Six weeks after telling investors it wouldn't pursue expensive large-scale M&A, WM announced a $7.2 billion acquisition of Stericycle — and the eighteen months since have been spent quietly rewriting its own risk-factor language, raising synergy targets three times, and working through integration costs, while still not quite declaring outright victory.
The story
2023 into early 2024: "We're pretty good at this"
Through 2023 and early 2024, WM's story was simple: doing the core business better. On the Q4 FY2023 call (Feb 13, 2024), CEO Jim Fish rattled off record numbers — a 29.9% operating margin, SG&A down to 9.4% — confident enough to say "we can pat ourselves on the back a little." On M&A, the position was explicit: on the Q3 2023 call, Fish explained why WM wasn't chasing competitive bidding wars, saying he'd rather spend at a 3x multiple building his own recycling and renewable-energy facilities than pay 12-14x for "rosy" acquisition projections. On the Q1 2024 call (Apr 25), he reaffirmed that the M&A pipeline was limited to small $100-200M "tuck-in" deals. Exactly six weeks after that statement, the company did the opposite.
June 2024: the $7.2 billion reversal
On June 3, 2024, WM announced it would acquire medical-waste and information-destruction company Stericycle for $62/share, $7.2 billion including net debt. The filings reflected the shift immediately — the company's four reportable segments became five, with a new "Healthcare Solutions" line (10-K FY2023, p.5 → 10-K FY2024, p.6-7), and a risk-factor sentence that once said an acquisition "may cause" substantial additional debt was rewritten to say the company "has caused, and may in the future cause" that debt — with Stericycle named explicitly for the first time (moving up from the 11th risk listed to the 7th). The earnings-call tone flipped just as fast: on that same Q2 call, Fish said he "couldn't be more optimistic" about 2025, calling it a potential "blockbuster" year, and described Stericycle as a "fourth line of business" alongside residential, commercial, and industrial.
After the deal closed, the cleanup took longer than the confidence suggested
After the acquisition closed in November 2024, the company kept projecting confidence in its numbers — raising its cost-synergy target from $125 million (at announcement) to $250 million (Q4 2024 call, "doubling it") to $300 million (Q2-Q3 2025 calls, adding $50M in cross-selling). But the actual cleanup ran longer than that confidence implied. Healthcare Solutions posted an operating loss (-$88 million) for the full year 2025, and on the Q3 2025 call (Oct 28), President John Morris had to directly address customer-attrition concerns he called "melting ice cube" worries. The number of Critical Audit Matters — items auditors flag as requiring "especially challenging or complex" judgment — grew from 1 (landfill depreciation) to 3 during this period, adding landfill capping/closure reserves and, notably, Healthcare Solutions goodwill impairment risk (10-K FY2025, p.73) — meaning the company's financials genuinely got more complex in the auditors' own eyes. The same quarter also saw the retirement of 23-year CFO Devina Rankin, replaced by David Reed.
2026: confidence returns, with one lingering hedge
On the January 2026 call (Q4 2025), Fish dropped a word he'd habitually used: "we're optimistic about the economy... I think we can drop the word 'cautiously.'" He announced the 23rd consecutive annual dividend increase (+14.5%) and a resumed $3 billion buyback program, calling 2026 a "harvest year." Leverage (estimated net debt/EBITDA) had come down from a post-acquisition peak of 3.71x to about 3.1x. But the most recent call available, in April 2026, showed a return of caution — Fish said "I don't know if we'll hit our guidance for the year... we'll re-evaluate after Q2," hedging specifically on volume. A full victory lap hasn't quite arrived.
Guidance scorecard
| Year | What was promised (start of year) | What actually happened | Result |
|---|---|---|---|
| FY2023 | Operating EBITDA $5.775-5.875B (revised range), revenue growth 3.25-4.25% | Beat the top of the range by ~$25M; operating margin 30bp above the top end | Beat |
| FY2024 | Operating EBITDA growth ~7.7% (midpoint, later raised +$100M) | Operating EBITDA grew ~10%, well above the 5-7% long-term target range | Beat |
| FY2025 | Operating EBITDA $7.45-7.65B, FCF midpoint $2.725B (first guidance including Stericycle) | Operating margin 30.1% ("well above guidance"), FCF $2.94B (+~27%) | Beat |
| FY2026 | Operating EBITDA $8.15-8.25B (+6.2% midpoint), FCF midpoint ~$3.8B (+30%) | In progress — Q1 call (Apr 29): margin guidance "comfortable," but volume flagged for "re-evaluation after Q2" | In progress |
All three completed years (FY2023-FY2025) beat guidance — a 100% beat rate. Worth noting: this pattern of "guide conservatively, then beat" predates Stericycle entirely — 2023 already showed the same behavior, driven by the core Collection & Landfill business outperforming even as uncontrollable recycling-commodity prices weighed on the top-line target. Whether recent beats reflect genuinely improved execution or simply a persistent habit of setting the bar low is hard to fully separate from this data alone.
Source: earnings call transcripts (guidance statements each quarter, FY2023-FY2026); 10-K FY2025, p.48.
Timeline
- Apr 2024Q1 2024 call reaffirms M&A strategy is limited to small tuck-in acquisitions.
- Jun 2024$7.2B Stericycle acquisition announced — WM's largest deal ever, six weeks after the tuck-in-only reaffirmation.
- Nov 2024Acquisition closes; a fifth reportable segment (Healthcare Solutions) is created.
- Oct 202523-year CFO Devina Rankin announces retirement; Healthcare Solutions still posting an operating loss.
- Jan 202623rd consecutive annual dividend increase; share buybacks resume.
Our read
WM's last eighteen months are the story of a company defending an exception to its own stated discipline. The filings tracked the decision in real time — a new segment, a rewritten risk factor, more Critical Audit Matters — while management kept raising the synergy numbers used to justify the deal. Whether Stericycle ultimately proves to be "an undervalued bet" or "an expensive cleanup" isn't yet settled by the data reviewed here; that verdict depends on when Healthcare Solutions turns profitable and whether the caution flagged in the April 2026 call about volume turns into an actual guidance cut.
What we still don't know
- Exactly which quarter Healthcare Solutions turns profitable can't be determined from this data — it requires the Q2 2026 results (expected late July 2026).
- Whether the "re-evaluate after Q2" caution flagged in the April 2026 call turns into an actual guidance cut, or just reflects WM's usual conservative goal-setting won't be clear until the next earnings release.
- Whether Stericycle was ultimately a good deal on an independent ROI basis — the earnings calls and filings reviewed here capture management's own self-assessment, but not an independent return-on-invested-capital calculation, which would require separate analysis.
Frequently asked questions
Why did WM break its own M&A rule?
WM had publicly committed to avoiding expensive, large-multiple acquisitions in favor of smaller tuck-ins — a position reaffirmed as recently as its Q1 2024 earnings call. Exactly six weeks later, it announced the $7.2 billion acquisition of Stericycle, a medical-waste and information-destruction company, its largest deal ever.
Has the Stericycle acquisition paid off?
Management has raised its cost-synergy target three times (from $125M to $250M to $300M) and leverage has come down from a peak of 3.71x net debt-to-EBITDA, but the Healthcare Solutions segment (formerly Stericycle) was still posting an operating loss through all of 2025, and auditor-flagged Critical Audit Matters grew from 1 to 3 during the integration.
What sources does this analysis draw from?
This piece is built from WM's 10-K filings for FY2021 through FY2025, DEF 14A 2026, and 12 quarters of earnings call transcripts from Q2 2023 through Q1 2026.