filed August 7, 1997 (file no. 333-33135)). 

10.11 Lease, Operations and Maintenance Agreement between CV Landfill, Inc. and the Registrant dated June 30, 1994 

(incorporated herein by reference to Exhibit 10.20 to the registration statement on Form S-1 of Casella as filed 
August 7, 1997 (file no. 333-33135)). 

10.12 Restated Operation and Management Agreement by and between Clinton County (N.Y.) and the Registrant dated 
September 9, 1996 (incorporated herein by reference to Exhibit 10.21 to the registration statement on Form S-1 of 
Casella as filed August 7, 1997 (file no. 333-33135)). 

10.13 Labor Utilization Agreement by and between Clinton County (N.Y.) and the Registrant dated August 7, 1996 
(incorporated herein by reference to Exhibit 10.22 to the registration statement on Form S-1 of Casella as filed 
August 7, 1997 (file no. 333-33135)). 

10.14 Lease and Option Agreement by and between Waste U.S.A., Inc. and New England Waste Services of Vermont, Inc., 
dated December 14, 1995 (incorporated herein by reference to Exhibit 10.23 to the registration statement on Form S-
1 of Casella as filed August 7, 1997 (file no. 333-33135)). 

10.15 Amendment No. 2 to Lease Agreement, by and between Casella Associates and Casella Waste Management, Inc., 

dated as of November 20, 1997 (Rutland lease). (incorporated herein by reference to Exhibit 10.25 to the registration 
statement on Form S-1 of Casella as filed on June 25, 1998 (file no. 333-57745)). 

10.16* Amendment No. 1 to Stock Option Agreement, dated as of May 12, 1999, by and between KTI, Inc. and the 

10.17

Registrant (incorporated herein by reference to the current report on Form 8-K of Casella as filed May 13, 1999 (file 
no. 000-23211)). 
Power Purchase Agreement between Maine Energy Recovery Company and Central Maine Power Company dated 
January 12, 1984, as amended (incorporated herein by reference to Exhibit 10.8 to the registration statement on Form 
S-4 of KTI as filed October 18, 1994 (file no. 33-85234)). 

10.18 Host Municipalities’ Waste Handling Agreement among Biddeford-Saco Solid Waste Committee, City of Biddeford, 
City of Saco and Maine Energy Recovery Company dated June 7, 1991 (incorporated herein by reference to Exhibit 
10.10 to the registration statement on Form S-4 of KTI as filed October 18, 1994 (file no. 33-85234)). 
Form of Maine Energy Recovery Company Waste Handling Agreement (Town of North Berwick) dated June 7, 1991 
and Schedule of Substantially Identical Waste Disposal Agreements (incorporated herein by reference to Exhibit 
10.11 to the registration statement on Form S-4 of KTI as filed October 18, 1994 (file no. 33-85234)). 
10.20 Third Amendment to Power Purchase Agreement between Maine Energy Recovery Company, L.P. and Central 

10.19

Maine Power Company dated November 6, 1995. (incorporated herein by reference to Exhibit 10.38 to the 
registration statement on Form S-4 as filed November 12, 1999 (file no. 333-90913)). 

10.21 Non-Exclusive License to Use Technology between KTI and Oakhurst Technology, Inc. dated December 29, 1998 
(incorporated herein by reference to Exhibit 4.5 to the current report on Form 8-K of KTI as filed January 15, 1999 
(file no. 000-25490)). 

10.22* Management Compensation Agreement between Casella Waste Systems, Inc. and John W. Casella dated December 

8, 1999 (incorporated herein by reference to Exhibit 10.43 to the annual report on Form 10-K of Casella as filed 
August 4, 2000 (file no. 000-23211)). 

10.23* Management Compensation Agreement between Casella Waste Systems, Inc. and James W. Bohlig dated December 

8, 1999 (incorporated herein by reference to Exhibit 10.44 to the annual report on Form 10-K of Casella as filed 
August 4, 2000 (file no. 000-23211)). 

