Waste Industries Agrees to USD 2.825 Billion Merger with GFL Environmental

This significant cross-border merger, which more than doubles GFL’s current footprint of operations in North America, is a shining sample of how GGI and GCG|Geneva Capital Group member firms work together.

GFL Environmental Inc. of Toronto, Canada and Waste Industries of Raleigh (NC), USA, have completed a merger transaction that values Waste Industries at a total enterprise value of USD 2.825 billion (approximately CAD 3.650 billion). The combined company, which becomes the largest privately owned environmental services company in North America with operations in all Canadian provinces except Prince Edward Island and in 10 states in the US, will now operate 98 collection operations, 59 transfer stations, 29 materials recovery facilities, 10 organics facilities and 47 landfills and will now have more than 8,850 employees.

‘Waste Industries will more than double GFL’s current footprint of operations in North America, adding collection, transfer station, materials recovery and landfill operations in fast-growing United States markets (including North Carolina, South Carolina, Georgia, Colorado, Tennessee, Virginia and others), growing our customer base and forming an extended platform from which GFL can continue to execute on our proven organic and acquisition growth strategy,’ said Patrick Dovigi, founder and CEO of GFL, in a statement. ‘Waste Industries strongly complements GFL’s brand with an over 47-year history of providing excellent customer service to its local communities and has a management team with a proven track record of harnessing technology, processes and systems to drive operating effciencies. We are excited to welcome the management team and the more than 2,850 employees of Waste Industries to the GFL family.’

The merger was financed in part through an additional equity investment from GFL's current consortium of investors led by affliates of BC Partners, Ontario Teachers' Pension Plan, certain shareholders of GFL, including Dovigi, and from rollover investors of Waste Industries, including the founding Poole family and HPS Investment Partners. Additional debt financing for the merger was provided through GFL's Second Amended and Restated Term Loan B Facility. Upon completion of the merger, Ven Poole, the former chairman and CEO of Waste Industries, joined GFL's Board of Directors.

GCG | Geneva Capital Group member firm J. Lee Lloyd, LLC served as financial advisor to the Poole family, who founded Waste Industries in 1970 and will continue as significant equity investors in GFL following the merger.

Dan Rothberg and his partners at GGI member firm Devry Smith Frank LLP served as local Canadian counsel for Waste Industries and the Poole family.

GGI member firm Brooks, Pierce, McLendon, Humphrey & Leonard, LLP has provided tax, trust and estate planning advice to the Poole family for many years and served as legal counsel to certain Poole family trusts involved in the transaction.

 

Lee Lloyd

J. Lee Lloyd, LLC
M&A Advisory, Corporate Finance
Greensboro (NC), USA
T: +1 336 402 31 60
W: google.com/+JLeeLloydLLC
Lee Lloyd
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Dan Rothberg

Devry Smith Frank LLP
Law Firm Services
Toronto (ON), Canada
T: +1 416 449 1400
W: www.devrylaw.ca
Dan Rothberg
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Edward C. Winslow, III

Brooks, Pierce, McLendon, Humphrey & Leonard, LLP
Corporate Finance, Fiduciary
& Estate Planning, Law Firm
Services, Tax
Greensboro (NC), Raleigh (NC),
Wilmington (NC), USA
T: +1 919 839 03 00
W: www.brookspierce.com
Edward C. Winslow, III
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