GFL Environmental Holdings Inc.’s C$5.125 Billion recapitalization


The transaction is expected to close by June 30, 2018. Scotiabank acted as financial advisor to BC Partners in Canada with Citi in the United States. Citigroup Global Markets Inc. also provided committed financing for the transaction. RBC Capital Markets, CIBC World Markets Inc., Goldman Sachs & Co. LLC, BMO Capital Markets and Barclays Capital Canada acted as financial advisor to GFL. Stikeman Elliott LLP and Cleary Gottleib Steen &Hamilton LLP are legal advisors to GFL, while Osler, Hoskin & Harcourt LLP and Simpson Thacher & Bartlett LLP provided legal advice to the investors.

GFL Environmental Inc. and investors led by BC Partners, including Ontario Teachers’ Pension Plan and others, signed an agreement to recapitalize GFL Environmental Holdings Inc.

The transaction implies a total GFL enterprise value of approximately $5.125 billion, making GFL one of the largest environmental services companies in North America.

In connection with the transaction, Patrick Dovigi, Founder and CEO, will maintain his role and leadership of GFL, as well as significant ownership in the Company, while the investors will acquire the interests of current partners including funds managed or associated with HPS Investment Partners, Macquarie Infrastructure Partners III and Hawthorn Equity Partners.

GFL is one of the fastest growing North American providers of diversified environmental solutions. It provides services in solid waste management, liquid waste management and infrastructure management. Through its network of more than 140 facilities across Canada and in Michigan, GFL provides cost-effective waste management solutions that encourage greater environmental responsibility. GFL’s team of more than 5,000 employees provides local services to more than 2.5 million households under municipal contracts and to more than 60,000 industrial, commercial and institutional customers.

BC Partners is a leading international investment firm with over €17 billion of assets under management in private equity and private credit.

The Ontario Teachers’ Pension Plan (Ontario Teachers’) is Canada’s largest single-profession pension plan, with $189.5 billion in net assets at December 31, 2017.

The Simpson Thacher team includes Anthony Vernace (Picture), Mark Viera, Robert Maloney Derham and David Acquay (M&A); Jennifer Hobbs and Eli Isak (Banking & Credit); Ryan Bekkerus and Matthew Levy (Capital Markets); Greg Grogan and Patricia Adams (ECEB); Gary Mandel, Sophie Staples and Pierce Pandolph (Tax); Adeeb Fadil (Environmental); Jason Glover, Sam Wilson and Amy Fox (Funds); and Joyce Xu and Lihua Chen (Derivatives).

Involved fees earner: Anthony Vernace – Simpson Thacher & Bartlett; Mark Viera – Simpson Thacher & Bartlett; Jennifer Hobbs – Simpson Thacher & Bartlett; Eli Isak – Simpson Thacher & Bartlett; Ryan Bekkerus – Simpson Thacher & Bartlett; Matthew Levy – Simpson Thacher & Bartlett; Gregory Grogan – Simpson Thacher & Bartlett; Patricia Adams – Simpson Thacher & Bartlett; Gary Mandel – Simpson Thacher & Bartlett; Sophie Staples – Simpson Thacher & Bartlett; Pierce Pandolph – Simpson Thacher & Bartlett; Adeeb Fadil – Simpson Thacher & Bartlett; Jason Glover – Simpson Thacher & Bartlett; Sam Wilson – Simpson Thacher & Bartlett; Amy Fox – Simpson Thacher & Bartlett; Joyce Xu – Simpson Thacher & Bartlett; Lihua Chen – Simpson Thacher & Bartlett;

Law Firms: Simpson Thacher & Bartlett;

Clients: BC Partners; Ontario Teachers’ Pension Plan;

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Author: Ambrogio Visconti