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Secure Waste Infrastructure Corp. — Call Transcript 2026
Apr 13, 2026
I'll now hand over to your host, Patrick Dovigi, CEO and Founder of GFL, to begin. Please go ahead, Patrick. Thank you, good morning. I would like to welcome everyone to today's call and thank you for joining us. Earlier today, GFL and SECURE Waste Infrastructure Corp. jointly announced that we have entered into a definitive agreement for GFL to acquire 100% of SECURE's common shares for an enterprise value of approximately CAD 6.4 billion. We believe this is a highly compelling transaction for both GFL and SECURE shareholders. I am joined this morning by Luke Pelosi, our CFO, and Allen Gransch, President and CEO of SECURE. Luke will take us through our forward-looking disclaimer before we get into the details. Thank you, Patrick. Good morning, everyone, and thank you for joining. We have filed a press release and investor deck, which include additional and important information on this transaction. These materials are available on our website. During this call, we'll be making some forward-looking statements within the meaning of applicable Canadian and U.S. securities laws, including statements regarding events or developments that we believe or anticipate may occur in the future. These forward-looking statements are subject to a number of risks and uncertainties, including those set out in our filings with the Canadian and U.S. securities regulators. Any forward-looking statement is not a guarantee of future performance, and actual results may differ materially from those expressed or implied in the forward-looking statements. These forward-looking statements speak only as of today's date, and we do not assume any obligation to update these statements, whether as a result of new information, future events and developments, or otherwise. This call will include a discussion of certain non-IFRS measures. A reconciliation of these non-IFRS measures can be found in our filings with the Canadian and U.S. securities regulators. I will now turn the call back over to Patrick. Thank you, Luke. The acquisition of SECURE provides a unique opportunity to acquire a leading waste management provider in Western Canada. SECURE's highly complementary footprint of difficult-to-replicate post-collection assets significantly densifies our footprint, enhances our scale, and expands our ability to offer a full suite of services to our customers in Western Canada, a market in which we have long operating history in and favorable long-term outlooks. Over the past decade, we have observed the maturation of SECURE into a high-quality waste asset with predictable cash flows tied to durable waste production with 80% of volumes tied to recurring waste streams. In 2023, we bid to acquire a package of SECURE's assets that were forced to divest as part of an acquisition, but were unsuccessful. Since that time, we have continued to observe the improving quality of SECURE's business in the markets which it operates in. SECURE's portfolio of landfills, transfer stations, recycling facilities, and critical waste infrastructure are best-in-class and position the business for continued success. Structural tailwinds provide ongoing support for SECURE services, and we expect the evolving macro environment to drive incremental demand over the coming years and decades. Allen and the entire SECURE management team are extremely impressive operators with a track record of equity value creation, and we look forward to utilizing our new combined footprint to further enhance shareholder value. Luke will walk through the financial impacts in detail, but at a high level, the acquisition is highly accretive across nearly every financial metric. SECURE's mid-30s adjusted EBITDA margins, combined with relatively lower maintenance capital requirement, yield a 50%+ free cash flow conversion. The pro forma impact of this acquisition significantly accelerates the achievement of the multi-year financial targets we shared at our 2025 Investor Day, including low to mid-30s adjusted EBITDA margins and mid-40% free cash flow conversion exiting 2028. Additionally, being able to do this transaction on a leverage-neutral basis is a unique opportunity and one that we think is going to create meaningful value for both GFL and SECURE shareholders. On this point, I will hand the call over to Allen, who will provide additional context from SECURE's perspective. Thank you, Patrick. Good morning, everyone. I'm very pleased to be here today and excited to announce this transaction with GFL, which represents an important milestone for SECURE and our shareholders. SECURE today is a large-scale waste infrastructure platform with the largest processing capacity in Western Canada, supported by a network of more than 80 facilities. SECURE's network of critical waste infrastructure across Western Canada and North Dakota spans waste processing, recovery, recycling, and disposal, and integrates naturally with GFL's broad North American platform. The combination expands GFL's footprint in key industrial markets and strengthens the ability to capture more waste streams and vertically integrate across the value chain. Over the past several years, SECURE has executed a clear strategic repositioning within the waste sector, building a high-quality, infrastructure-backed business characterized by stable cash flows, durable growth, and industry-leading financial metrics. This transaction accelerates that recognition by capturing the intrinsic value of the business today with a share price premium of approximately 23% to the 60-day VWAP, while also providing our shareholders with meaningful participation in the upside of the combined company through a significant equity component. We also believe that continued ownership is important. SECURE brings a high-margin, free cash flow-generated business that enhances GFL's financial profile, supporting improved margins, double-digit adjusted free cash flow per share accretion, and incremental capital deployment opportunities. Overall, we believe this is great value for SECURE shareholders, and the result is a stronger pro forma company with a clear path to long-term value creation, positioning our shareholders to benefit from the growth of a larger, more scaled platform. For our customers, this combination is also compelling. It enhances our ability to deliver reliable, integrated environmental solutions across a broader footprint with greater scale and the capabilities to meet increasingly complex waste handling needs. Now, none of this happens without our people. Our team has built this company with a focus on safety, operational excellence, and doing the right thing. These values are deeply embedded in how we operate, and we are strongly aligned with GFL. With GFL's scale and platform, we see a clear opportunity to accelerate growth, expand our capabilities, and capture opportunities that would take longer to realize on a standalone basis. This transaction brings a leading strategically positioned waste infrastructure platform into GFL, unlocking the next phase of growth from that foundation. We're proud of what we built, and we're very excited to be part of the GFL and continue the growth of the combined company. I'll now pass the call over to Luke. Thank you, Allen. Page four of the investor deck highlights the significant accretion to our financial metrics expected from this transaction. Note the first column on page four is the original 2026 guidance we provided and has not been updated to reflect the impact of the M&A that has been completed year to date. As we previously announced, we expect to significantly update our 2026 guidance when we report our Q1 results at the end of this month, and the actual 2026 Adjusted EBITDA pro forma for SECURE would therefore be something greater than the CAD 2.715 billion shown on page four. With that, assuming our original 2026 guidance on a pro forma basis, the SECURE acquisition would increase Adjusted EBITDA 27% and Adjusted EBITDA margin by 100 basis points to 31.6%. Furthermore, assuming the midpoint of outcomes, adjusted free cash flow would increase approximately CAD 300 million to over CAD 1.135 billion, representing adjusted free cash flow conversion of nearly 42%, and adjusted free cash flow per share would increase approximately 15%. As Patrick stated, this significant growth is being achieved on a leverage-neutral basis, once again demonstrating our commitment to keeping net leverage within our stated range of low to mid 3s. The transaction is being contemplated at an enterprise value of approximately 11x 2026 adjusted EBITDA or at a share price of approximately 18x free cash flow, an acquisition price that is expected to generate a compelling return on a standalone basis. The ROIC opportunity is significantly more compelling when considering the opportunity for incremental capital deployment resulting from the transaction. Our financial algorithm is that adjusted EBITDA growth and free cash flow generation reduce leverage and provide balance sheet capacity for returns-focused capital deployment. When you model out the go-forward balance sheet, adjusted EBITDA growth, and free cash flow generation pro forma for SECURE using conservative assumptions, you have nearly CAD 1 billion of incremental capital to deploy over the next two years or nearly CAD 2.5 billion of incremental capital over the next four years that could be used for M&A, organic growth projects, share buybacks, and dividends, and should be an opportunity for significant incremental value creation. Additionally, the pro forma enhanced scale and free cash flow generation are expected to be positive updates for our credit profile. We continue to see opportunities for credit rating upgrades in our future, which should be incrementally positive to our financial profile and increase our appeal to a broader base of equity investors. Similarly, the pro forma enhanced scale will improve index inclusion opportunities. The significant increase to our float-weighted market cap likely to result from this transaction will further bolster the relative sizing of GFL that is considered when evaluating inclusion in indices like the TSX 60. I will now turn the call back over to Patrick. Thank you, Luke. I would just summarize by framing the acquisition as the following, a highly complementary business that significantly densifies our existing footprint in an attractive market in Western Canada, immediately accretive across all key financial metrics, provides enhanced scale and free cash that improves opportunities for returns-focused capital deployment, credit rating upgrades, and index inclusion. I will now turn the call over to the operator to open up the line for Q&A. hank you very much. To ask a question, please press star followed by one on your telephone keypad now. If you change your mind, please press star followed by two. When preparing to ask your question, please ensure your device is unmuted locally. Please remember that we ask you to please limit yourself to one question and one follow-up question per person. Our first question comes from Sabahat Khan from RBC. Your line is open. Please go ahead. Great. Thanks, and good morning. Maybe just starting at a higher level, if you can maybe just share some thoughts around, you talked a little bit about the assets, but maybe the strategic rationale why now is the right time, and then with the increased exposure into Western Canada, maybe if you can just share some thoughts on what the E&P exposure looks like or where you want it to be longer term pro forma? Thank you. Sounds good. Thanks, Sab. Yeah, I think from our perspective, this is an asset that we've been looking at since the original divestiture packages of 2023. When we think about the strategic rationale, a multitude of front. We've been operating in Western Canada since our first acquisition in Western Canada in 2010. We're in a lot of the markets where SECURE is operating at today, albeit maybe not doing exactly the same services that they're doing today. I think when we look at it and how Allen and the team have transformed the business really over the last five years to now be in a market with its largest competitor sort of being Waste Connections, which is obviously a large competitor of ours on the Solid Waste side, we think the setup for that is very well. I think to Luke's point in terms of where we're looking at in terms of sort of overall revenue, if you take a look at it in the sort of most punitive way, you could say you basically have, call it a billion dollars of revenue that is tied directly to those markets where you would be more sort of E&P focused. If you take the breadcrumbs for 2027 and sort of how we're thinking about the business sort of longer term, I think on a pro forma basis, pretty hard to see how the business on an overall basis would be less than sort of CAD 9.5 billion of revenue going into 2027. That represents sort of like E&P exposure of call it 10%-12% on the overall business. Our intention is not to expand our E&P business and buy other industrial businesses across the portfolio. This is literally just to increase our exposure to Western Canada around a very unique opportunity in a high-margin, high-free-cash-flow business that highly complements our existing portfolio in Western Canada. You sort of put all those breadcrumbs together, I think it's going to be highly compelling as we roll into 2027. We're using 2026 numbers here, but ultimately, when you use 2027 numbers and where the business is going, EBITDA is definitely going to start with a three. Revenue is certainly going to be CAD 9.5 ± a couple of CAD 100 million. You're going to be converting to free cash flow at sort of low 40s, as we discussed. Free cash flow then is sort of CAD 1.3 billion plus next year, and I think that to us is sort of highly compelling, as well as getting a business from our perspective at a very reasonable purchase price multiple with very low integration risk, right? This is an experienced management team, and again, markets where we already operate with management teams that already exist in those markets that can work in a complementary fashion with the existing management team. We think integration risk, obviously very low. That's what excites us about the opportunity. I think one point to raise as well. We debated a lot about where this fit within the portfolio. Did it fit more with ES? Did it fit more with solid waste? I think when you actually look at the assets, again, having 12 major landfills with a permanent landfill in B.C., again, significant opportunities to retool some of those sites to be able to receive some of our incremental waste streams within the book. I think 12 recycling facilities, five transfer stations and the injection wells are all things that we do on the solid waste side, and we do them very well. I think the treatment facilities and the storage terminals are something that we would more do on the liquid waste side, but that only represents 25% of the business today. From our perspective, this was a better fit for solid waste than it was for Environmental Services. Again, for all those reasons, we think it's very compelling. This is not a change in strategy or direction. The lion's share of our capital is going to continue to get spent on solid waste, tuck-in M&A within the existing geographies where we're operating. This just happens to be a larger opportunity. Ultimately, it's the exact same thing we do in all the markets with a very highly compelling sort of financial profile. Okay. Great. Thanks for that. I got a couple more questions I'll just roll into one. The first part, maybe a bit more color on, call it CAD 25 million of synergies. What specifically is in there and any thoughts on ability to use landfills, maybe go into collection? Second part, if you can just comment on some of the additional businesses that SECURE has, such as midstream, the metals, the specialty chemical. Is that something you expect to keep as part of the business? Thoughts on those two, and then I'll pass along. Thanks. Yeah, thanks, Sab. A great question. Luke speaking. Look, on the synergy part, CAD 25 million, we characterize this as a highly conservative estimate, really focusing on low-hanging fruit, duplicative G&A type costs. As Patrick said, we're very excited that the entirety of the SECURE management team wants to stay and sort of keep running and growing this business. Two public companies coming together, you start thinking about public company costs, audit fees, and the other sort of low-hanging fruit. I think that's the majority what's been identified. I think the opportunity could be upwards of sort of 2-3x that when all is said and done if you start thinking about commercial overlap opportunities and revenue generation. Today, that CAD 25 million is really just focused on what I'd characterize as SG&A-type cost savings, really more on sort of professional services, insurance, and other public company-related-type costs. In terms of the business mix, look, as you said, Patrick alluded to, Allen and the team have done a phenomenal job of sort of maturing or transforming this business into a waste. Infrastructure asset with the recurring cash flows that are durable across various cycles, and that's the type of asset we sort of like. Whether it's in the metals recycling, specialty chemicals, those segments all sort of form part of the whole. We're very happy with the mix that they have today. Will that augment around the edges as Allen and the team continue to sort of mold and craft the portfolio as it goes forward? I'm sure it will. There's no sort of one distinct sub-segment in there today that we think doesn't fit into the portfolio, and we'll continue to evaluate as we do with all of our business offerings as and when opportunities arise. Thanks very much. Our next question comes from Stephanie Moore from Jefferies. Your line is open, Stephanie. Please go ahead. Great. Good morning. Thanks, everybody. It's just one question, but maybe kind of two parts to the same topic. First, maybe talk a little bit about how the M&A pipeline looks just for the remainder of this year. Patrick, you alluded to this a little bit, but as you think about pro forma SECURE, how would you characterize the M&A strategy going forward? Thanks. Yeah. For the balance of the year, we expect that we'll deploy an incremental CAD 400 million-CAD 500 million into tuck-in M&A across the portfolio. 