GFL Environmental (GFL) M&A announcement summary

Deal rationale and strategic fit

• Acquisition of a leading Western Canadian waste management provider, expanding and densifying the footprint in a high-barrier, long-life infrastructure segment.

• Aligns with strategy to control the waste value chain from collection to final disposal, accelerating multi-year financial targets.

• SECURE's network is difficult to replicate due to regulatory and permitting constraints, supporting sustainable, recurring cash flows.

• Enhances ability to deliver integrated environmental solutions and accelerates growth opportunities that would take longer standalone.

• SECURE's infrastructure and management team will integrate into the combined entity, supporting long-term growth.

Financial terms and conditions

• Enterprise value of approximately CAD 6.4 billion for 100% of SECURE's common shares, with a purchase price of $24.75 per share, representing a 23% premium to the 60-day VWAP.

• Consideration is 80% GFL subordinate voting shares and 20% cash; shareholders may elect their preferred mix, subject to proration.

• Acquisition price represents ~11x 2026 Adjusted EBITDA (including ~$25M cost synergies) or ~18x Free Cash Flow.

• SECURE shareholders receive a 23% premium and meaningful participation in the combined entity, retaining a 16% ownership interest.

• Transaction is fully financed, leverage-neutral, and includes no financing conditions.

Synergies and expected cost savings

• Identified CAD 25 million in readily achievable, conservative cost synergies, mainly from duplicative G&A and public company costs.

• Potential for 2–3x higher synergies through commercial overlap and revenue generation as integration progresses.

• Enhanced scale and internalization opportunities reduce third-party reliance and improve operational efficiency.

• Immediately accretive, increasing Adjusted Free Cash Flow per share by 12%-15%.

• Additional upside from internalizing waste into SECURE landfills and cross-selling opportunities.