GFL Environmental (GFL) agreed to acquire Secure Waste Infrastructure in a 6.4 billion-Canadian-dollar ($4.63 billion) deal that is expected to boost its waste management operations in Western Canada.
GFL will buy the shares of Secure, which operates a waste management platform in Western Canada and North Dakota, at CA$24.75 per share, the companies said Monday. The purchase represents a 23% premium to Secure's average price for 60 trading days through Friday.
GFL will pay 20% of the consideration in cash and the remaining in subordinate voting shares.
The transaction, which requires Secure shareholders' consent as well as court and regulatory approvals, is anticipated to complete in the second half of this year, according to the joint statement.
"The acquisition of Secure will provide us with a highly complementary network of permitted waste processing and disposal assets that will densify our footprint in Western Canada, significantly enhance our scale and expand our ability to offer customers a full suite of waste management services," GFL Chief Executive Patrick Dovigi said.
Secure's shareholders are expected to own 16% of the combined company, Secure Chairman Mick Dilger said.
The company's stock will be delisted from the Toronto Stock Exchange upon completion of the transaction, according to the joint statement. The deal is expected to be immediately accretive to GFL's adjusted free cash flow per share by 12% to 15%, Dovigi said.
"The transaction increases GFL's float weighted market capitalization which provides greater liquidity and enhances potential for broader future equity index inclusion," Dovigi said.
Shares of GFL were down 6.5% in Monday trade.
"The transaction will combine Secure's hard to replicate infrastructure network with GFL's broader platform, strengthening GFL's ability to capture more waste streams across the value chain," Secure CEO Allen Gransch said.
Price: $40.03, Change: $-3.03, Percent Change: -7.04%