GFL Environmental Inc. Completes the Sale of its Environmental Services Business Valued at $8.0 Billion

Rhea-AI Summary

GFL Environmental Inc. (NYSE: GFL) (TSX: GFL) has successfully completed the sale of its Environmental Services business at an enterprise value of $8.0 billion. The company maintained a $1.7 billion equity stake in the sold business unit.

The company plans to allocate the transaction proceeds as follows:

• Up to $3.75 billion for debt repayment
• Up to $2.25 billion for potential share repurchases, subject to market conditions
• Remaining funds for transaction fees and general corporate purposes

Positive

• Sale of Environmental Services business for $8.0B
• Retained $1.7B equity stake in sold business
• Significant debt reduction of up to $3.75B
• Large share buyback program of up to $2.25B

Negative

• Divestment of major business unit reduces operational scope

VAUGHAN, ON, March 3, 2025 /PRNewswire/ - GFL Environmental Inc. (NYSE: GFL) (TSX: GFL) ("GFL" or the "Company") today announced that it has closed the sale of its Environmental Services business for an enterprise value of $8.0 billion (the "Transaction"). GFL retained a $1.7 billion equity interest in the Environmental Services business.

GFL intends to use up to $3.75 billion of the net proceeds from the Transaction to repay debt, making available up to $2.25 billion for share repurchases, subject to market conditions, and the balance for transaction fees and general corporate purposes.

About GFL

GFL, headquartered in Vaughan, Ontario, is the fourth largest diversified environmental services company in North America, providing solid waste management services through its platform of facilities across Canada and in more than half of the U.S. states. Across its organization, GFL has a workforce of more than 15,000 employees.

Forward-Looking Statements

This release includes certain "forward-looking statements" and "forward-looking information" (collectively, "forward-looking information"), within the meaning of applicable U.S. and Canadian securities laws, respectively, including statements relating to the expected financial and other benefits of the Transaction to GFL and its shareholders, as well as GFL's expected use of proceeds. Forward-looking information includes all statements that do not relate solely to historical or current facts and may relate to our future outlook, financial guidance and anticipated events or results and may include statements regarding our financial performance, financial condition or results, business strategy, growth strategies, budgets, operations and services. Particularly, statements regarding our expectations of future results, performance, achievements, prospects or opportunities, the markets in which we operate, potential deleveraging transactions or potential share repurchases are forward-looking information. In some cases, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "targets", "expects" or "does not expect", "is expected", "an opportunity exists", "budget", "scheduled", "estimates", "outlook", "forecasts", "projection", "prospects", "strategy", "intends", "anticipates", "does not anticipate", "believes", or "potential" or variations of such words and phrases or statements that certain actions, events or results "may", "could", "would", "might", "will", "will be taken", "occur" or "be achieved", although not all forward-looking information includes those words or phrases. In addition, any statements that refer to expectations, intentions, projections, guidance, potential or other characterizations of future events or circumstances contain forward-looking information. Statements containing forward-looking information are not historical facts nor assurances of future performance but instead represent management's expectations, estimates and projections regarding future events or circumstances. Without limiting the foregoing, there can be no assurance that any debt repayment will be in an amount or on terms as favorable to GFL as is anticipated by such forward looking information, or that GFL undertakes any share repurchase or if so as to the size, price or other terms thereof or its success.

Forward-looking information is based on our opinions, estimates and assumptions that we considered appropriate and reasonable as of the date such information is stated, is subject to known and unknown risks, uncertainties, assumptions and other important factors that may cause the actual results, level of activity, performance or achievements to be materially different from those expressed or implied by such forward- looking information, including but not limited to certain assumptions set out herein; our ability to use the net proceeds of the Transaction for deleveraging or potential share repurchases; currency exchange and interest rates; commodity price fluctuations; our ability to implement price increases and surcharges; changes in waste volumes; labour, supply chain and transportation constraints; inflationary cost pressures; fuel supply and fuel price fluctuations; our ability to maintain a favourable working capital position; the impact of competition; the changes and trends in our industry or the global economy; and changes in laws, rules, regulations, and global standards. Other important factors that could materially affect our forward-looking information can be found in the "Risk Factors" section of GFL's annual information form for the year ended December 31, 2024 and GFL's other periodic filings with the U.S. Securities and Exchange Commission and the securities commissions or similar regulatory authorities in Canada. Shareholders, potential investors and other readers are urged to consider these risks carefully in evaluating our forward-looking information and are cautioned not to place undue reliance on such information. There can be no assurance that the underlying opinions, estimates and assumptions will prove to be correct. Although we have attempted to identify important risk factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors not currently known to us or that we currently believe are not material that could also cause actual results or future events to differ materially from those expressed in such forward- looking information. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. The forward-looking information contained in this release represents our expectations as of the date of this release (or as the date it is otherwise stated to be made), and is subject to change after such date. However, we disclaim any intention or obligation or undertaking to update or revise any forward-looking information whether as a result of new information, future events or otherwise, except as required under applicable U.S. or Canadian securities laws.

All references to "$" in this press release are to Canadian dollars, unless otherwise noted.

For more information:
Patrick Dovigi
+1 905-326-0101
pdovigi@gflenv.com

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SOURCE GFL Environmental Inc.

FAQ

How much did GFL Environmental sell its Environmental Services business for?

GFL Environmental sold its Environmental Services business for an enterprise value of $8.0 billion, while retaining a $1.7 billion equity interest.

How much debt will GFL Environmental pay down from the sale proceeds?

GFL plans to use up to $3.75 billion of the net proceeds to repay debt.

What is the size of GFL's share buyback program from the sale proceeds?

GFL intends to use up to $2.25 billion for share repurchases, subject to market conditions.

How much equity stake did GFL retain in its sold Environmental Services business?

GFL retained a $1.7 billion equity interest in the Environmental Services business.