10.24 KTI, Inc. 1994 Long-Term Incentive Award Plan (incorporated herein by reference to Exhibit (d)(3) to the Schedule 

TO of Casella as filed July 2, 2001 (file no. 000-23211)). 

10.25 KTI, Inc. Non-Plan Stock Option Terms and Conditions (incorporated herein by reference to Exhibit (d)(4) to the 

Schedule TO of Casella as filed July 2, 2001 (file no. 000-23211)). 

10.26* Management Compensation Agreement between Casella Waste Systems, Inc. and Charles E. Leonard dated June 18, 
2001 (incorporated herein by reference to Exhibit 10.39 to the annual report on Form 10-K of Casella as filed on July 
12, 2002 (file no. 000-23211)). 

10.27* Management Compensation Agreement between Casella Waste Systems, Inc. and Richard Norris dated July 20, 2001 

(incorporated herein by reference to Exhibit 10.40 to the annual report on Form 10-K of Casella as filed on July 12, 
2002 (file no. 000-23211)). 

10.28 US GreenFiber LLC Limited Liability Company Agreement, dated June 26, 2000, between U.S. Fiber, Inc. and 

Greenstone Industries, Inc. (incorporated herein by reference to Exhibit 10.41 to the annual report on Form 10-K of 
Casella as filed on July 12, 2002 (file no. 000-23211)). 

116 

10.29

10.30

Purchase Agreement, dated August 17, 2001, by and among Crumb Rubber Investors Co., LLC, Casella Waste 
Systems, Inc. and KTI Environmental Group, Inc. (incorporated herein by reference to Exhibit 10.42 to the annual 
report on Form 10-K of Casella as filed on July 12, 2002 (file no. 000-23211)). 

Purchase Agreement, dated August 17, 2001, by and among New Heights Holding Corporation, KTI, Inc., KTI 
Operations, Inc. and Casella Waste Systems, Inc. (incorporated herein by reference to Exhibit 10.43 to the annual 
report on Form 10-K of Casella as filed on July 12, 2002 (file no. 000-23211)). 

10.31*

Form of Non-Plan Non-Statutory Stock Option Agreement as issued by Casella Waste Systems, Inc. to certain 
individuals as of May 25, 1994 (incorporated herein by reference to Exhibit 10.44 to the annual report on Form 10-K 
of Casella as filed on July 12, 2002 (file no. 000-23211)). 

10.32  Construction, Operation and Management Agreement between New England Waste Services of Massachusetts, Inc. 

10.33*

10.34*

10.35*

10.36

10.37*

and the Town of Templeton, Massachusetts (incorporated herein by reference to Exhibit 10.35 to the annual report on 
Form 10-K of Casella as filed on July 24, 2003 (file no. 000-23211)). 
Summary of compensatory arrangements including cash bonus arrangement, and salaries and other compensatory 
terms for executive officers (incorporated herein by reference to the current report on Form 8-K of Casella as filed on 
June 21, 2005 (file no. 000-23211)). 
Summary of compensating arrangements for non-employee directors (incorporated herein by reference to the current 
report on Form 8-K of Casella as filed on March 8, 2005 (file no. 000-23211)). 
Summary of compensatory arrangements for non-employee directors (incorporated herein by reference to the current 
report on Form 8-K of Casella as filed on September 9, 2005 (file no. 000-23211)). 
Financing Agreement between Casella Waste Systems, Inc. and Finance Authority of Maine, Dated as of December 
1, 2006 relating to issuance of Finance Authority of Maine Solid Waste Disposal Revenue Bonds (Casella Waste 
Services, Inc. Project) Series 2005 (incorporated herein by reference to the current report on Form 8-K of Casella as 
filed on January 4, 2006 (file no. 000-23211)). 
2006 Stock Incentive Plan, as amended (incorporated herein by reference to Exhibit 99.1 to the current report on 
Form 8-K of Casella as filed on October 19, 2009 (file no. 000-23211)). 