100% of those dollars will be spent on solid waste M&A that tucks into existing geographies, really on the backs of underutilized post-collection assets. No change from that perspective. I think when you roll into 2027, and you're going to have CAD 3+ billion EBITDA business, I mean, you can do the math and put the organic on after our updates. You're going to be in the low threes next year of sort of EBITDA converting free cash flow at somewhere between 41% and 42%. That's going to yield CAD 1.3+ billion of free cash flow. As Luke said in his remarks, that affords us a lot of flexibility in what we do with that capital. The lion's share of that capital is going to continue to get deployed in those same solid waste tuck-in M&A transactions across the solid waste footprint, in both Canada and the U.S. Obviously, we'll have incremental dollars to use for share buybacks, as well as de-levering. I think when you run that with this transaction on a pro forma basis, I think you could easily spend CAD 1.5 billion-CAD 2 billion a year on M&A, and you're still going to de-lever sort of 15-20 basis points a year if you wanted to. Obviously, if you do less, you're going to just de-lever faster and have incremental dollars for share buybacks and/or dividends. We're going to have ultimate flexibility. We'll assess as a company and as a board about what the right capital deployment strategy will be, but know that we have ultimate flexibility, which is a very good place to be. Thank you. Appreciate the time. Thanks, Stephanie. Our next question comes from Patrick T. Brown from Raymond James. Your line is open, Patrick. Please go ahead. Yeah, hey. Good morning, guys. It's Tyler. Hey, Tyler. You there? Hey, all right. Yes. Hey. Congrats on the transaction. I got a question for Allen. We've been watching SECURE from afar for some time, but can you kind of give us a little bit of color on the visibility to organic growth in SECURE over the next few years? I think you guys have a pretty robust organic growth pipeline kind of building there. Real quick, Luke, would you expect this to be a separately reported segment once it's closed? Morning, Tyler. Yeah, I think when you look at our organic spend over the past few years, we've been averaging CAD 100 million in new projects. A lot of those projects have been funded with long-term contracts with very large customers. As we think about 2026, we've already announced CAD 75 million of growth capital in it, and it's a little bit unique in terms of growth capital. We do have price and volume growth, but we also have these new facilities that we bolt on or expand our existing locations. This year we're spending CAD 75. I expect that number is going to be higher as we get through the year. I've explained this before, our hopper's anywhere from CAD 300 million-CAD 400 million. We're going to continue to execute CAD 100 million of opportunities per year, and obviously, that'll be in conjunction with having discussions with Patrick and Luke on what our best IRRs and where do we think our capital is best placed. That's not going to slow down. Our hopper is going to continue to grow. I think that the backdrop here in Western Canada is very strong, and I think we're going to have lots of opportunities and new opportunities to keep expanding that. No, it's quite strong. Tyler. Okay, Luke, on the king and, yeah. Yeah. In terms of your segment question, look, I mean, we're constantly evaluating our financial reporting, making sure we have sort of sufficient disclosure out there. As we get into 2027, which is when this is going to be sort of most relevant, we'll sort of revisit. Certainly, I don't think there's a scenario in which the SECURE business as it exists today would report it standalone just because of the sort of overlap that it would have with our Western Canada business. May do some resegmentation versus our current segment reporting. It'll be more 2027, as Patrick said. We'll look at the M&A that's happened, the relative size of the pieces at that time, and we'll look at that. Even if it's not a standalone segment, Tyler, we'll make sure to provide you some nice quarterly bridges so you can understand all the moving pieces. Okay, Luke, I appreciate that. All right, Patrick, you kind of touched on it a little bit, and we can talk a little bit about SECURE and call it GFL proper and the overlap that you have, but how much does SECURE compete with GFL Environmental Services? Does this transaction change the calculus longer term on both your willingness and your ability to exercise that ES option in, call it, 2029 or 2030? Yeah. There's very little competitive dynamic between SECURE and the GFL ES business, which was, again, one of the reasons why we looked at where we were going to put it as a Board. Well aware that on the face of it, that maybe someone could poke a hole in, obviously, on every financial metric, there's nothing anybody can argue with that this transaction makes sense, right? Mm-hmm. I think when you look and when you actually dig deep into what it is, the lion's share of what SECURE does is what GFL does across the country, both in Canada and the U.S., and the lion's share of those assets fit directly in. Again, long-term contracts against what we would view as post-collection assets that yield great financial results. Does it change anything in how I think about? Again, it complements the ES, but it doesn't compete with it. Again, I think from our perspective, it doesn't really change anything on what we would do with the asset. Again, you look at what the multiples of those are trading at in the private sector. We sold our ES business for almost 15.5-16x, right? You look at what Veolia paid for the Clean Earth business. I think that thing traded for closer to 18-19x. We think buying this sort of around 11x pre-synergies on 2026 versus rolling that out to 2027, which is probably closer to 10x, and still meaningful opportunity for increased synergies with conversion of some of these landfills to receive some other incremental waste streams, as Allen said, to internalize more volumes into those landfills, is very compelling for us. I think this acquisition is going to provide exceptional results, both financially and operationally, with an exceptional management team that they have and with very low integration risk. Most importantly, their shareholders, their board, their largest shareholder believe in the combined entity and are taking 80% stock to keep this leverage neutral to be able to give us the firepower to go and continue growing the business and the combined entity and believe that there's material upside in the combination, and so do we. That's what makes it compelling for us. I think when you look at that, this is a very unique opportunity with an extremely great margin profile, free cash flow profile, and these opportunities don't come along every day. Sure. Would I have liked to done it when GFL was trading at CAD 5 or CAD 6 higher? Sure. At the end of the day, it doesn't materially change any of the economics as you move forward. I think it just puts us uniquely square in the position of where we want to be. I think for all the reasons Luke and Allen have mentioned, we're just in a great spot, and it's going to be a great deal. The best deal are when both sides win, and shareholders of GFL are going to win, and SECURE shareholders are going to win over time as well. I think it's great. Okay. One really quick last one, Luke, on the U.S. GAAP transition. Does this change or slow that potential? Thanks, guys. Yeah. Thanks, Tyler. No, we continue to evaluate and look at sort of options. The broader sort of financial reporting, we are going to continue to prepare to be a U.S. GAAP filer, and there likely will come a time when that is the right decision for this sort of company. When that exactly is still sort of TBD, but we'll be sort of prepared to sort of do so. Okay. The index inclusion opportunity that was really a driving force as to why maybe you'd want to accelerate that. It is quite possible that the pro forma impact of SECURE together with GFL materially advances our index inclusion opportunity here in Canada, right? That could be a very nice sort of stepping stone along the way for broader index inclusion, perhaps reducing the sort of near-term impetus or need or desire to accelerate these things. Yeah. I think first step is the Russell, obviously, which we should get some more clarity on certainly by April 30th, which could be very favorable, and positive outcome is sort of our expectation. Obviously, no promises, no guarantees, but April 30th is when we should get some pretty good color in terms of what that looks like. Yep. Okay. Thanks, guys. Thanks, Tyler. Our next question comes from Kevin Chiang from CIBC Wood Gundy. Your line is open, Kevin. Please go ahead. Yeah. Thanks for taking my question, everyone. Maybe you've noted a few times, these are complementary services with SECURE. I guess we've seen the Competition Bureau step in when you acquired Terrapure. Clearly they stepped in when SECURE acquired the Tervita assets. They seem to be, I guess, reticent around some of the consolidation more broadly in the Western Canadian waste industries. I guess, given your previous experience with them, just why you think maybe the Competition Bureau approves this deal in a short time with a H2 close? Maybe your experience with them gives you a little bit more color on the things that might be pain points that you would have addressed already in this transaction. Yeah, I think at the end of the day, we're realists. A big part of the assessment we did was obviously doing just that. We are very well-prepared and have spent a significant amount of time doing the work that we needed to do to ensure that we didn't believe that there was any material regulatory issues. We'll make our submission over the course of the next sort of 7-15 days, and we'll start the process. But we feel very confident, both on the Secure side and on the GFL side, that this should be approved for all the reasons that sort of we've articulated on the call, highly complementary to our less competitive, and given the work that the bureau previously did with the recent Secure, Travita divestitures to WCN, is a good framework because I think a lot of that work has been done already, which gives us a lot of confidence in terms of what the bureau's expectations are going to be around certain markets, et cetera, given the work that was done as recently as in the last sort of 1.5 to two years. That's helpful. Maybe just in terms of, Luke, you provide a good color on the cost synergy opportunities. In terms of just cross-selling, maybe you can speak to where you see some of the opportunities, if any, and then maybe your experience with your legacy ES business and the cross-selling strategy there. Does this accelerate that? Have you seen good success there, and clearly you think you can lever that into these SECURE assets? Yeah, Kevin, it's a great question. One of the things that gets us excited is you look at the SECURE facility network, it's mostly post-collection facilities, right? Collection isn't a meaningful part of the sort of SECURE service offering today, and it's obviously an area in Western Canada where we are very large and sort of well-entrenched, right? All those customers have collection needs as well, and so that seems like some low-hanging fruit opportunity on the commercial sort of synergy side. Additionally, you've heard us say something, but most customers have regular waste, solid waste needs, right? There's an opportunity to look at the sort of customer book and ensure that if there's customers there that SECURE is servicing in some capacity, if they have regular waste commercial or normal course waste, that represents another sort of opportunity to expand the GFL service offering in that. We're excited about the commercial synergy opportunity. We think that could take the cost synergy of CAD 25 million opportunity up to something, as I said, two to three times higher than that over the course of this sort of coming together. That's something that we will update and articulate as we get closer to integration and have that sort of more well laid out. That's good. Thank you for taking my questions. Our next question comes from Konark Gupta from Scotia Capital. Your line is open. Please go ahead. Yeah. Thanks, operator. Good morning, everyone. Allen, great to hear your voice on GFL call. Congrats on the deal, guys. Maybe first one for me, Patrick, Luke, do you know the 80 assets you're acquiring here or 80 sites from SECURE? How do they compare to the 29 sites SECURE, Tervita had to divest in 2024 to Waste Connections? Probably a better question for Allen, but I think from our perspective is very similar. I'll turn it over to Allen. Yeah, you're exactly right. I always characterized it as they were a representative sample of our overall network of 80 facilities. We would be directly in line with these locations where they're spread across Western Canada. In some markets, we do compete with WCN, but for the most part, yeah, they're a representative sample of the assets. Thanks, Allen. If you look at the commodity exposure, and Allen, I think we have chatted about it in the past, too. I mean, you guys are 80% production-tied, so probably not a lot, but maybe more a question of strategic rationale here, Patrick, for you. Are you taking a lot more commodity risk at this point, do you think, with the 10%+ E&P exposure you will have and where the commodity prices are today? I mean, they may not be sustainable long term. Any thoughts there? Yeah. Well, again, I think that was the beauty of the business is the way that Allen and his management team have retooled the business over the last five years. There's very low commodity risk. I think we took a lot of comfort in sort of CAD 55-CAD 60 WTI last year in sort of how the business performed. I think that's the beauty of the business, how they've built it now, but dizzying highs and terrifying lows, the business generally performs very similar. Yeah, there might be some modest upside from the numbers we looked at with the increased sort of WTI. All of our work, we actually entered into the transaction, and our work was done pre the war in Iran. I think when you look at it from that perspective, again, we took a lot of comfort in that there wasn't a lot of commodity risk. From our perspective, there's not, and a lot of this is sort of on the maintenance side and not dependent on incremental waste streams that come from new drilling, et cetera. I think we feel very comfortable about it. Again, it's immaterial in the overall book of business, like we said last year. Like I said in my previous comments, of sort of CAD 9.5 plus billion of revenue for 2027, there's modest commodity risk. I think from our perspective, that is a very good place to be with just given how Allen and the management team have retooled the business. Konark, just to add that very modest commodity risk that Patrick said, the fact that it's countercyclical to our existing GFL business, what I mean by that, our diesel price, we buy 50 million gallons of diesel, that going up and down. I mean, the sort of commodity risk in SECURE is sort of the inverse of that. We used to have a little bit of that when we had the ES business that served as a sort of natural economic hedge against sort of diesel price volatility that, as you know, solid waste business could have on a short-term basis. Notwithstanding Patrick's emphasis that we think the commodity risk is de minimis, the fact that it goes the opposite direction of the risk that I have in the GFL's diesel consumption is a nice natural hedge. Makes sense. Thanks for the time, guys. Thank you. Our next question comes from Trevor Romeo from William Blair. Your line is open, Trevor. Please go ahead. morning. Thank you very much for taking my questions here. Patrick, I think you talked about very low integration risk here. I was wondering maybe if you could talk a little bit more specifically about the integration plans that you have. I guess, are there any sort of bigger migration efforts required in terms of the brand? Do you keep the SECURE brand to market? Do you integrate under GFL? Just any more details you can provide on kind of the integration plan, how much, how fast, anything like that would be helpful. Yeah. Break it out, again, client-facing and then sort of back office. The way we sort of think about M&A, the SECURE brand will move to the GFL brand over time. It is not going to sort of happen overnight, but will definitely happen over time. I think obviously on the HR front, the accounting front, sort of on pricing and procurement. Again, from an integration perspective, that's sort of rinse and repeat. We have done that multiple times with over 300+ acquisitions. We have a very well-defined playbook on that front. I think operating systems, again, where we are today with sort of AI, the integration of those into sort of our back-office systems is going to be very quick. Obviously, the moving to our accounting system is going to be very quick. Moving to our HR platform is going to be very quick, with sort of very low risk. The beauty is, with the assets that are sort of highly complementary, we haven't modeled significant sort of synergies coming from facility consolidations, et cetera, and headcount reductions. That's not what this is about. I think from where we sit, going to be very modest integration risk, if any, at all. It should be very smooth, it should be very quick, and shouldn't really have any issues. Trevor, one of the things you've heard us say before, people often think larger deals pose a sort of greater integration risk. Our experience has been the quality and capabilities of the team that come along with a larger deal actually materially sort of aids in sort of integration sort of planning. When you think about, as Patrick was saying, whether sort of Chad, the CFO running the finance function, Michael in HR, these are very organized, well-qualified professionals with processes, et cetera. We've historically found that to really sort of ease the integration process versus what you might see in some of the smaller, what we call mom-and-pops, that are less accustomed to