GFL Escrow Corp, an affiliate of GFL Environmental Inc, plans to commence a private offering of at least US$250 million in senior unsecured notes. GFL, a diversified environmental services provider, said the net proceeds of the offering, along with other borrowings and the proceeds of an equity financing, will be used in part to fund its buy of solid waste business Matrec Services Inc. The company announced last October that it would acquire Matrec from TransForce Inc for about $800 million. Vaughan, Ontario-based GFL is backed by Highbridge Principal Strategies and Hawthorn Equity Partners. Earlier this month, it bought Anchor Shoring Group.
GFL Environmental Inc. announces proposed private offering of senior unsecured notes through its subsidiary, GFL Escrow Corporation
TORONTO, Jan. 25, 2016 /CNW/ – GFL Environmental Inc. (“GFL”) announced today that its wholly owned subsidiary, GFL Escrow Corporation (“GFL Escrow”) is planning to commence, subject to market and other conditions, a private offering of a minimum of US$250.0 million in aggregate principal amount of senior unsecured notes due 2021 (the “Notes”).
The net proceeds from the offering of the Notes, along with other borrowings and the proceeds of an equity financing, will be used, among other things, to finance the previously announced acquisition of the entities which carry on the solid waste business (“Matrec”) of TransForce Inc. and repay certain existing debt. Substantially concurrently with the acquisition of Matrec, GFL Escrow will amalgamate with GFL and the successor by amalgamation will assume the obligations under the notes by operation of law.
The Notes will not be registered under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”), and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Notes are being offered only to qualified institutional buyers in the United States under Rule 144A and outside the United States in compliance with Regulation S under the U.S. Securities Act. In Canada, the Notes are to be offered and sold on a private placement basis in certain provinces of Canada pursuant to exemptions from the prospectus requirements under Canadian securities laws.
This news release does not constitute an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation, or sale would be unlawful.
About GFL Environmental Inc.
GFL, headquartered in Toronto, ON, is a Canadian diversified environmental services company offering services in solid waste management, liquid waste management and soil remediation. Through its national platform of Canadian operations, GFL serves approximately 29,000 commercial, industrial and institutional customers and more than one million households under municipal collection contracts. GFL has a workforce of approximately 2,100 employees.
This news release may contain forward-looking information including but not limited to the potential for an offering and issuance of Notes by GFL and the use of proceeds therefrom. Such forward-looking information is based on certain assumptions and analysis made by GFL in light of its experience and perception of current conditions and expected future developments as well as other factors it believes are appropriate in the circumstances. However, whether actual results, performance or achievements will conform to GFL’s expectations and predictions is subject to market conditions and a number of known and unknown risks and uncertainties which could cause actual results to differ materially from GFL’s expectations. Other factors which could materially affect such forward-looking information are described in the risk factors detailed in the offering documentation prepared and delivered by GFL in connection with the note issuance.
For further information: Patrick Dovigi, President and Chief Executive Officer, +1 416 673 9385, firstname.lastname@example.org; Roslyn Samtleben, Chief Financial Officer, +1 416 673 9384, email@example.com
Photo courtesy of Matrec Services Inc