10.38* Employment Agreement, General Release and Noncompete Agreement by and between Casella Waste Systems, Inc. 

and Richard A. Norris dated as of January 23, 2008 (incorporated herein by reference to Exhibit 10.1 to the current 
report on Form 8-K of Casella as filed on January 28, 2008 (file no. 000-23211)). 

10.39* Employment Agreement by and between Casella Waste Systems, Inc. and Paul Larkin dated as of January 9, 2008 

10.40*

(incorporated herein by reference to Exhibit 10.3 to the current report on Form 8-K of Casella as filed on January 28, 
2008 (file no. 000-23211)). 
Severance Agreement; General Release and Consulting Agreement by and between Casella Waste Systems, Inc. and 
Charles E. Leonard dated as of January 23, 2008 (incorporated herein by reference to Exhibit 10.2 to the current 
report on Form 8-K of Casella as filed on January 28, 2008 (file no. 000-23211)). 

10.41* Amendment to Employment Agreement by and between Casella Waste Systems, Inc. and James W. Bohlig dated as 
of January 8, 2008 (incorporated herein by reference to Exhibit 10.1 to the quarterly report on Form 10-Q of Casella 
as filed on September 4, 2008 (file no. 000-23211)). 

10.42* Amendment to Employment Agreement by and between Casella Waste Systems, Inc. and James W. Bohlig dated as 

of December 30, 2008 (incorporated herein by reference to Exhibit 10.2 to the quarterly report on Form 10-Q of 
Casella as filed on March 6, 2009 (file no. 000-23211)). 

10.43* Amendment to Employment Agreement by and between Casella Waste Systems, Inc. and John W. Casella dated as of
December 29, 2008 (incorporated herein by reference to Exhibit 10.3 to the quarterly report on Form 10-Q of Casella 
as filed on March 6, 2009 (file no. 000-23211)). 

10.44* Amendment to Employment Agreement by and between Casella Waste Systems, Inc. and Paul Larkin dated as of 

10.45

10.46

December 30, 2008 (incorporated herein by reference to Exhibit 10.4 to the quarterly report on Form 10-Q of Casella 
as filed on March 6, 2009 (file no. 000-23211)). 
Second Amended and Restated Revolving Credit and Term Loan Agreement by and among Casella Waste Systems, 
Inc., certain of its Subsidiaries (defined therein), each lender from time to time a party to the Credit Agreement, and 
Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, dated July 9, 2009 
(incorporated herein by reference to Exhibit 10.1 to the current report on Form 8-K of Casella as filed July 9, 2009 
(file no. 000-23211)). 
First Amendment to the Second Amended and Restated Revolving Credit and Term Loan Agreement by and among 
the Company, certain of its Subsidiaries (defined therein), each lender from time to time a party to the Credit 
Agreement, and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, dated May 27, 
2010 (incorporated herein by reference to Exhibit 10.2 to the current report on Form 8-K of Casella as filed on June 
3, 2010 (file no. 000-23211)). 

117 

10.47 Amended and Restated Credit Agreement, dated as of March 18, 2011, by and among Bank of America, N.A., as 

Administrative Agent, Bank of America, N.A., as Lender, and the other lenders party thereto, Casella Waste Systems,
Inc. and Casella’s subsidiaries identified therein (incorporated by reference herein by reference to Exhibit 10.1 to the 
current report on Form 8-K of Casella as filed on March 24, 2011 (file no. 000-23211)). 
First Amendment to FAME Financing Agreement, dated as of February 1, 2012, by and among Finance Authority of 
Maine, U.S. Bank National Association, as Trustee, Bank of America, as Credit Provider, and Casella Waste 
Systems, Inc. (incorporated herein by reference to Exhibit 10.1 to the quarterly report on Form 10-Q of Casella as 
filed on March 2, 2012 (file no. 000-23211)). 
FAME Guaranty Agreement, dated as of February 1, 2012, by and among U.S. National Association, as Trustee, and 
the guarantors identified therein. (incorporated herein by reference to Exhibit 10.2 to the quarterly report on Form 10-
Q of Casella as filed on March 2, 2012 (file no. 000-23211)). 