the processes, systems, et cetera, associated with being part of a public company like GFL. Great. Thank you for that. Maybe for my follow-up, I guess you've kind of announced two larger deals recently with Frontier and now SECURE. You talked about, I think CAD 400 million-CAD 500 million in core tuck-ins the rest of the year. I guess as you think about the next few years and kind of the pipeline for deals that are maybe larger than your typical CAD 30 million and under EV mom-and-pop type tuck-ins, what else is out there? What are you kind of interested in doing? How do you think about that opportunity, I guess, over the next few years? Thank you. Yeah, nothing short of any size or scale anywhere near sort of the Frontier size. I mean, again, like we've said historically, those sort of come up every sort of couple years. That was one obviously we've been working on for a while. I think as we sort of look into 2027, where we sit today, obviously things can change, but where we sort of sit today, there's a couple of opportunities that I would say are north of CAD 50 million of EBITDA that again, always on our radar, always in discussions with. Again, the lion's share of what we see today is, again, CAD 1 million-CAD 10 million of EBITDA across a broad book, both in Canada and the U.S. No plans to go outside the geographies that we're operating in today, and we're just going to keep doing exactly what we've done, sort of rinse and repeat for sort of a long period of time. I think as we move into 2027, from an integration perspective, obviously the team's set up to do it, but Frontier was well underway going into the end of last year and through the beginning of this year. Integration there is well in hand and expectations that'll be done in the next sort of 45-60 days. Now as we turn our sights to the larger one and SECURE, again, very good team there that will make that process seamless. Again, we're not expecting anything there. As we said, we'll spend another sort of CAD 400 million-CAD 500 million on traditional tuck-in M&A this year. All right, guys. Thanks a lot. Congrats on the deal. Thank you. Our next question comes from Shlomo Rosenbaum from Stifel. Your line is open. Please go ahead. Hi. Good morning. Thank you for taking my question. I have kind of a strategic question. Looking at it from Allen's side and Patrick's side, Allen, maybe you can comment a little bit more on strategically why getting together with GFL should accelerate the growth for your core business. You made a comment that you think you could grow faster afterwards. Strategically, Patrick, do you think about the business being more economically sensitive post this kind of acquisition or maybe you could just give us a thought on that, and then I have one follow-up for Luke. Sure. I'll start. Thanks for the question. Yeah. When we look at the businesses, and Luke had mentioned it, we want to look across our infrastructure platform that we said multiple times is very complementary. When we look at our service offerings to our customers and they see a broader suite of offerings, specifically on the waste collection and on the infra side, we're going to be able to expand what we do together for that customer and offer that better service offering. When we think about the access to capital, when you put a larger company together, we're going to be CAD 37 billion together here, and you look at the cost of capital, and we have access to more capital that we could deploy to some of these organic opportunities, which they're fantastic. We're building these things at a 4-5x multiples. We look at opportunities that target after-tax IRR of greater than 20%. We're going to look at the network together. We're going to look at the offer of opportunities. As I said, the backdrop here in Western Canada continues to get better as we think about the longer term and the set of some of the areas we're located at continue to grow each year. We see production in Canada growing at 2%-3%, which just means more waste volumes. When you see more waste volumes, we see more opportunities to deploy capital. I think with the team and the total infrastructure, I think that's going to be very advantageous to work together on what our platform can do and how quickly it can grow. Even when I think about LNG and the coast, we've got a waste plant in Kitimat. There's more we can do there. We've got our new Redwater facility, which is a Class I facility. There's only two Class I hazardous landfills in Alberta. We own one of them, and so there's obviously going to be material there that we could bring in, which we alluded to earlier. Yeah, there's lots of opportunities here to accelerate. Yeah. Okay. Your point on sort of the economic sensitivity to the business, where we sort of sit today, again, if you look at SECURE, all of our businesses are economically sensitive to the macro. That being said, if you want to just look at the perspective of the SECURE business and sort of what is tied to more sort of commodity-based streams, and you take that, and let's call it 20% of the revenue today, 20% of the revenue on CAD 1.5 billion-CAD 1.6 billion is sort of CAD 300 million. If you think about CAD 300 million of economically sensitive revenue tied to a business that's going to generate somewhere north of CAD 9.5 Billion, it's minuscule in the grand scheme of things, right? Again, that's not something that worries us. Going back to Luke's point, it's sort of a natural hedge against the other parts of our portfolio, so we feel sort of very comfortable with that. Okay, thanks. Luke, is it fair to assume that the way that you looked at this was just a matter of that CAD 25 million of synergies based on what SECURE was talking about, kind of coming out in the Q4 of the year, because with some of the changes in crude prices, it looks like the EBITDA target looks a little bit low? Yeah. Shlomo, one thing we've realized in these public equity markets, and Allen knows it as well, is that you guys like under-promising and over-delivering. We've just taken SECURE's base guidance that they gave at the beginning of the year. I'm sure when Allen and his team, so to speak, on their quarterly update, they'll provide their outlook. We're certainly feeling like there could be upside to SECURE's numbers. Similarly, you'll note that all the financial metrics in this deck are based on GFL's original guidance, which as we've very clearly said, is going to get raised significantly as well. We think there's upside to these numbers. The synergy concept of CAD 25 million spoke about earlier on the call, think there's upside to that, and the fact that the financials are so compelling, even with this conservative view, is part of the aspect that gets us excited when we think about what we ultimately may be able to deliver above and beyond this baseline. Yeah, Shlomo, just again, I want to reiterate the point. We're big believers in Western Canada. We think Western Canada is going to be the growth engine for Canada for the next number of years, and we want to have exposure to that market, more exposure than we currently have, which has been an amazing market for us over the last 16 years. We're not changing the strategy where we're going to go into Texas and other places and buy some business that has more exposure to sort of E&P. The strategy is the same. We just have more capital deployed on the existing strategy that we had over the next number of years, in a market where we already operate that's sort of highly complementary. Again, great assets, great margin profile, great free cash flow profile, very low volatility in a market we love is the sort of rationale for the transaction. Great. Thank you so much. Thank you. Our next question comes from James Schumm from TD Cowen. Your line is open, James. Please go ahead. Hey, thanks, and good morning. Yeah, not knowing SECURE's business as well, I just wanted to drill down on the commercial overlap opportunities again. What are the commercial overlap opportunities? You're not using the same disposal collection assets, right? Luke, you mentioned the synergies, it's more on the revenue synergy side, right? Maybe you could talk about are there opportunities with the landfills, and you could talk about that, internalizing some waste there. Yeah. Of course, that is one of the obvious synergies is internalizing incremental waste into the SECURE portfolio of landfills. That's one. Two, it's moving some of the services that GFL does today onto the backs of some of those services that SECURE does today, which we think is a meaningful opportunity as well. Again, if you look at the sort of the map on page six of the deck, you'll see the green dots sort of around SECURE, which again, those are largely sort of hauling facilities, right? If we can penetrate the existing customer base to augment some of those services and then internalize those volumes into the SECURE facilities, we're going to have a very good recipe for success and we have the confidence and belief that we can do that. We've had that success when we previously had the ES business, and there's no reason to believe that we won't have the success doing that today. Just what's your long-term view of the SECURE business, given that it's heavily levered to oil and gas? Do you have any terminal value concerns there? Three or four years ago, everybody was concerned that for energy investors, that we're not going to be using oil and gas in 10 or 15 years. That narrative has shifted dramatically. Just any concerns there on the long-term strategy? Listen, the lion's share of it aside to that, I think it's been clearly demonstrated over the last number of years that sort of oil production is here to stay. I think anything, if you look at the amount of investment to have Canada become a global leader in sort of supplying oil to various parts of the world, and the government that's in place now, the Liberals today are, again, pushing for sort of incremental pipelines, becoming a leader in LNG. All of those things are going to be incremental tailwinds to the existing book of business, not only for SECURE, but for any operator in Western Canada. Because as we've seen, the macro environment, when there's incremental spending in Western Canada, just provides sort of incremental tailwinds. Our perspective is we're pretty bullish on it. We don't believe oil is going away anytime soon. If anything, we think government is going to set up to be able to further sort of bolster production and become a global leader in the supply sort of LNG and oil over the next number of years. We echo that sentiment. We think this is a very unique opportunity, and we're just in the early innings of a long baseball game in terms of becoming an energy giant in Canada to supply sort of various parts of the world. I would say the conflict in Iran has only sort of further bolstered our view, not that that formed any part of the view before we actually entered into this transaction, but our perspective was that only further bolsters our conviction around that. All right. Got it. Thanks a lot, guys. Appreciate it. Our next question comes from Tobey Sommer from Truist. Your line is open, Tobey. Please go ahead. Thank you. What specifically about the transaction would help Canadian Index inclusion, and what could timing and net buying impact look like? Yeah, Tobey, great question. Luke speaking. Canadian Index inclusion, the next entrant, a key consideration is what's your float-weighted market cap. It's not just your market cap, but based on your free float. Arguably, the expectation is the combination of these two businesses together is going to meaningfully increase our float cap, and therefore, when the committee of the TSX 60 is evaluating next index inclusion entrants, we are that much larger of an industrial company based on their preferred sort of metric, and industrials are an underweight component of the TSX 60. The unfortunate part is you don't actually know when those rebalances will happen. Like they do every quarter, but whether or not they're going to remove a smaller weighted company to add a larger weighted company is at the discretion of the committee, so you don't have exact certainty. It does materially improve GFL's weighting for purposes of the committee consideration. Makes sense. Thank you. Within Western Canada, how does this transaction change internalization for that kind of geo and portion of the company? Do you think that has the opportunity to change significantly in coming years, not just post-transaction? Yeah. Tobey, I mean, as we've been alluding to, we think there's sort of opportunities for us to bring more wastes into the SECURE landfills as they sort of currently exist. As you look at the sort of trend across Canada, you have small regional landfills that continue to close, and the preference is to concentrate waste volumes into more sophisticated, well-capitalized landfills from majors. Does that represent future opportunities? We are going to keep evaluating where we can internalize more. We think right out the gate, we have waste. It's incremental waste that could go into SECURE landfills, and augmentation of sort of landfill permits allowing for more, would just represent upside above and beyond those sort of near-term opportunities. Thank you. Our next question comes from Adam Bubes from Goldman Sachs. Line's open, Adam. Please go ahead. Hi, good morning. As you outlined, the deal consists of 80% of GFL shares and allowing it to be leverage neutral. Do you see continued opportunities to use equity issuance for M&A or is this a one-off? I mean, mostly a one-off. I mean, there'll be a larger transaction where certain shareholders, management teams have an interest in taking GFL equity. But by and large, we generally prefer to use cash versus equity. Obviously, in this situation, it's unique, but if you look at Frontier, there's basically 100 million of sort of rollover equity. But the norm is mostly just sort of using cash, and I don't expect that to change much in the future. Got it. Maybe one for Allen. Maybe can you just talk about the pricing algorithm for SECURE and at a high level, the structure and flexibility of contracts? Thanks. Sure, no problem. Yeah, I think if we look at our business over the past few years, we've been raising prices on average of 5% per year. We did that in 2023 and 2024 and here again in 2025. Alongside of price, and some of our price is predicated on long-term contracts. We have about 20% of our business that's contracted specifically with these 10-year plus agreements. There's a CPI indicator in there, so we do every year get price on those CPI indicators as part of the contract. On top of that, we would have volume growth. As I talked about production growth being 2%-3%, our volume growth, call it 2%-3% that we see every year. It's a combination of both. As we think about these longer projects and investing capital, some of those are tied to long-term contracts, which we would have some similar terms associated with them. Great. Thank you much. Our next question comes from Abraham Landa from Bank of America. Your line is open. Please go ahead. Good morning, Patrick and Luke. Just on the financing for this transaction, I know SECURE has some existing debt outstanding. I guess what is potentially going to happen with those? On the bridge financing, I wonder if you can maybe provide some details on that bridge and maybe how much permanent debt you kind of expect to raise, and if that's on an unsecured or secured basis. Yeah. Hey, Abe, thanks for the question. SECURE has CAD 600 million outstanding across two notes. The likely outcome is those are sort of exchanged for GFL paper or just sort of called and sort of taken out. We'll evaluate as we get sort of closer. I mean, there's a committed bridge in place from our financing sort of partners. I think the more likely outcome is that we access the markets, high yield being the likely place in advance of closing and use availability capacity under our revolver, cash on hand and incremental sort of high yield borrowing in order to effect the price. The math suggests you need, depending on when you close, somewhere between sort of CAD 1.5 billion and CAD 2 billion incremental. That's including dollars to take out the SECURE debt. The pro forma company would be an incremental CAD 1.5 billion-CAD 2 billion, depending on when you close. It would likely be unsecured paper as part of our transition of a cap structure that will more easily migrate to an IG cap structure. As always, we'll be opportunistic and evaluate market windows, and try and be as efficient as possible as we can with that cost of debt capital. That's helpful. My follow-up is just, I understand that this is not under your control, but you did mention that you do foresee future credit upgrades. I guess, what would've been the reaction from the credit rating agencies, just given the discussions you've had with them? I guess anything on the timing of IG ratings in the future? Well, the timing, I'll leave that to the black box of those fine institutions. As you know, they tend to be a little bit backwards-looking in their outlook. Look, I don't think there's any debate that the enhanced financial profile of this business, both from margin and most importantly free cash flow conversion and enhanced scale is highly credit positive, right? The agencies will continue to do their monitoring. Obviously, levels of M&A they naturally associate with a level of integration risk that they then want to see it play out. For all the reasons Patrick articulated, we feel very comfortable with the level of integration risk here and do not foresee anything meaningful. They do want to sort of see that out. We're going to continue to build the business, generating cash, investing, and building durable underlying cash flows. I think it's inevitable that the credit rating upgrades will come and eventually IG will be obtained. As we've said, we're not going to pause growth investments in order to accelerate the achievement of that sort of credit rating. We do feel, over the near to medium term the likely outcome is credit rating upgrades and eventual IG classification. Thank you very much. Congratulations on the transaction. Thank you. We currently have no further questions. With that, this concludes today's call. We thank everyone for joining, and you may now disconnect your lines.
