EX-4.7 3 wm-20241231xex4d7.htm EX-4.7

Exhibit 4.7

Schedule of Officers’ Certificates

delivered pursuant to Section 301 of the Indenture dated September 10, 1997

by and between Waste Management, Inc. and The Bank of New York Mellon Trust Company, N.A., as

Trustee, establishing the terms and form of Waste Management, Inc.’s Outstanding Senior Notes

Principal Amount Issued |  |  | Principal Amount Outstanding |  | Interest Rate (per annum) |  | Issue Date |  | Maturity Date |  | CUSIP |  | Interest Payment Dates
$ | 600 million |  | ​ | $ | 258 million |  | 7.00 | % | ​ | 7/17/1998 |  | 7/15/2028* |  | 902917AH6 |  | January 15; July 15
$ | 250 million |  | ​ | $ | 81 million |  | 7.375 | % | ​ | 1/21/2000 |  | 5/15/2029* |  | 94106LAG4 |  | May 15; November 15
$ | 500 million |  | ​ | $ | 144 million |  | 7.75 | % | ​ | 1/3/2003 |  | 5/15/2032* |  | 94106LAN9 |  | May 15; November 15
$ | 600 million |  | ​ | $ | 246 million |  | 6.125 | % | ​ | 11/17/2009 |  | 11/30/2039 |  | 94106LAV1 |  | May 30; November 30
$ | 600 million |  | ​ | $ | 422 million |  | 3.125 | % | ​ | 2/26/2015 |  | 3/1/2025 |  | 94106LBA6 |  | March 1; September 1
$ | 450 million |  | ​ | $ | 297 million |  | 3.90 | % | ​ | 2/26/2015 |  | 3/1/2035 |  | 94106LBB4 |  | March 1; September 1
$ | 750 million |  | ​ | $ | 416 million |  | 4.10 | % | ​ | 2/26/2015 |  | 3/1/2045 |  | 94106LBC2 |  | March 1; September 1
$ | 750 million |  | ​ | $ | 750 million |  | 3.15 | % | ​ | 11/8/2017 |  | 11/15/2027 |  | 94106LBE8 |  | May 15; November 15
$ | 1 billion |  | ​ | $ | 684 million |  | 4.15 | % | ​ | 5/22/2019 |  | 7/15/2049 |  | 94106LBK4 |  | January 15; July 15
$ | 500 million | ​ | ​ | $ | 500 million | ​ | 0.75 | % | ​ | 11/17/2020 | ​ | 11/15/2025 | ​ | 94106LBL2 | ​ | May 15; November 15
$ | 500 million | ​ | ​ | $ | 500 million | ​ | 1.15 | % | ​ | 11/17/2020 | ​ | 3/15/2028 | ​ | 94106LBN8 | ​ | March 15; September 15
$ | 1 billion | ​ | ​ | $ | 1 billion | ​ | 1.50 | % | ​ | 11/17/2020 | ​ | 3/15/2031 | ​ | 94106LBP3 | ​ | March 15; September 15
$ | 500 million | ​ | ​ | $ | 500 million | ​ | 2.50 | % | ​ | 11/17/2020 | ​ | 11/15/2050 | ​ | 94106LBM0 | ​ | May 15; November 15
$ | 475 million | ​ | ​ | $ | 475 million | ​ | 2.00 | % | ​ | 5/12/2021 | ​ | 6/1/2029 | ​ | 94106LBQ1 | ​ | June 1; December 1
$ | 475 million | ​ | ​ | $ | 475 million | ​ | 2.95 | % | ​ | 5/12/2021 | ​ | 6/1/2041 | ​ | 94106LBR9 | ​ | June 1; December 1
$ | 1 billion | ​ | ​ | $ | 1 billion | ​ | 4.15 | % | ​ | 5/12/2022 | ​ | 4/15/2032 | ​ | 94106LBS7 | ​ | April 15; October 15
$ | 750 million | ​ | ​ | $ | 750 million | ​ | 4.625 | % | ​ | 2/15/2023 | ​ | 2/15/2030 | ​ | 94106LBT5 | ​ | February 15; August 15
$ | 500 million | ​ | ​ | $ | 500 million | ​ | 4.625 | % | ​ | 2/15/2023 | ​ | 2/15/2033 | ​ | 94106LBU2 | ​ | February 15; August 15
$ | 750 million | ​ | ​ | $ | 750 million | ​ | 4.875 | % | ​ | 8/3/2023 | ​ | 2/15/2029 | ​ | 94106LBV0 | ​ | February 15; August 15
$ | 1.25 billion | ​ | ​ | $ | 1.25 billion | ​ | 4.875 | % | ​ | 8/3/2023 | ​ | 2/15/2034 | ​ | 94106LBW8 | ​ | February 15; August 15
$ | 750 million | ​ | ​ | $ | 750 million | ​ | 4.950 | % | ​ | 7/3/2024 | ​ | 7/3/2027 | ​ | 94106LBX6 | ​ | January 3; July 3
$ | 750 million | ​ | ​ | $ | 750 million | ​ | 4.950 | % | ​ | 7/3/2024 | ​ | 7/3/2031 | ​ | 94106LBY4 | ​ | January 3; July 3
$ | 1 billion | ​ | ​ | $ | 1 billion | ​ | 4.500 | % | ​ | 11/4/2024 | ​ | 3/15/2028 | ​ | 94106LCB3 | ​ | March 15; September 15
$ | 700 million | ​ | ​ | $ | 700 million | ​ | 4.650 | % | ​ | 11/4/2024 | ​ | 3/15/2030 | ​ | 94106LCC1 | ​ | March 15; September 15
$ | 750 million | ​ | ​ | $ | 750 million | ​ | 4.800 | % | ​ | 11/4/2024 | ​ | 3/15/2032 | ​ | 94106LCD9 | ​ | March 15; September 15
$ | 1.5 billion | ​ | ​ | $ | 1.5 billion | ​ | 4.950 | % | ​ | 11/4/2024 | ​ | 3/15/2035 | ​ | 94106LCE7 | ​ | March 15; September 15
$ | 1.25 billion | ​ | ​ | $ | 1.25 billion | ​ | 5.350 | % | ​ | 11/4/2024 | ​ | 10/15/2054 | ​ | 94106LCF4 | ​ | April 15; October 15
$ | 485 million | ​ | ​ | $ | 485 million | ​ | 3.875 | % | ​ | 11/8/2024** | ​ | 1/15/2029 | ​ | 94106LBZ1 | ​ | January 15; July 15