10.48

10.49

10.50+ Amendment to March 18, 2011 Amended and Restated Credit Agreement, dated as of April 27, 2012, by and among 

12.1 +

Casella Waste Systems, Inc. and the parties identified therein. 
Statement of Computation of Ratio of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and 
Preferred Stock Dividends. 

21.1 +  Subsidiaries of Casella Waste Systems, Inc. 
23.1 +  Consent of McGladrey LLP 
23.2 +  Consent of Caturano and Company, Inc. 
23.3 +  Consent of PricewaterhouseCoopers LLP, independent accountants of US Green Fiber, LLC. 
31.1 + Certification of Principal Executive Officer required by Rule 13a-15(e) or Rule 15d-15(e) of the Securities Exchange 

Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 

31.2 + Certification of Principal Financial Officer required by Rule 13a-15(e) or Rule 15d-15(e) of the Securities Exchange 

Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 

32.1 + Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted 

pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 

99.1 +  Financial Statements of US Green Fiber, LLC—December 31, 2011, 2010 and 2009. 

101.INS  XBRL Instance Document.** 
101.SCH  XBRL Taxonomy Extension Schema Document.** 
101.CAL  XBRL Taxonomy Calculation Linkbase Document.** 
101.LAB  XBRL Taxonomy Label Linkbase Document.** 
101.PRE  XBRL Taxonomy Presentation Linkbase Document.** 
101.DEF  XBRL Taxonomy Extension Definition Linkbase Document. ** 

+
Filed herewith 
*
This is a management contract or compensatory plan or arrangement. 
Submitted Electronically Herewith. Attached as Exhibit 101 to this report are the following formatted in XBRL (Extensible 
**
Business Reporting Language): (i) Consolidated Statements of Operations for the fiscal years ended April 30, 2012, 2011 and 2010,
(ii) Consolidated Balance Sheets at April 30, 2012 and April 30, 2011, (iii) Consolidated Statements of Cash Flows for the fiscal years 
ended April 30, 2012, 2011 and 2010, and (iv) Notes to Consolidated Financial Statements. 

118 

Exhibit 21.1

Jurisdiction of Incorporation 

Subsidiaries of Registrant

Name 
AGreen Energy, LLC 
All Cycle Waste, Inc. 
Atlantic Coast Fibers, Inc. 
B. and C. Sanitation Corporation 
Better Bedding Corp. 
Bristol Waste Management, Inc. 
C.V. Landfill, Inc. 
CARES McKean, LLC 
Casella Major Account Services LLC 
Casella Albany Renewables, LLC 
Casella Renewable Systems, LLC 
Casella Recycling, LLC 
Casella-Altela Regional Environmental Services, 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. 
Casella Waste Services of Ontario LLC 
Chemung Landfill LLC 
Colebrook Landfill LLC 
Corning Community Disposal Service, Inc. 
CWM All Waste LLC 
EcoGas, LLC 
Evergreen National Indemnity Company 
Forest Acquisitions, Inc. 
Grasslands, Inc. 
GreenerU, Inc. 
GroundCo LLC 
Hakes C & D Disposal, Inc. 
Hardwick Landfill, Inc. 
Hiram Hollow Regeneration Corp. 
KTI Bio-Fuels, Inc. 
KTI Environmental Group, Inc. 
KTI New Jersey Fibers, Inc. 
KTI Operations, Inc. 
KTI Specialty Waste Services, Inc. 
KTI, Inc. 
Maine Energy Recovery Company, Limited Partnership 
New England Waste Services of Massachusetts, Inc. 
New England Waste Services of ME, Inc. 
New England Waste Services of N.Y., Inc. 
New England Waste Services of Vermont, Inc. 
New England Waste Services, Inc. 
Newbury Waste Management, Inc. 
NEWS of Worcester LLC 
NEWSME Landfill Operations LLC 
North Country Composting Services, Inc. 
North Country Environmental Services, Inc. 
North Country Trucking, Inc. 
Northern Properties Corporation of Plattsburgh 
Pine Tree Waste, Inc. 
Portland C&D Site, Inc. 
Recycle Rewards, Inc. 
ReSource Waste Systems, Inc. 
Schultz Landfill, Inc. 
Southbridge Recycling & Disposal Park, Inc. 
Sunderland Waste Management, Inc. 
The Hyland Facility Associates 
Tompkins County Recycling LLC 
U.S. GreenFiber, LLC 
Waste-Stream, Inc. 
Winters Brothers, Inc. 