Speaker 8: I'll now hand over to your host, Patrick Dovigi, CEO and Founder of GFL, to begin. Please go ahead, Patrick. I'll now hand over to your host, Patrick Dovigi, CEO and Founder of GFL, to begin. i'll now hand over to your host patrick dovigi ceo and founder of gfl to begin Please go ahead, Patrick. please go ahead patrick
Speaker 9: Thank you, good morning. I would like to welcome everyone to today's call and thank you for joining us. Earlier today, GFL and SECURE Waste Infrastructure Corp. jointly announced that we have entered into a definitive agreement for GFL to acquire 100% of SECURE's common shares for an enterprise value of approximately CAD 6.4 billion. We believe this is a highly compelling transaction for both GFL and SECURE shareholders. I am joined this morning by Luke Pelosi, our CFO, and Allen Gransch, President and CEO of SECURE. Luke will take us through our forward-looking disclaimer before we get into the details. Thank you, good morning. thank you good morning I would like to welcome everyone to today's call and thank you for joining us. i would like to welcome everyone to today's call and thank you for joining us Earlier today, GFL and SECURE Waste Infrastructure Corp. jointly announced that we have entered into a definitive agreement for GFL to acquire 100% of SECURE's common shares for an enterprise value of approximately CAD 6.4 billion. earlier today gfl and secure waste infrastructure corp jointly announced that we have entered into a definitive agreement for gfl to acquire 100% of secure's common shares for an enterprise value of approximately cad 6.4 billion We believe this is a highly compelling transaction for both GFL and SECURE shareholders. we believe this is a highly compelling transaction for both gfl and secure shareholders I am joined this morning by Luke Pelosi, our CFO, and Allen Gransch, President and CEO of SECURE. i am joined this morning by luke pelosi our cfo and allen gransch president and ceo of secure Luke will take us through our forward-looking disclaimer before we get into the details. luke will take us through our forward-looking disclaimer before we get into the details
Speaker 7: Thank you, Patrick. Good morning, everyone, and thank you for joining. We have filed a press release and investor deck, which include additional and important information on this transaction. These materials are available on our website. During this call, we'll be making some forward-looking statements within the meaning of applicable Canadian and U.S. securities laws, including statements regarding events or developments that we believe or anticipate may occur in the future. These forward-looking statements are subject to a number of risks and uncertainties, including those set out in our filings with the Canadian and U.S. securities regulators. Any forward-looking statement is not a guarantee of future performance, and actual results may differ materially from those expressed or implied in the forward-looking statements. Thank you, Patrick. thank you patrick Good morning, everyone, and thank you for joining. good morning everyone and thank you for joining We have filed a press release and investor deck, which include additional and important information on this transaction. we have filed a press release and investor deck which include additional and important information on this transaction These materials are available on our website. these materials are available on our website During this call, we'll be making some forward-looking statements within the meaning of applicable Canadian and U.S. securities laws, including statements regarding events or developments that we believe or anticipate may occur in the future. during this call we'll be making some forward-looking statements within the meaning of applicable canadian and u.s securities laws including statements regarding events or developments that we believe or anticipate may occur in the future These forward-looking statements are subject to a number of risks and uncertainties, including those set out in our filings with the Canadian and U.S. securities regulators. these forward-looking statements are subject to a number of risks and uncertainties including those set out in our filings with the canadian and u.s securities regulators Any forward-looking statement is not a guarantee of future performance, and actual results may differ materially from those expressed or implied in the forward-looking statements. any forward-looking statement is not a guarantee of future performance and actual results may differ materially from those expressed or implied in the forward-looking statements These forward-looking statements speak only as of today's date, and we do not assume any obligation to update these statements, whether as a result of new information, future events and developments, or otherwise. This call will include a discussion of certain non-IFRS measures. A reconciliation of these non-IFRS measures can be found in our filings with the Canadian and U.S. securities regulators. I will now turn the call back over to Patrick. These forward-looking statements speak only as of today's date, and we do not assume any obligation to update these statements, whether as a result of new information, future events and developments, or otherwise. these forward-looking statements speak only as of today's date and we do not assume any obligation to update these statements whether as a result of new information future events and developments or otherwise This call will include a discussion of certain non-IFRS measures. this call will include a discussion of certain non-ifrs measures A reconciliation of these non-IFRS measures can be found in our filings with the Canadian and U.S. securities regulators. a reconciliation of these non-ifrs measures can be found in our filings with the canadian and u.s securities regulators I will now turn the call back over to Patrick. i will now turn the call back over to patrick
Speaker 9: Thank you, Luke. The acquisition of SECURE provides a unique opportunity to acquire a leading waste management provider in Western Canada. SECURE's highly complementary footprint of difficult-to-replicate post-collection assets significantly densifies our footprint, enhances our scale, and expands our ability to offer a full suite of services to our customers in Western Canada, a market in which we have long operating history in and favorable long-term outlooks. Over the past decade, we have observed the maturation of SECURE into a high-quality waste asset with predictable cash flows tied to durable waste production with 80% of volumes tied to recurring waste streams. In 2023, we bid to acquire a package of SECURE's assets that were forced to divest as part of an acquisition, but were unsuccessful. Since that time, we have continued to observe the improving quality of SECURE's business in the markets which it operates in. Thank you, Luke. thank you luke The acquisition of SECURE provides a unique opportunity to acquire a leading waste management provider in Western Canada. the acquisition of secure provides a unique opportunity to acquire a leading waste management provider in western canada SECURE's highly complementary footprint of difficult-to-replicate post-collection assets significantly densifies our footprint, enhances our scale, and expands our ability to offer a full suite of services to our customers in Western Canada, a market in which we have long operating history in and favorable long-term outlooks. secure's highly complementary footprint of difficult-to-replicate post-collection assets significantly densifies our footprint enhances our scale and expands our ability to offer a full suite of services to our customers in western canada a market in which we have long operating history in and favorable long-term outlooks Over the past decade, we have observed the maturation of SECURE into a high-quality waste asset with predictable cash flows tied to durable waste production with 80% of volumes tied to recurring waste streams. over the past decade we have observed the maturation of secure into a high-quality waste asset with predictable cash flows tied to durable waste production with 80% of volumes tied to recurring waste streams In 2023, we bid to acquire a package of SECURE's assets that were forced to divest as part of an acquisition, but were unsuccessful. in 2023 we bid to acquire a package of secure's assets that were forced to divest as part of an acquisition but were unsuccessful Since that time, we have continued to observe the improving quality of SECURE's business in the markets which it operates in. since that time we have continued to observe the improving quality of secure's business in the markets which it operates in SECURE's portfolio of landfills, transfer stations, recycling facilities, and critical waste infrastructure are best-in-class and position the business for continued success. Structural tailwinds provide ongoing support for SECURE services, and we expect the evolving macro environment to drive incremental demand over the coming years and decades. Allen and the entire SECURE management team are extremely impressive operators with a track record of equity value creation, and we look forward to utilizing our new combined footprint to further enhance shareholder value. Luke will walk through the financial impacts in detail, but at a high level, the acquisition is highly accretive across nearly every financial metric. SECURE's mid-30s adjusted EBITDA margins, combined with relatively lower maintenance capital requirement, yield a 50%+ free cash flow conversion. SECURE's portfolio of landfills, transfer stations, recycling facilities, and critical waste infrastructure are best-in-class and position the business for continued success. secure's portfolio of landfills transfer stations recycling facilities and critical waste infrastructure are best-in-class and position the business for continued success Structural tailwinds provide ongoing support for SECURE services, and we expect the evolving macro environment to drive incremental demand over the coming years and decades. structural tailwinds provide ongoing support for secure services and we expect the evolving macro environment to drive incremental demand over the coming years and decades Allen and the entire SECURE management team are extremely impressive operators with a track record of equity value creation, and we look forward to utilizing our new combined footprint to further enhance shareholder value. allen and the entire secure management team are extremely impressive operators with a track record of equity value creation and we look forward to utilizing our new combined footprint to further enhance shareholder value Luke will walk through the financial impacts in detail, but at a high level, the acquisition is highly accretive across nearly every financial metric. luke will walk through the financial impacts in detail but at a high level the acquisition is highly accretive across nearly every financial metric SECURE's mid-30s adjusted EBITDA margins, combined with relatively lower maintenance capital requirement, yield a 50%+ free cash flow conversion. secure's mid-30s adjusted ebitda margins combined with relatively lower maintenance capital requirement yield a 50%+ free cash flow conversion The pro forma impact of this acquisition significantly accelerates the achievement of the multi-year financial targets we shared at our 2025 Investor Day, including low to mid-30s adjusted EBITDA margins and mid-40% free cash flow conversion exiting 2028. Additionally, being able to do this transaction on a leverage-neutral basis is a unique opportunity and one that we think is going to create meaningful value for both GFL and SECURE shareholders. On this point, I will hand the call over to Allen, who will provide additional context from SECURE's perspective. The pro forma impact of this acquisition significantly accelerates the achievement of the multi-year financial targets we shared at our 2025 Investor Day, including low to mid-30s adjusted EBITDA margins and mid-40% free cash flow conversion exiting 2028. the pro forma impact of this acquisition significantly accelerates the achievement of the multi-year financial targets we shared at our 2025 investor day including low to mid-30s adjusted ebitda margins and mid-40% free cash flow conversion exiting 2028 Additionally, being able to do this transaction on a leverage-neutral basis is a unique opportunity and one that we think is going to create meaningful value for both GFL and SECURE shareholders. additionally being able to do this transaction on a leverage-neutral basis is a unique opportunity and one that we think is going to create meaningful value for both gfl and secure shareholders On this point, I will hand the call over to Allen, who will provide additional context from SECURE's perspective. on this point i will hand the call over to allen who will provide additional context from secure's perspective
Speaker 3: Thank you, Patrick. Good morning, everyone. I'm very pleased to be here today and excited to announce this transaction with GFL, which represents an important milestone for SECURE and our shareholders. SECURE today is a large-scale waste infrastructure platform with the largest processing capacity in Western Canada, supported by a network of more than 80 facilities. SECURE's network of critical waste infrastructure across Western Canada and North Dakota spans waste processing, recovery, recycling, and disposal, and integrates naturally with GFL's broad North American platform. The combination expands GFL's footprint in key industrial markets and strengthens the ability to capture more waste streams and vertically integrate across the value chain. Over the past several years, SECURE has executed a clear strategic repositioning within the waste sector, building a high-quality, infrastructure-backed business characterized by stable cash flows, durable growth, and industry-leading financial metrics. Thank you, Patrick. thank you patrick Good morning, everyone. good morning everyone I'm very pleased to be here today and excited to announce this transaction with GFL, which represents an important milestone for SECURE and our shareholders. i'm very pleased to be here today and excited to announce this transaction with gfl which represents an important milestone for secure and our shareholders SECURE today is a large-scale waste infrastructure platform with the largest processing capacity in Western Canada, supported by a network of more than 80 facilities. secure today is a large-scale waste infrastructure platform with the largest processing capacity in western canada supported by a network of more than 80 facilities SECURE's network of critical waste infrastructure across Western Canada and North Dakota spans waste processing, recovery, recycling, and disposal, and integrates naturally with GFL's broad North American platform. secure's network of critical waste infrastructure across western canada and north dakota spans waste processing recovery recycling and disposal and integrates naturally with gfl's broad north american platform The combination expands GFL's footprint in key industrial markets and strengthens the ability to capture more waste streams and vertically integrate across the value chain. the combination expands gfl's footprint in key industrial markets and strengthens the ability to capture more waste streams and vertically integrate across the value chain Over the past several years, SECURE has executed a clear strategic repositioning within the waste sector, building a high-quality, infrastructure-backed business characterized by stable cash flows, durable growth, and industry-leading financial metrics. over the past several years secure has executed a clear strategic repositioning within the waste sector building a high-quality infrastructure-backed business characterized by stable cash flows durable growth and industry-leading financial metrics This transaction accelerates that recognition by capturing the intrinsic value of the business today with a share price premium of approximately 23% to the 60-day VWAP, while also providing our shareholders with meaningful participation in the upside of the combined company through a significant equity component. We also believe that continued ownership is important. SECURE brings a high-margin, free cash flow-generated business that enhances GFL's financial profile, supporting improved margins, double-digit adjusted free cash flow per share accretion, and incremental capital deployment opportunities. Overall, we believe this is great value for SECURE shareholders, and the result is a stronger pro forma company with a clear path to long-term value creation, positioning our shareholders to benefit from the growth of a larger, more scaled platform. For our customers, this combination is also compelling. This transaction accelerates that recognition by capturing the intrinsic value of the business today with a share price premium of approximately 23% to the 60-day VWAP, while also providing our shareholders with meaningful participation in the upside of the combined company through a significant equity component. this transaction accelerates that recognition by capturing the intrinsic value of the business today with a share price premium of approximately 23% to the 60-day vwap while also providing our shareholders with meaningful participation in the upside of the combined company through a significant equity component We also believe that continued ownership is important. we also believe that continued ownership is important SECURE brings a high-margin, free cash flow-generated business that enhances GFL's financial profile, supporting improved margins, double-digit adjusted free cash flow per share accretion, and incremental capital deployment opportunities. secure brings a high-margin free cash flow-generated business that enhances gfl's financial