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* | Only these series of Senior Notes do not contain a Change of Control Offer covenant. Such covenant provides that, if a change of control triggering event occurs, each holder of the notes may require us to purchase all or a portion of such holder’s notes at a price equal to 101% of the principal amount, plus accrued interest, if any, to the date of purchase.

** On November 8, 2024, we completed our private offer to eligible holders to exchange $500 million of outstanding 3.875% senior notes issued by Stericycle, Inc. (the “Stericycle Notes”) for new notes issued by Waste Management, Inc. (the “WM Notes”) and cash. The WM Notes have the same interest rate, interest payment dates, and maturity date as the exchanged Stericycle Notes but differ in certain respects from the Stericycle Notes, including with respect to the redemption provisions. Approximately $485 million in aggregate principal amount of the Stericycle Notes, or 97%, were tendered and accepted, and the new WM Notes were issued. See Exhibits 4.18, 4.19 and 4.20 to this Form 10-K for additional information and terms of the WM Notes. The portion of Stericycle Notes not exchanged, approximately $15 million, remains an outstanding obligation of Stericycle, Inc., our wholly-owned subsidiary, and is not a material debt obligation of Waste Management, Inc.

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This schedule is provided in accordance with Instruction 2 to Regulation S-K Item 601, as each of the series of Senior Notes, other than the WM Notes, is governed by an instrument that differs only in the material respects set forth in the schedule above from the Officers’ Certificate identified as Exhibit 4.8 to this Form 10 K. Each of the series of Senior Notes identified above is also guaranteed by Waste Management Holdings, Inc. in favor of The Bank of New York Mellon Trust Company, N.A., as Trustee for the holders of Waste Management, Inc.’s Senior Notes.