Massachusetts 

  Vermont 
Delaware 
  New York 
New York 

  Vermont 
Vermont 
Pennsylvania 
Vermont 
  Delaware 
Delaware 

  Maine 

Delaware 
  Vermont 

Massachusetts 

  New York 

Pennsylvania 

  Vermont 

New York 
  New York 

New Hampshire 

  New York 

New Hampshire 

  Maine 
Ohio

  New Hampshire 
New York 
  Delaware 
New York 
  New York 

Massachusetts 

  New York 
Maine 
  New Jersey 
Delaware 
  Delaware 
Maine 
  New Jersey 
Maine 

  Massachusetts 

Maine 
New York 
Vermont 
  Vermont 
Vermont 
  Massachusetts 

Maine 
New Hampshire 
Virginia
New York 
New York 

  Maine 

New York 
  Delaware 

Massachusetts 

  New York 

Massachusetts 

  Vermont 

New York 
  Delaware 

North Carolina 

  New York 
Vermont 

119 

 
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in Registration Statements on Form S-8 (Nos. 333-40267, 333-43537, 333-43539, 333-
43541, 333-43543, 333-43635, 333-67487, 333-92735, 333-31022, 333-100553, 333-141038, 333-163645 and 333-175010) and on 
Form S-3(Nos. 333-85279, 333-88097, 333-95841, 333-31268, 333-121088, 333-154309 and 333-175107) of Casella Waste Systems, 
Inc. and its subsidiaries of our report dated June 28, 2012, relating to our audits of the consolidated financial statements and the 
financial statement schedule as of and for the years ended April 30, 2012 and 2011 and the effectiveness of the Company’s internal 
control over financial reporting for the year ended April 30, 2012, which appears in this Annual Report on Form 10-K of Casella
Waste Systems, Inc. and its subsidiaries for the year ended April 30, 2012, including the adjustments that were applied to the 2010 
consolidated financial statements to retrospectively reflect discontinued operations. 

Exhibit 23.1

/s/ McGladrey LLP 

Boston, Massachusetts 
June 28, 2012 

 
 
 
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-40267, 333-43537, 333-
43539, 333-43541, 333-43543, 333-43635, 333-67487, 333-92735, 333-31022, 333-100553, 333-141038, 333-163645 and 333-
175010) and Form S-3 (Nos. 333-85279, 333-88097, 333-95841, 333-31268, 333-121088, 333-154309 and 333-175107) of the report 
of Caturano and Company, P.C. (whose name has since been changed to Caturano and Company, Inc.) dated June 10, 2010 relating to
the consolidated financial statements and financial statement schedule for the year ended April 30, 2010 of Casella Waste Systems, 
Inc. and its subsidiaries, which appears in this Annual Report on Form 10-K. We were not engaged to audit, review, or apply any
procedures to the adjustments to retroactively reflect the discontinued operations described in Note 16 and, accordingly, we do not 
express an opinion or any other form of assurance about whether such adjustments are appropriate and have been properly applied.
Those adjustments were audited by McGladrey LLP, as stated in their report appearing herein. 

Exhibit 23.2

/s/ Caturano and Company, Inc. 