profile supporting improved margins double-digit adjusted free cash flow per share accretion and incremental capital deployment opportunities Overall, we believe this is great value for SECURE shareholders, and the result is a stronger pro forma company with a clear path to long-term value creation, positioning our shareholders to benefit from the growth of a larger, more scaled platform. overall we believe this is great value for secure shareholders and the result is a stronger pro forma company with a clear path to long-term value creation positioning our shareholders to benefit from the growth of a larger more scaled platform For our customers, this combination is also compelling. for our customers this combination is also compelling It enhances our ability to deliver reliable, integrated environmental solutions across a broader footprint with greater scale and the capabilities to meet increasingly complex waste handling needs. Now, none of this happens without our people. Our team has built this company with a focus on safety, operational excellence, and doing the right thing. These values are deeply embedded in how we operate, and we are strongly aligned with GFL. With GFL's scale and platform, we see a clear opportunity to accelerate growth, expand our capabilities, and capture opportunities that would take longer to realize on a standalone basis. This transaction brings a leading strategically positioned waste infrastructure platform into GFL, unlocking the next phase of growth from that foundation. We're proud of what we built, and we're very excited to be part of the GFL and continue the growth of the combined company. It enhances our ability to deliver reliable, integrated environmental solutions across a broader footprint with greater scale and the capabilities to meet increasingly complex waste handling needs. it enhances our ability to deliver reliable integrated environmental solutions across a broader footprint with greater scale and the capabilities to meet increasingly complex waste handling needs Now, none of this happens without our people. now none of this happens without our people Our team has built this company with a focus on safety, operational excellence, and doing the right thing. our team has built this company with a focus on safety operational excellence and doing the right thing These values are deeply embedded in how we operate, and we are strongly aligned with GFL. these values are deeply embedded in how we operate and we are strongly aligned with gfl With GFL's scale and platform, we see a clear opportunity to accelerate growth, expand our capabilities, and capture opportunities that would take longer to realize on a standalone basis. with gfl's scale and platform we see a clear opportunity to accelerate growth expand our capabilities and capture opportunities that would take longer to realize on a standalone basis This transaction brings a leading strategically positioned waste infrastructure platform into GFL, unlocking the next phase of growth from that foundation. this transaction brings a leading strategically positioned waste infrastructure platform into gfl unlocking the next phase of growth from that foundation We're proud of what we built, and we're very excited to be part of the GFL and continue the growth of the combined company. we're proud of what we built and we're very excited to be part of the gfl and continue the growth of the combined company I'll now pass the call over to Luke. I'll now pass the call over to Luke. i'll now pass the call over to luke
Speaker 7: Thank you, Allen. Page four of the investor deck highlights the significant accretion to our financial metrics expected from this transaction. Note the first column on page four is the original 2026 guidance we provided and has not been updated to reflect the impact of the M&A that has been completed year to date. As we previously announced, we expect to significantly update our 2026 guidance when we report our Q1 results at the end of this month, and the actual 2026 Adjusted EBITDA pro forma for SECURE would therefore be something greater than the CAD 2.715 billion shown on page four. With that, assuming our original 2026 guidance on a pro forma basis, the SECURE acquisition would increase Adjusted EBITDA 27% and Adjusted EBITDA margin by 100 basis points to 31.6%. Thank you, Allen. thank you allen Page four of the investor deck highlights the significant accretion to our financial metrics expected from this transaction. page four of the investor deck highlights the significant accretion to our financial metrics expected from this transaction Note the first column on page four is the original 2026 guidance we provided and has not been updated to reflect the impact of the M&A that has been completed year to date. note the first column on page four is the original 2026 guidance we provided and has not been updated to reflect the impact of the m&a that has been completed year to date As we previously announced, we expect to significantly update our 2026 guidance when we report our Q1 results at the end of this month, and the actual 2026 Adjusted EBITDA pro forma for SECURE would therefore be something greater than the CAD 2.715 billion shown on page four. as we previously announced we expect to significantly update our 2026 guidance when we report our q1 results at the end of this month and the actual 2026 adjusted ebitda pro forma for secure would therefore be something greater than the cad 2.715 billion shown on page four With that, assuming our original 2026 guidance on a pro forma basis, the SECURE acquisition would increase Adjusted EBITDA 27% and Adjusted EBITDA margin by 100 basis points to 31.6%. with that assuming our original 2026 guidance on a pro forma basis the secure acquisition would increase adjusted ebitda 27% and adjusted ebitda margin by 100 basis points to 31.6% Furthermore, assuming the midpoint of outcomes, adjusted free cash flow would increase approximately CAD 300 million to over CAD 1.135 billion, representing adjusted free cash flow conversion of nearly 42%, and adjusted free cash flow per share would increase approximately 15%. As Patrick stated, this significant growth is being achieved on a leverage-neutral basis, once again demonstrating our commitment to keeping net leverage within our stated range of low to mid 3s. The transaction is being contemplated at an enterprise value of approximately 11x 2026 adjusted EBITDA or at a share price of approximately 18x free cash flow, an acquisition price that is expected to generate a compelling return on a standalone basis. The ROIC opportunity is significantly more compelling when considering the opportunity for incremental capital deployment resulting from the transaction. Furthermore, assuming the midpoint of outcomes, adjusted free cash flow would increase approximately CAD 300 million to over CAD 1.135 billion, representing adjusted free cash flow conversion of nearly 42%, and adjusted free cash flow per share would increase approximately 15%. furthermore assuming the midpoint of outcomes adjusted free cash flow would increase approximately cad 300 million to over cad 1.135 billion representing adjusted free cash flow conversion of nearly 42% and adjusted free cash flow per share would increase approximately 15% As Patrick stated, this significant growth is being achieved on a leverage-neutral basis, once again demonstrating our commitment to keeping net leverage within our stated range of low to mid 3s. as patrick stated this significant growth is being achieved on a leverage-neutral basis once again demonstrating our commitment to keeping net leverage within our stated range of low to mid 3s The transaction is being contemplated at an enterprise value of approximately 11x 2026 adjusted EBITDA or at a share price of approximately 18x free cash flow, an acquisition price that is expected to generate a compelling return on a standalone basis. the transaction is being contemplated at an enterprise value of approximately 11x 2026 adjusted ebitda or at a share price of approximately 18x free cash flow an acquisition price that is expected to generate a compelling return on a standalone basis The ROIC opportunity is significantly more compelling when considering the opportunity for incremental capital deployment resulting from the transaction. the roic opportunity is significantly more compelling when considering the opportunity for incremental capital deployment resulting from the transaction Our financial algorithm is that adjusted EBITDA growth and free cash flow generation reduce leverage and provide balance sheet capacity for returns-focused capital deployment. When you model out the go-forward balance sheet, adjusted EBITDA growth, and free cash flow generation pro forma for SECURE using conservative assumptions, you have nearly CAD 1 billion of incremental capital to deploy over the next two years or nearly CAD 2.5 billion of incremental capital over the next four years that could be used for M&A, organic growth projects, share buybacks, and dividends, and should be an opportunity for significant incremental value creation. Additionally, the pro forma enhanced scale and free cash flow generation are expected to be positive updates for our credit profile. Our financial algorithm is that adjusted EBITDA growth and free cash flow generation reduce leverage and provide balance sheet capacity for returns-focused capital deployment. our financial algorithm is that adjusted ebitda growth and free cash flow generation reduce leverage and provide balance sheet capacity for returns-focused capital deployment When you model out the go-forward balance sheet, adjusted EBITDA growth, and free cash flow generation pro forma for SECURE using conservative assumptions, you have nearly CAD 1 billion of incremental capital to deploy over the next two years or nearly CAD 2.5 billion of incremental capital over the next four years that could be used for M&A, organic growth projects, share buybacks, and dividends, and should be an opportunity for significant incremental value creation. when you model out the go-forward balance sheet adjusted ebitda growth and free cash flow generation pro forma for secure using conservative assumptions you have nearly cad 1 billion of incremental capital to deploy over the next two years or nearly cad 2.5 billion of incremental capital over the next four years that could be used for m&a organic growth projects share buybacks and dividends and should be an opportunity for significant incremental value creation Additionally, the pro forma enhanced scale and free cash flow generation are expected to be positive updates for our credit profile. additionally the pro forma enhanced scale and free cash flow generation are expected to be positive updates for our credit profile We continue to see opportunities for credit rating upgrades in our future, which should be incrementally positive to our financial profile and increase our appeal to a broader base of equity investors. Similarly, the pro forma enhanced scale will improve index inclusion opportunities. The significant increase to our float-weighted market cap likely to result from this transaction will further bolster the relative sizing of GFL that is considered when evaluating inclusion in indices like the TSX 60. I will now turn the call back over to Patrick. We continue to see opportunities for credit rating upgrades in our future, which should be incrementally positive to our financial profile and increase our appeal to a broader base of equity investors. we continue to see opportunities for credit rating upgrades in our future which should be incrementally positive to our financial profile and increase our appeal to a broader base of equity investors Similarly, the pro forma enhanced scale will improve index inclusion opportunities. similarly the pro forma enhanced scale will improve index inclusion opportunities The significant increase to our float-weighted market cap likely to result from this transaction will further bolster the relative sizing of GFL that is considered when evaluating inclusion in indices like the TSX 60. the significant increase to our float-weighted market cap likely to result from this transaction will further bolster the relative sizing of gfl that is considered when evaluating inclusion in indices like the tsx 60 I will now turn the call back over to Patrick. i will now turn the call back over to patrick
Speaker 9: Thank you, Luke. I would just summarize by framing the acquisition as the following, a highly complementary business that significantly densifies our existing footprint in an attractive market in Western Canada, immediately accretive across all key financial metrics, provides enhanced scale and free cash that improves opportunities for returns-focused capital deployment, credit rating upgrades, and index inclusion. I will now turn the call over to the operator to open up the line for Q&A. Thank you, Luke. thank you luke I would just summarize by framing the acquisition as the following, a highly complementary business that significantly densifies our existing footprint in an attractive market in Western Canada, immediately accretive across all key financial metrics, provides enhanced scale and free cash that improves opportunities for returns-focused capital deployment, credit rating upgrades, and index inclusion. i would just summarize by framing the acquisition as the following a highly complementary business that significantly densifies our existing footprint in an attractive market in western canada immediately accretive across all key financial metrics provides enhanced scale and free cash that improves opportunities for returns-focused capital deployment credit rating upgrades and index inclusion I will now turn the call over to the operator to open up the line for Q&A. i will now turn the call over to the operator to open up the line for q&a
Speaker 8: hank you very much. To ask a question, please press star followed by one on your telephone keypad now. If you change your mind, please press star followed by two. When preparing to ask your question, please ensure your device is unmuted locally. Please remember that we ask you to please limit yourself to one question and one follow-up question per person. Our first question comes from Sabahat Khan from RBC. Your line is open. Please go ahead. hank you very much. hank you very much To ask a question, please press star followed by one on your telephone keypad now. to ask a question please press star followed by one on your telephone keypad now If you change your mind, please press star followed by two. if you change your mind please press star followed by two When preparing to ask your question, please ensure your device is unmuted locally. when preparing to ask your question please ensure your device is unmuted locally Please remember that we ask you to please limit yourself to one question and one follow-up question per person. please remember that we ask you to please limit yourself to one question and one follow-up question per person Our first question comes from Sabahat Khan from RBC. our first question comes from sabahat khan from rbc Your line is open. your line is open Please go ahead. please go ahead
Speaker 11: Great. Thanks, and good morning. Maybe just starting at a higher level, if you can maybe just share some thoughts around, you talked a little bit about the assets, but maybe the strategic rationale why now is the right time, and then with the increased exposure into Western Canada, maybe if you can just share some thoughts on what the E&P exposure looks like or where you want it to be longer term pro forma? Thank you. Great. great Thanks, and good morning. thanks and good morning Maybe just starting at a higher level, if you can maybe just share some thoughts around, you talked a little bit about the assets, but maybe the strategic rationale why now is the right time, and then with the increased exposure into Western Canada, maybe if you can just share some thoughts on what the E&P exposure looks like or where you want it to be longer term pro forma? maybe just starting at a higher level if you can maybe just share some thoughts around you talked a little bit about the assets but maybe the strategic rationale why now is the right time and then with the increased exposure into western canada maybe if you can just share some thoughts on what the e&p exposure looks like or where you want it to be longer term pro forma Thank you. thank you