Boston, Massachusetts 
June 28, 2012 

 
 
 
CONSENT OF INDEPENDENT ACCOUNTANTS

Exhibit 23.3

We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-141038, 333-31022, 333-
40267, 333-43537, 333-43539, 333-43541, 333-43543, 333-43635, 333-67487, 333-92735, 333-100553, 333-163645 and 333-
175010) and on Form S-3 (Nos. 333-31268, 333-121088, 333-85279, 333-88097, 333-154309, 333-95841 and 333-175107) of Casella 
Waste Systems, Inc. of our report dated June 11, 2012 relating to the financial statements of US GreenFiber, LLC, which appears in 
this Form 10-K. 

Charlotte, North Carolina 
June 28, 2012 

EXHIBIT 31.1

I, John W. Casella, certify that: 

CERTIFICATIONS

1.

I have reviewed this Annual Report on Form 10-K of Casella Waste Systems, Inc.; 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a 
material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not 
misleading with respect to the period covered by this report; 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly 

present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods 
presented in this report; 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls 

and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined 
in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have: 

a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be 

designed under our supervision, to ensure that material information relating to the registrant, including its consolidated 
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being
prepared; 

b)

Designed such internal control over financial reporting, or caused such internal control over financial 

reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this 

report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered 
by this report based on such evaluation; and 

d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred 
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has 
materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control 

over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons 
performing the equivalent functions): 

a)

All significant deficiencies and material weaknesses in the design or operation of internal control over 

financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and 
report financial information; and 

b)

Any fraud, whether or not material, that involves management or other employees who have a significant 

role in the registrant’s internal control over financial reporting. 

Date: June 28, 2012 

/s/ JOHN W. CASELLA 

By: 
John W. Casella 
Chairman and Chief Executive Officer
(Principal Executive Officer)

 
 
 
 
 
EXHIBIT 31.2

I, Edwin D. Johnson, certify that: 

CERTIFICATIONS

1.

I have reviewed this Annual Report on Form 10-K of Casella Waste Systems, Inc.; 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a 
material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not 
misleading with respect to the period covered by this report; 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly 

present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods 
presented in this report; 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls 

and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined 
in Exchange Act Rule 13a-15(f) and 15d-15(f)) for the registrant and have: 

a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be 

designed under our supervision, to ensure that material information relating to the registrant, including its consolidated 
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being
prepared; 

b)

Designed such internal control over financial reporting, or caused such internal control over financial 

reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this 

report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered 
by this report based on such evaluation; and 

d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred 
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has 
materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control 

over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons 
performing the equivalent functions): 

a)

All significant deficiencies and material weaknesses in the design or operation of internal control over 

financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and 
report financial information; and 

b)

Any fraud, whether or not material, that involves management or other employees who have a significant 

role in the registrant’s internal control over financial reporting. 

Date: June 28, 2012 

/s/ EDWIN D. JOHNSON

By:
Edwin D. Johnson 
Senior Vice President and Chief Financial Officer (Principal 
Financial and Accounting Officer)

 
 
 
 
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

STATEMENT PURSUANT TO 18 U.S.C. §1350

Exhibit 32.1

Pursuant to 18 U.S.C. §1350, each of the undersigned certifies that, to his knowledge, this Annual Report on Form 10-K for 
the year ended April 30, 2012 fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 
and that the information contained in this report fairly presents, in all material respects, the financial condition and results of 
operations of Casella Waste Systems, Inc. 

Dated: June 28, 2012 

 Dated: June 28, 2012 

/s/ JOHN W. CASELLA 
John W. Casella 
Chairman and Chief Executive Officer
(Principal Executive Officer)

/s/ EDWIN D. JOHNSON 
Edwin D. Johnson 
Senior Vice President and Chief Financial Officer (Principal 
Financial and Accounting Officer)

 
 
 
Company Officers

Board of Directors

John W. Casella
Chairman, Chief Executive Officer  
& Secretary

Paul A. Larkin
President & Chief Operating Officer

Edwin D. Johnson
Senior Vice President, Chief Financial 
Officer & Treasurer

David L. Schmitt
Vice President, General Counsel

John W. Casella
Chairman, Chief Executive Officer  
& Secretary

Michael K. Burke
Senior Vice President & Chief Financial 
Officer, Landauer, Inc.

James F. Callahan, Jr.
Retired Partner, Arthur Andersen, LLP

Douglas R. Casella
Vice Chairman, President, Casella 
Construction, Inc.

John F. Chapple III
Retired President,  
Marlin Management Services

Joseph G. Doody
President, North American Delivery, 
Staples, Inc.

Emily N. Green
President & Chief Executive Officer, Smart 
Lunches, LLC

James P. McManus
President & Chief Executive Officer,  
The Hinckley Company

Gregory B. Peters
Managing General Partner, Lake 
Champlain Capital Management, LLC

Shareholder Information

Annual Meeting of Shareholders
Killington Grand Hotel
Killington, VT
Tuesday, October 9, 2012
10:00 a.m.

Casella Waste Systems, Inc.
25 Greens Hill Lane
Rutland, VT 05701
Telephone: (802) 775-0325

Direct inquiries to:
Ned Coletta
Telephone: (802) 772-2239
E-mail: ned.coletta@casella.com

Auditors
McGladrey & Pullen, LLP
80 City Square
Boston, MA 02129

Legal Counsel
Wilmer Cutler Pickering Hale  
and Dorr LLP
60 State Street
Boston, MA 02109

Transfer Agent & Registrar
Computershare
PO Box 43078
Providence, RI 02940-3078
Shareholder Inquiries:
(781) 575-2879

Stock Exchange
Casella Waste System, Inc.
is traded on the NASDAQ
Global Select Market under
the ticker symbol “CWST.”

Safe Harbor Statement

Certain matters discussed in this annual report are “forward-looking statements” intended to qualify for the safe harbors from 
liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements can generally be 
identified as such by the context of the statements, including words such as “believe,” “expect,” “anticipate,” “plan,” “may,” “will,” 
“would,” “intend,” “estimate,” “guidance” and other similar expressions, whether in the negative or affirmative. These forward-
looking statements are based on current expectations, estimates, forecasts and projections about the industry and markets in which 
we operate and management’s beliefs and assumptions. We cannot guarantee that we actually will achieve the plans, intentions, 
expectations or guidance disclosed in the forward-looking statements made. Such forward-looking statements, and all phases of our 
operations, involve a number of risks and uncertainties, any one or more of which could cause actual results to differ materially from 
those described in our forward-looking statements. Such risks and uncertainties include or relate to, among other things: current 
economic conditions that have adversely affected and that may continue to adversely affect our revenues and our operating margin; 
we may be unable to reduce costs or increase pricing or volumes sufficiently to achieve estimated Adjusted EBITDA, profitability 
and other targets; landfill operations and permit status may be affected by factors outside our control; we may be required to 
incur capital expenditures in excess of our estimates; fluctuations in the commodity pricing of our recyclables may make it more 
difficult for us to predict our results of operations or meet our estimates; we may not be able to complete the divestiture of Maine 
Energy Recovery Company; and we may incur environmental charges or asset impairments in the future. There are a number of 
other important risks and uncertainties that could cause our actual results to differ materially from those indicated by such forward-
looking statements. These additional risks and uncertainties include, without limitation, those detailed in Item 1A, “Risk Factors” in 
our Form 10-K for the year ended April 30, 2012.

We undertake no obligation to update publicly any forward-looking statements whether as a result of new information, future 
events or otherwise, except as required by law.

 
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fsc mixed sources

Products with an fsc  
mixed sources label 
support the development 
of responsible forest 
management worldwide. 
the wood comes from fsc-
certified well-managed forests, 
company controlled sources 
and/or recycled material.

company controlled sources 
are controlled, in accordance 
with fsc standards, to 
exclude illegally harvested 
timber, forests where high 
conservation values are 
threatened, genetically 
modified organisms, and 
violation of people’s civil and 
traditional rights.

25 greens Hill lane 
Rutland, Vermont  05701 
(802) 775-0325 
(802) 775-6198 fax 

casella.com