Speaker 9: Sounds good. Thanks, Sab. Yeah, I think from our perspective, this is an asset that we've been looking at since the original divestiture packages of 2023. When we think about the strategic rationale, a multitude of front. We've been operating in Western Canada since our first acquisition in Western Canada in 2010. We're in a lot of the markets where SECURE is operating at today, albeit maybe not doing exactly the same services that they're doing today. I think when we look at it and how Allen and the team have transformed the business really over the last five years to now be in a market with its largest competitor sort of being Waste Connections, which is obviously a large competitor of ours on the Solid Waste side, we think the setup for that is very well. Sounds good. sounds good Thanks, Sab. thanks sab Yeah, I think from our perspective, this is an asset that we've been looking at since the original divestiture packages of 2023. yeah i think from our perspective this is an asset that we've been looking at since the original divestiture packages of 2023 When we think about the strategic rationale, a multitude of front. when we think about the strategic rationale a multitude of front We've been operating in Western Canada since our first acquisition in Western Canada in 2010. we've been operating in western canada since our first acquisition in western canada in 2010 We're in a lot of the markets where SECURE is operating at today, albeit maybe not doing exactly the same services that they're doing today. we're in a lot of the markets where secure is operating at today albeit maybe not doing exactly the same services that they're doing today I think when we look at it and how Allen and the team have transformed the business really over the last five years to now be in a market with its largest competitor sort of being Waste Connections, which is obviously a large competitor of ours on the Solid Waste side, we think the setup for that is very well. i think when we look at it and how allen and the team have transformed the business really over the last five years to now be in a market with its largest competitor sort of being waste connections which is obviously a large competitor of ours on the solid waste side we think the setup for that is very well I think to Luke's point in terms of where we're looking at in terms of sort of overall revenue, if you take a look at it in the sort of most punitive way, you could say you basically have, call it a billion dollars of revenue that is tied directly to those markets where you would be more sort of E&P focused. If you take the breadcrumbs for 2027 and sort of how we're thinking about the business sort of longer term, I think on a pro forma basis, pretty hard to see how the business on an overall basis would be less than sort of CAD 9.5 billion of revenue going into 2027. That represents sort of like E&P exposure of call it 10%-12% on the overall business. I think to Luke's point in terms of where we're looking at in terms of sort of overall revenue, if you take a look at it in the sort of most punitive way, you could say you basically have, call it a billion dollars of revenue that is tied directly to those markets where you would be more sort of E&P focused. i think to luke's point in terms of where we're looking at in terms of sort of overall revenue if you take a look at it in the sort of most punitive way you could say you basically have call it a billion dollars of revenue that is tied directly to those markets where you would be more sort of e&p focused If you take the breadcrumbs for 2027 and sort of how we're thinking about the business sort of longer term, I think on a pro forma basis, pretty hard to see how the business on an overall basis would be less than sort of CAD 9.5 billion of revenue going into 2027. if you take the breadcrumbs for 2027 and sort of how we're thinking about the business sort of longer term i think on a pro forma basis pretty hard to see how the business on an overall basis would be less than sort of cad 9.5 billion of revenue going into 2027 That represents sort of like E&P exposure of call it 10%-12% on the overall business. that represents sort of like e&p exposure of call it 10%-12% on the overall business Our intention is not to expand our E&P business and buy other industrial businesses across the portfolio. This is literally just to increase our exposure to Western Canada around a very unique opportunity in a high-margin, high-free-cash-flow business that highly complements our existing portfolio in Western Canada. You sort of put all those breadcrumbs together, I think it's going to be highly compelling as we roll into 2027. We're using 2026 numbers here, but ultimately, when you use 2027 numbers and where the business is going, EBITDA is definitely going to start with a three. Revenue is certainly going to be CAD 9.5 ± a couple of CAD 100 million. You're going to be converting to free cash flow at sort of low 40s, as we discussed. Our intention is not to expand our E&P business and buy other industrial businesses across the portfolio. our intention is not to expand our e&p business and buy other industrial businesses across the portfolio This is literally just to increase our exposure to Western Canada around a very unique opportunity in a high-margin, high-free-cash-flow business that highly complements our existing portfolio in Western Canada. this is literally just to increase our exposure to western canada around a very unique opportunity in a high-margin high-free-cash-flow business that highly complements our existing portfolio in western canada You sort of put all those breadcrumbs together, I think it's going to be highly compelling as we roll into 2027. you sort of put all those breadcrumbs together i think it's going to be highly compelling as we roll into 2027 We're using 2026 numbers here, but ultimately, when you use 2027 numbers and where the business is going, EBITDA is definitely going to start with a three. we're using 2026 numbers here but ultimately when you use 2027 numbers and where the business is going ebitda is definitely going to start with a three Revenue is certainly going to be CAD 9.5 ± a couple of CAD 100 million. revenue is certainly going to be cad 9.5 ± a couple of cad 100 million You're going to be converting to free cash flow at sort of low 40s, as we discussed. you're going to be converting to free cash flow at sort of low 40s as we discussed Free cash flow then is sort of CAD 1.3 billion plus next year, and I think that to us is sort of highly compelling, as well as getting a business from our perspective at a very reasonable purchase price multiple with very low integration risk, right? This is an experienced management team, and again, markets where we already operate with management teams that already exist in those markets that can work in a complementary fashion with the existing management team. We think integration risk, obviously very low. That's what excites us about the opportunity. I think one point to raise as well. We debated a lot about where this fit within the portfolio. Did it fit more with ES? Did it fit more with solid waste? Free cash flow then is sort of CAD 1.3 billion plus next year, and I think that to us is sort of highly compelling, as well as getting a business from our perspective at a very reasonable purchase price multiple with very low integration risk, right? free cash flow then is sort of cad 1.3 billion plus next year and i think that to us is sort of highly compelling as well as getting a business from our perspective at a very reasonable purchase price multiple with very low integration risk right This is an experienced management team, and again, markets where we already operate with management teams that already exist in those markets that can work in a complementary fashion with the existing management team. this is an experienced management team and again markets where we already operate with management teams that already exist in those markets that can work in a complementary fashion with the existing management team We think integration risk, obviously very low. we think integration risk obviously very low That's what excites us about the opportunity. that's what excites us about the opportunity I think one point to raise as well. i think one point to raise as well We debated a lot about where this fit within the portfolio. we debated a lot about where this fit within the portfolio Did it fit more with ES? did it fit more with es Did it fit more with solid waste? did it fit more with solid waste I think when you actually look at the assets, again, having 12 major landfills with a permanent landfill in B.C., again, significant opportunities to retool some of those sites to be able to receive some of our incremental waste streams within the book. I think 12 recycling facilities, five transfer stations and the injection wells are all things that we do on the solid waste side, and we do them very well. I think the treatment facilities and the storage terminals are something that we would more do on the liquid waste side, but that only represents 25% of the business today. From our perspective, this was a better fit for solid waste than it was for Environmental Services. Again, for all those reasons, we think it's very compelling. This is not a change in strategy or direction. I think when you actually look at the assets, again, having 12 major landfills with a permanent landfill in B.C., again, significant opportunities to retool some of those sites to be able to receive some of our incremental waste streams within the book. i think when you actually look at the assets again having 12 major landfills with a permanent landfill in b.c again significant opportunities to retool some of those sites to be able to receive some of our incremental waste streams within the book I think 12 recycling facilities, five transfer stations and the injection wells are all things that we do on the solid waste side, and we do them very well. i think 12 recycling facilities five transfer stations and the injection wells are all things that we do on the solid waste side and we do them very well I think the treatment facilities and the storage terminals are something that we would more do on the liquid waste side, but that only represents 25% of the business today. i think the treatment facilities and the storage terminals are something that we would more do on the liquid waste side but that only represents 25% of the business today From our perspective, this was a better fit for solid waste than it was for Environmental Services. from our perspective this was a better fit for solid waste than it was for environmental services Again, for all those reasons, we think it's very compelling. again for all those reasons we think it's very compelling This is not a change in strategy or direction. this is not a change in strategy or direction The lion's share of our capital is going to continue to get spent on solid waste, tuck-in M&A within the existing geographies where we're operating. This just happens to be a larger opportunity. Ultimately, it's the exact same thing we do in all the markets with a very highly compelling sort of financial profile. The lion's share of our capital is going to continue to get spent on solid waste, tuck-in M&A within the existing geographies where we're operating. the lion's share of our capital is going to continue to get spent on solid waste tuck-in m&a within the existing geographies where we're operating This just happens to be a larger opportunity. this just happens to be a larger opportunity Ultimately, it's the exact same thing we do in all the markets with a very highly compelling sort of financial profile. ultimately it's the exact same thing we do in all the markets with a very highly compelling sort of financial profile
Speaker 11: Okay. Great. Thanks for that. I got a couple more questions I'll just roll into one. The first part, maybe a bit more color on, call it CAD 25 million of synergies. What specifically is in there and any thoughts on ability to use landfills, maybe go into collection? Second part, if you can just comment on some of the additional businesses that SECURE has, such as midstream, the metals, the specialty chemical. Is that something you expect to keep as part of the business? Thoughts on those two, and then I'll pass along. Thanks. Okay. okay Great. great Thanks for that. thanks for that I got a couple more questions I'll just roll into one. i got a couple more questions i'll just roll into one The first part, maybe a bit more color on, call it CAD 25 million of synergies. the first part maybe a bit more color on call it cad 25 million of synergies What specifically is in there and any thoughts on ability to use landfills, maybe go into collection? what specifically is in there and any thoughts on ability to use landfills maybe go into collection Second part, if you can just comment on some of the additional businesses that SECURE has, such as midstream, the metals, the specialty chemical. second part if you can just comment on some of the additional businesses that secure has such as midstream the metals the specialty chemical Is that something you expect to keep as part of the business? is that something you expect to keep as part of the business Thoughts on those two, and then I'll pass along. thoughts on those two and then i'll pass along Thanks. thanks
Speaker 7: Yeah, thanks, Sab. A great question. Luke speaking. Look, on the synergy part, CAD 25 million, we characterize this as a highly conservative estimate, really focusing on low-hanging fruit, duplicative G&A type costs. As Patrick said, we're very excited that the entirety of the SECURE management team wants to stay and sort of keep running and growing this business. Two public companies coming together, you start thinking about public company costs, audit fees, and the other sort of low-hanging fruit. I think that's the majority what's been identified. I think the opportunity could be upwards of sort of 2-3x that when all is said and done if you start thinking about commercial overlap opportunities and revenue generation. Yeah, thanks, Sab. yeah thanks sab A great question. a great question Luke speaking. luke speaking Look, on the synergy part, CAD 25 million, we characterize this as a highly conservative estimate, really focusing on low-hanging fruit, duplicative G&A type costs. look on the synergy part cad 25 million we characterize this as a highly conservative estimate really focusing on low-hanging fruit duplicative g&a type costs As Patrick said, we're very excited that the entirety of the SECURE management team wants to stay and sort of keep running and growing this business. as patrick said we're very excited that the entirety of the secure management team wants to stay and sort of keep running and growing this business Two public companies coming together, you start thinking about public company costs, audit fees, and the other sort of low-hanging fruit. two public companies coming together you start thinking about public company costs audit fees and the other sort of low-hanging fruit I think that's the majority what's been identified. i think that's the majority what's been identified I think the opportunity could be upwards of sort of 2-3 x that when all is said and done if you start thinking about commercial overlap opportunities and revenue generation. i think the opportunity could be upwards of sort of 2-3 x that when all is said and done if you start thinking about commercial overlap opportunities and revenue generation Today, that CAD 25 million is really just focused on what I'd characterize as SG&A-type cost savings, really more on sort of professional services, insurance, and other public company-related-type costs. In terms of the business mix, look, as you said, Patrick alluded to, Allen and the team have done a phenomenal job of sort of maturing or transforming this business into a waste. Infrastructure asset with the recurring cash flows that are durable across various cycles, and that's the type of asset we sort of like. Whether it's in the metals recycling, specialty chemicals, those segments all sort of form part of the whole. We're very happy with the mix that they have today. Will that augment around the edges as Allen and the team continue to sort of mold and craft the portfolio as it goes forward? I'm sure it will. Today, that CAD 25 million is really just focused on what I'd characterize as SG&A-type cost savings, really more on sort of professional services, insurance, and other public company-related-type costs. today that cad 25 million is really just focused on what i'd characterize as sg&a-type cost savings really more on sort of professional services insurance and other public company-related-type costs In terms of the business mix, look, as you said, Patrick alluded to, Allen and the team have done a phenomenal job of sort of maturing or transforming this business into a waste. in terms of the business mix look as you said patrick alluded to allen and the team have done a phenomenal job of sort of maturing or transforming this business into a waste Infrastructure asset with the recurring cash flows that are durable across various cycles, and that's the type of asset we sort of like. infrastructure asset with the recurring cash flows that are durable across various cycles and that's the type of asset we sort of like Whether it's in the metals recycling, specialty chemicals, those segments all sort of form part of the whole. whether it's in the metals recycling specialty chemicals those segments all sort of form part of the whole We're very happy with the mix that they have today. we're very happy with the mix that they have today Will that augment around the edges as Allen and the team continue to sort of mold and craft the portfolio as it goes forward? will that augment around the edges as allen and the team continue to sort of mold and craft the portfolio as it goes forward I'm sure it will. i'm sure it will There's no sort of one distinct sub-segment in there today that we think doesn't fit into the portfolio, and we'll continue to evaluate as we do with all of our business offerings as and when opportunities arise. There's no sort of one distinct sub-segment in there today that we think doesn't fit into the portfolio, and we'll continue to evaluate as we do with all of our business offerings as and when opportunities arise. there's no sort of one distinct sub-segment in there today that we think doesn't fit into the portfolio and we'll continue to evaluate as we do with all of our business offerings as and when opportunities arise
Speaker 11: Thanks very much. Thanks very much. thanks very much
Speaker 8: Our next question comes from Stephanie Moore from Jefferies. Your line is open, Stephanie. Please go ahead. Our next question comes from Stephanie Moore from Jefferies. our next question comes from stephanie moore from jefferies Your line is open, Stephanie. your line is open stephanie Please go ahead. please go ahead
Speaker 13: Great. Good morning. Thanks, everybody. It's just one question, but maybe kind of two parts to the same topic. First, maybe talk a little bit about how the M&A pipeline looks just for the remainder of this year. Patrick, you alluded to this a little bit, but as you think about pro forma SECURE, how would you characterize the M&A strategy going forward? Thanks. Great. great Good morning. good morning Thanks, everybody. thanks everybody It's just one question, but maybe kind of two parts to the same topic. it's just one question but maybe kind of two parts to the same topic First, maybe talk a little bit about how the M&A pipeline looks just for the remainder of this year. first maybe talk a little bit about how the m&a pipeline looks just for the remainder of this year Patrick, you alluded to this a little bit, but as you think about pro forma SECURE, how would you characterize the M&A strategy going forward? patrick you alluded to this a little bit but as you think about pro forma secure how would you characterize the m&a strategy going forward Thanks. thanks
Speaker 9: Yeah. For the balance of the year, we expect that we'll deploy an incremental CAD 400 million-CAD 500 million into tuck-in M&A across the portfolio. 100% of those dollars will be spent on solid waste M&A that tucks into existing geographies, really on the backs of underutilized post-collection assets. No change from that perspective. I think when you roll into 2027, and you're going to have CAD 3+ billion EBITDA business, I mean, you can do the math and put the organic on after our updates. You're going to be in the low threes next year of sort of EBITDA converting free cash flow at somewhere between 41% and 42%. That's going to yield CAD 1.3+ billion of free cash flow. As Luke said in his remarks, that affords us a lot of flexibility in what we do with that capital. Yeah. yeah For the balance of the year, we expect that we'll deploy an incremental CAD 400 million-CAD 500 million into tuck-in M&A across the portfolio. 100% of those dollars will be spent on solid waste M&A that tucks into existing geographies, really on the backs of underutilized post-collection assets. for the balance of the year we expect that we'll deploy an incremental cad 400 million-cad 500 million into tuck-in m&a across the portfolio 100% of those dollars will be spent on solid waste m&a that tucks into existing geographies really on the backs of underutilized post-collection assets No change from that perspective. no change from that perspective I think when you roll into 2027, and you're going to have CAD 3+ billion EBITDA business, I mean, you can do the math and put the organic on after our updates. i think when you roll into 2027 and you're going to have cad 3+ billion ebitda business i mean you can do the math and put the organic on after our updates You're going to be in the low threes next year of sort of EBITDA converting free cash flow at somewhere between 41% and 42%. you're going to be in the low threes next year of sort of ebitda converting free cash flow at somewhere between 41% and 42% That's going to yield CAD 1.3+ billion of free cash flow. that's going to yield cad 1.3+ billion of free cash flow As Luke said in his remarks, that affords us a lot of flexibility in what we do with that capital. as luke said in his remarks that affords us a lot of flexibility in what we do with that capital The lion's share of that capital is going to continue to get deployed in those same solid waste tuck-in M&A transactions across the solid waste footprint, in both Canada and the U.S. Obviously, we'll have incremental dollars to use for share buybacks, as well as de-levering. I think when you run that with this transaction on a pro forma basis, I think you could easily spend CAD 1.5 billion-CAD 2 billion a year on M&A, and you're still going to de-lever sort of 15-20 basis points a year if you wanted to. Obviously, if you do less, you're going to just de-lever faster and have incremental dollars for share buybacks and/or dividends. We're going to have ultimate flexibility. The lion's share of that capital is going to continue to get deployed in those same solid waste tuck-in M&A transactions across the solid waste footprint, in both Canada and the U.S. the lion's share of that capital is going to continue to get deployed in those same solid waste tuck-in m&a transactions across the solid waste footprint in both canada and the u.s Obviously, we'll have incremental dollars to use for share buybacks, as well as de-levering. obviously we'll have incremental dollars to use for share buybacks as well as de-levering I think when you run that with this transaction on a pro forma basis, I think you could easily spend CAD 1.5 billion -CAD 2 billion a year on M&A, and you're still going to de-lever sort of 15 -20 basis points a year if you wanted to. i think when you run that with this transaction on a pro forma basis i think you could easily spend cad 1.5 billion -cad 2 billion a year on m&a and you're still going to de-lever sort of 15 -20 basis points a year if you wanted to Obviously, if you do less, you're going to just de-lever faster and have incremental dollars for share buybacks and/or dividends. obviously if you do less you're going to just de-lever faster and have incremental dollars for share buybacks and/or dividends We're going to have ultimate flexibility. we're going to have ultimate flexibility We'll assess as a company and as a board about what the right capital deployment strategy will be, but know that we have ultimate flexibility, which is a very good place to be. We'll assess as a company and as a board about what the right capital deployment strategy will be, but know that we have ultimate flexibility, which is a very good place to be. we'll assess as a company and as a board about what the right capital deployment strategy will be but know that we have ultimate flexibility which is a very good place to be
Speaker 13: Thank you. Appreciate the time. Thank you. thank you Appreciate the time. appreciate the time
Speaker 9: Thanks, Stephanie. Thanks, Stephanie. thanks stephanie
Speaker 8: Our next question comes from Patrick T. Brown from Raymond James. Your line is open, Patrick. Please go ahead. Our next question comes from Patrick T. our next question comes from patrick t Brown from Raymond James. brown from raymond james Your line is open, Patrick. your line is open patrick Please go ahead. please go ahead
Speaker 10: Yeah, hey. Good morning, guys. It's Tyler. Yeah, hey. yeah hey Good morning, guys. good morning guys It's Tyler. it's tyler
Speaker 7: Hey, Tyler. Hey, Tyler. hey tyler
Speaker 10: You there? Hey, all right. You there? you there Hey, all right. hey all right
Speaker 9: Yes. Yes. yes
Speaker 10: Hey. Congrats on the transaction. I got a question for Allen. We've been watching SECURE from afar for some time, but can you kind of give us a little bit of color on the visibility to organic growth in SECURE over the next few years? I think you guys have a pretty robust organic growth pipeline kind of building there. Real quick, Luke, would you expect this to be a separately reported segment once it's closed? Hey. hey Congrats on the transaction. congrats on the transaction I got a question for Allen. i got a question for allen We've been watching SECURE from afar for some time, but can you kind of give us a little bit of color on the visibility to organic growth in SECURE over the next few years? we've been watching secure from afar for some time but can you kind of give us a little bit of color on the visibility to organic growth in secure over the next few years I think you guys have a pretty robust organic growth pipeline kind of building there. i think you guys have a pretty robust organic growth pipeline kind of building there Real quick, Luke, would you expect this to be a separately reported segment once it's closed? real quick luke would you expect this to be a separately reported segment once it's closed
Speaker 3: Morning, Tyler. Yeah, I think when you look at our organic spend over the past few years, we've been averaging CAD 100 million in new projects. A lot of those projects have been funded with long-term contracts with very large customers. As we think about 2026, we've already announced CAD 75 million of growth capital in it, and it's a little bit unique in terms of growth capital. We do have price and volume growth, but we also have these new facilities that we bolt on or expand our existing locations. This year we're spending CAD 75. I expect that number is going to be higher as we get through the year. I've explained this before, our hopper's anywhere from CAD 300 million-CAD 400 million. Morning, Tyler. morning tyler Yeah, I think when you look at our organic spend over the past few years, we've been averaging CAD 100 million in new projects. yeah i think when you look at our organic spend over the past few years we've been averaging cad 100 million in new projects A lot of those projects have been funded with long-term contracts with very large customers. a lot of those projects have been funded with long-term contracts with very large customers As we think about 2026, we've already announced CAD 75 million of growth capital in it, and it's a little bit unique in terms of growth capital. as we think about 2026 we've already announced cad 75 million of growth capital in it and it's a little bit unique in terms of growth capital We do have price and volume growth, but we also have these new facilities that we bolt on or expand our existing locations. we do have price and volume growth but we also have these new facilities that we bolt on or expand our existing locations This year we're spending CAD 75. this year we're spending cad 75 I expect that number is going to be higher as we get through the year. i expect that number is going to be higher as we get through the year I've explained this before, our hopper's anywhere from CAD 300 million-CAD 400 million. i've explained this before our hopper's anywhere from cad 300 million-cad 400 million We're going to continue to execute CAD 100 million of opportunities per year, and obviously, that'll be in conjunction with having discussions with Patrick and Luke on what our best IRRs and where do we think our capital is best placed. That's not going to slow down. Our hopper is going to continue to grow. I think that the backdrop here in Western Canada is very strong, and I think we're going to have lots of opportunities and new opportunities to keep expanding that. No, it's quite strong. We're going to continue to execute CAD 100 million of opportunities per year, and obviously, that'll be in conjunction with having discussions with Patrick and Luke on what our best IRRs and where do we think our capital is best placed. we're going to continue to execute cad 100 million of opportunities per year and obviously that'll be in conjunction with having discussions with patrick and luke on what our best irrs and where do we think our capital is best placed That's not going to slow down. that's not going to slow down Our hopper is going to continue to grow. our hopper is going to continue to grow I think that the backdrop here in Western Canada is very strong, and I think we're going to have lots of opportunities and new opportunities to keep expanding that. i think that the backdrop here in western canada is very strong and i think we're going to have lots of opportunities and new opportunities to keep expanding that No, it's quite strong. no it's quite strong
Speaker 7: Tyler. Tyler. tyler
Speaker 10: Okay, Luke, on the king and, yeah. Okay, Luke, on the king and, yeah. okay luke on the king and yeah
Speaker 7: Yeah. In terms of your segment question, look, I mean, we're constantly evaluating our financial reporting, making sure we have sort of sufficient disclosure out there. As we get into 2027, which is when this is going to be sort of most relevant, we'll sort of revisit. Certainly, I don't think there's a scenario in which the SECURE business as it exists today would report it standalone just because of the sort of overlap that it would have with our Western Canada business. May do some resegmentation versus our current segment reporting. It'll be more 2027, as Patrick said. We'll look at the M&A that's happened, the relative size of the pieces at that time, and we'll look at that. Even if it's not a standalone segment, Tyler, we'll make sure to provide you some nice quarterly bridges so you can understand all the moving pieces. Yeah. yeah In terms of your segment question, look, I mean, we're constantly evaluating our financial reporting, making sure we have sort of sufficient disclosure out there. in terms of your segment question look i mean we're constantly evaluating our financial reporting making sure we have sort of sufficient disclosure out there As we get into 2027, which is when this is going to be sort of most relevant, we'll sort of revisit. as we get into 2027 which is when this is going to be sort of most relevant we'll sort of revisit Certainly, I don't think there's a scenario in which the SECURE business as it exists today would report it standalone just because of the sort of overlap that it would have with our Western Canada business. certainly i don't think there's a scenario in which the secure business as it exists today would report it standalone just because of the sort of overlap that it would have with our western canada business May do some resegmentation versus our current segment reporting. may do some resegmentation versus our current segment reporting It'll be more 2027, as Patrick said. it'll be more 2027 as patrick said We'll look at the M&A that's happened, the relative size of the pieces at that time, and we'll look at that. we'll look at the m&a that's happened the relative size of the pieces at that time and we'll look at that Even if it's not a standalone segment, Tyler, we'll make sure to provide you some nice quarterly bridges so you can understand all the moving pieces. even if it's not a standalone segment tyler we'll make sure to provide you some nice quarterly bridges so you can understand all the moving pieces
Speaker 10: Okay, Luke, I appreciate that. All right, Patrick, you kind of touched on it a little bit, and we can talk a little bit about SECURE and call it GFL proper and the overlap that you have, but how much does SECURE compete with GFL Environmental Services? Does this transaction change the calculus longer term on both your willingness and your ability to exercise that ES option in, call it, 2029 or 2030? Okay, Luke, I appreciate that. okay luke i appreciate that All right, Patrick, you kind of touched on it a little bit, and we can talk a little bit about SECURE and call it GFL proper and the overlap that you have, but how much does SECURE compete with GFL Environmental Services? all right patrick you kind of touched on it a little bit and we can talk a little bit about secure and call it gfl proper and the overlap that you have but how much does secure compete with gfl environmental services Does this transaction change the calculus longer term on both your willingness and your ability to exercise that ES option in, call it, 2029 or 2030? does this transaction change the calculus longer term on both your willingness and your ability to exercise that es option in call it 2029 or 2030
Speaker 9: Yeah. There's very little competitive dynamic between SECURE and the GFL ES business, which was, again, one of the reasons why we looked at where we were going to put it as a Board. Well aware that on the face of it, that maybe someone could poke a hole in, obviously, on every financial metric, there's nothing anybody can argue with that this transaction makes sense, right? Yeah. yeah There's very little competitive dynamic between SECURE and the GFL ES business, which was, again, one of the reasons why we looked at where we were going to put it as a Board. there's very little competitive dynamic between secure and the gfl es business which was again one of the reasons why we looked at where we were going to put it as a board Well aware that on the face of it, that maybe someone could poke a hole in, obviously, on every financial metric, there's nothing anybody can argue with that this transaction makes sense, right? well aware that on the face of it that maybe someone could poke a hole in obviously on every financial metric there's nothing anybody can argue with that this transaction makes sense right
Speaker 10: Mm-hmm. Mm-hmm. mm-hmm
Speaker 9: I think when you look and when you actually dig deep into what it is, the lion's share of what SECURE does is what GFL does across the country, both in Canada and the U.S., and the lion's share of those assets fit directly in. Again, long-term contracts against what we would view as post-collection assets that yield great financial results. Does it change anything in how I think about? Again, it complements the ES, but it doesn't compete with it. Again, I think from our perspective, it doesn't really change anything on what we would do with the asset. Again, you look at what the multiples of those are trading at in the private sector. We sold our ES business for almost 15.5-16x, right? You look at what Veolia paid for the Clean Earth business. I think when you look and when you actually dig deep into what it is, the lion's share of what SECURE does is what GFL does across the country, both in Canada and the U.S., and the lion's share of those assets fit directly in. i think when you look and when you actually dig deep into what it is the lion's share of what secure does is what gfl does across the country both in canada and the u.s and the lion's share of those assets fit directly in Again, long-term contracts against what we would view as post-collection assets that yield great financial results. again long-term contracts against what we would view as post-collection assets that yield great financial results Does it change anything in how I think about? does it change anything in how i think about Again, it complements the ES, but it doesn't compete with it. again it complements the es but it doesn't compete with it Again, I think from our perspective, it doesn't really change anything on what we would do with the asset. again i think from our perspective it doesn't really change anything on what we would do with the asset Again, you look at what the multiples of those are trading at in the private sector. again you look at what the multiples of those are trading at in the private sector We sold our ES business for almost 15.5-16x, right? we sold our es business for almost 15.5-16x right You look at what Veolia paid for the Clean Earth business. you look at what veolia paid for the clean earth business I think that thing traded for closer to 18-19x. We think buying this sort of around 11x pre-synergies on 2026 versus rolling that out to 2027, which is probably closer to 10x, and still meaningful opportunity for increased synergies with conversion of some of these landfills to receive some other incremental waste streams, as Allen said, to internalize more volumes into those landfills, is very compelling for us. I think this acquisition is going to provide exceptional results, both financially and operationally, with an exceptional management team that they have and with very low integration risk. I think that thing traded for closer to 18-19x. i think that thing traded for closer to 18-19x We think buying this sort of around 11x pre-synergies on 2026 versus rolling that out to 2027, which is probably closer to 10x, and still meaningful opportunity for increased synergies with conversion of some of these landfills to receive some other incremental waste streams, as Allen said, to internalize more volumes into those landfills, is very compelling for us. we think buying this sort of around 11x pre-synergies on 2026 versus rolling that out to 2027 which is probably closer to 10x and still meaningful opportunity for increased synergies with conversion of some of these landfills to receive some other incremental waste streams as allen said to internalize more volumes into those landfills is very compelling for us I think this acquisition is going to provide exceptional results, both financially and operationally, with an exceptional management team that they have and with very low integration risk. i think this acquisition is going to provide exceptional results both financially and operationally with an exceptional management team that they have and with very low integration risk Most importantly, their shareholders, their board, their largest shareholder believe in the combined entity and are taking 80% stock to keep this leverage neutral to be able to give us the firepower to go and continue growing the business and the combined entity and believe that there's material upside in the combination, and so do we. That's what makes it compelling for us. I think when you look at that, this is a very unique opportunity with an extremely great margin profile, free cash flow profile, and these opportunities don't come along every day. Sure. Would I have liked to done it when GFL was trading at CAD 5 or CAD 6 higher? Sure. At the end of the day, it doesn't materially change any of the economics as you move forward. Most importantly, their shareholders, their board, their largest shareholder believe in the combined entity and are taking 80% stock to keep this leverage neutral to be able to give us the firepower to go and continue growing the business and the combined entity and believe that there's material upside in the combination, and so do we. most importantly their shareholders their board their largest shareholder believe in the combined entity and are taking 80% stock to keep this leverage neutral to be able to give us the firepower to go and continue growing the business and the combined entity and believe that there's material upside in the combination and so do we That's what makes it compelling for us. that's what makes it compelling for us I think when you look at that, this is a very unique opportunity with an extremely great margin profile, free cash flow profile, and these opportunities don't come along every day. i think when you look at that this is a very unique opportunity with an extremely great margin profile free cash flow profile and these opportunities don't come along every day Sure. sure Would I have liked to done it when GFL was trading at CAD 5 or CAD 6 higher? would i have liked to done it when gfl was trading at cad 5 or cad 6 higher Sure. sure At the end of the day, it doesn't materially change any of the economics as you move forward. at the end of the day it doesn't materially change any of the economics as you move forward I think it just puts us uniquely square in the position of where we want to be. I think for all the reasons Luke and Allen have mentioned, we're just in a great spot, and it's going to be a great deal. The best deal are when both sides win, and shareholders of GFL are going to win, and SECURE shareholders are going to win over time as well. I think it's great. I think it just puts us uniquely square in the position of where we want to be. i think it just puts us uniquely square in the position of where we want to be I think for all the reasons Luke and Allen have mentioned, we're just in a great spot, and it's going to be a great deal. i think for all the reasons luke and allen have mentioned we're just in a great spot and it's going to be a great deal The best deal are when both sides win, and shareholders of GFL are going to win, and SECURE shareholders are going to win over time as well. the best deal are when both sides win and shareholders of gfl are going to win and secure shareholders are going to win over time as well I think it's great. i think it's great
Speaker 10: Okay. One really quick last one, Luke, on the U.S. GAAP transition. Does this change or slow that potential? Thanks, guys. Okay. okay One really quick last one, Luke, on the U.S. one really quick last one luke on the u.s GAAP transition. gaap transition Does this change or slow that potential? does this change or slow that potential Thanks, guys. thanks guys
Speaker 7: Yeah. Thanks, Tyler. No, we continue to evaluate and look at sort of options. The broader sort of financial reporting, we are going to continue to prepare to be a U.S. GAAP filer, and there likely will come a time when that is the right decision for this sort of company. When that exactly is still sort of TBD, but we'll be sort of prepared to sort of do so. Yeah. yeah Thanks, Tyler. thanks tyler No, we continue to evaluate and look at sort of options. no we continue to evaluate and look at sort of options The broader sort of financial reporting, we are going to continue to prepare to be a U.S. the broader sort of financial reporting we are going to continue to prepare to be a u.s GAAP filer, and there likely will come a time when that is the right decision for this sort of company. gaap filer and there likely will come a time when that is the right decision for this sort of company When that exactly is still sort of TBD, but we'll be sort of prepared to sort of do so. when that exactly is still sort of tbd but we'll be sort of prepared to sort of do so
Speaker 10: Okay. Okay. okay
Speaker 7: The index inclusion opportunity that was really a driving force as to why maybe you'd want to accelerate that. It is quite possible that the pro forma impact of SECURE together with GFL materially advances our index inclusion opportunity here in Canada, right? That could be a very nice sort of stepping stone along the way for broader index inclusion, perhaps reducing the sort of near-term impetus or need or desire to accelerate these things. The index inclusion opportunity that was really a driving force as to why maybe you'd want to accelerate that. the index inclusion opportunity that was really a driving force as to why maybe you'd want to accelerate that It is quite possible that the pro forma impact of SECURE together with GFL materially advances our index inclusion opportunity here in Canada, right? it is quite possible that the pro forma impact of secure together with gfl materially advances our index inclusion opportunity here in canada right That could be a very nice sort of stepping stone along the way for broader index inclusion, perhaps reducing the sort of near-term impetus or need or desire to accelerate these things. that could be a very nice sort of stepping stone along the way for broader index inclusion perhaps reducing the sort of near-term impetus or need or desire to accelerate these things
Speaker 9: Yeah. I think first step is the Russell, obviously, which we should get some more clarity on certainly by April 30th, which could be very favorable, and positive outcome is sort of our expectation. Obviously, no promises, no guarantees, but April 30th is when we should get some pretty good color in terms of what that looks like. Yeah. yeah I think first step is the Russell, obviously, which we should get some more clarity on certainly by April 30th, which could be very favorable, and positive outcome is sort of our expectation. i think first step is the russell obviously which we should get some more clarity on certainly by april 30th which could be very favorable and positive outcome is sort of our expectation Obviously, no promises, no guarantees, but April 30th is when we should get some pretty good color in terms of what that looks like. obviously no promises no guarantees but april 30th is when we should get some pretty good color in terms of what that looks like
Speaker 10: Yep. Okay. Thanks, guys. Yep. yep Okay. okay Thanks, guys. thanks guys
Speaker 9: Thanks, Tyler. Thanks, Tyler. thanks tyler
Speaker 8: Our next question comes from Kevin Chiang from CIBC Wood Gundy. Your line is open, Kevin. Please go ahead. Our next question comes from Kevin Chiang from CIBC Wood Gundy . our next question comes from kevin chiang from cibc wood gundy Your line is open, Kevin. your line is open kevin Please go ahead. please go ahead
Speaker 5: Yeah. Thanks for taking my question, everyone. Maybe you've noted a few times, these are complementary services with SECURE. I guess we've seen the Competition Bureau step in when you acquired Terrapure. Clearly they stepped in when SECURE acquired the Tervita assets. They seem to be, I guess, reticent around some of the consolidation more broadly in the Western Canadian waste industries. I guess, given your previous experience with them, just why you think maybe the Competition Bureau approves this deal in a short time with a H2 close? Maybe your experience with them gives you a little bit more color on the things that might be pain points that you would have addressed already in this transaction. Yeah. yeah Thanks for taking my question, everyone. thanks for taking my question everyone Maybe you've noted a few times, these are complementary services with SECURE. maybe you've noted a few times these are complementary services with secure I guess we've seen the Competition Bureau step in when you acquired Terrapure. i guess we've seen the competition bureau step in when you acquired terrapure Clearly they stepped in when SECURE acquired the Tervita assets. clearly they stepped in when secure acquired the tervita assets They seem to be, I guess, reticent around some of the consolidation more broadly in the Western Canadian waste industries. they seem to be i guess reticent around some of the consolidation more broadly in the western canadian waste industries I guess, given your previous experience with them, just why you think maybe the Competition Bureau approves this deal in a short time with a H2 close? i guess given your previous experience with them just why you think maybe the competition bureau approves this deal in a short time with a h2 close Maybe your experience with them gives you a little bit more color on the things that might be pain points that you would have addressed already in this transaction. maybe your experience with them gives you a little bit more color on the things that might be pain points that you would have addressed already in this transaction
Speaker 9: Yeah, I think at the end of the day, we're realists. A big part of the assessment we did was obviously doing just that. We are very well-prepared and have spent a significant amount of time doing the work that we needed to do to ensure that we didn't believe that there was any material regulatory issues. We'll make our submission over the course of the next sort of 7-15 days, and we'll start the process. Yeah, I think at the end of the day, we're realists. yeah i think at the end of the day we're realists A big part of the assessment we did was obviously doing just that. a big part of the assessment we did was obviously doing just that We are very well-prepared and have spent a significant amount of time doing the work that we needed to do to ensure that we didn't believe that there was any material regulatory issues. we are very well-prepared and have spent a significant amount of time doing the work that we needed to do to ensure that we didn't believe that there was any material regulatory issues We'll make our submission over the course of the next sort of 7 -15 days, and we'll start the process. we'll make our submission over the course of the next sort of 7 -15 days and we'll start the process But we feel very confident, both on the Secure side and on the GFL side, that this should be approved for all the reasons that sort of we've articulated on the call, highly complementary to our less competitive, and given the work that the bureau previously did with the recent Secure, Travita divestitures to WCN, is a good framework because I think a lot of that work has been done already, which gives us a lot of confidence in terms of what the bureau's expectations are going to be around certain markets, et cetera, given the work that was done as recently as in the last sort of 1.5 to two years. But we feel very confident, both on the Secure side and on the GFL side, that this should be approved for all the reasons that sort of we've articulated on the call, highly complementary to our less competitive, and given the work that the bureau previously did with the recent Secure, Travita divestitures to WCN, is a good framework because I think a lot of that work has been done already, which gives us a lot of confidence in terms of what the bureau's expectations are going to be around certain markets, et cetera, given the work that was done as recently as in the last sort of 1.5 to two years. but we feel very confident both on the secure side and on the gfl side that this should be approved for all the reasons that sort of we've articulated on the call highly complementary to our less competitive and given the work that the bureau previously did with the recent secure travita divestitures to wcn is a good framework because i think a lot of that work has been done already which gives us a lot of confidence in terms of what the bureau's expectations are going to be around certain markets et cetera given the work that was done as recently as in the last sort of 1.5 to two years
Speaker 5: That's helpful. Maybe just in terms of, Luke, you provide a good color on the cost synergy opportunities. In terms of just cross-selling, maybe you can speak to where you see some of the opportunities, if any, and then maybe your experience with your legacy ES business and the cross-selling strategy there. Does this accelerate that? Have you seen good success there, and clearly you think you can lever that into these SECURE assets? That's helpful. that's helpful Maybe just in terms of, Luke, you provide a good color on the cost synergy opportunities. maybe just in terms of luke you provide a good color on the cost synergy opportunities In terms of just cross-selling, maybe you can speak to where you see some of the opportunities, if any, and then maybe your experience with your legacy ES business and the cross-selling strategy there. in terms of just cross-selling maybe you can speak to where you see some of the opportunities if any and then maybe your experience with your legacy es business and the cross-selling strategy there Does this accelerate that? does this accelerate that Have you seen good success there, and clearly you think you can lever that into these SECURE assets? have you seen good success there and clearly you think you can lever that into these secure assets
Speaker 7: Yeah, Kevin, it's a great question. One of the things that gets us excited is you look at the SECURE facility network, it's mostly post-collection facilities, right? Collection isn't a meaningful part of the sort of SECURE service offering today, and it's obviously an area in Western Canada where we are very large and sort of well-entrenched, right? All those customers have collection needs as well, and so that seems like some low-hanging fruit opportunity on the commercial sort of synergy side. Additionally, you've heard us say something, but most customers have regular waste, solid waste needs, right? Yeah, Kevin, it's a great question. yeah kevin it's a great question One of the things that gets us excited is you look at the SECURE facility network, it's mostly post-collection facilities, right? one of the things that gets us excited is you look at the secure facility network it's mostly post-collection facilities right Collection isn't a meaningful part of the sort of SECURE service offering today, and it's obviously an area in Western Canada where we are very large and sort of well-entrenched, right? collection isn't a meaningful part of the sort of secure service offering today and it's obviously an area in western canada where we are very large and sort of well-entrenched right All those customers have collection needs as well, and so that seems like some low-hanging fruit opportunity on the commercial sort of synergy side. all those customers have collection needs as well and so that seems like some low-hanging fruit opportunity on the commercial sort of synergy side Additionally, you've heard us say something, but most customers have regular waste, solid waste needs, right? additionally you've heard us say something but most customers have regular waste solid waste needs right There's an opportunity to look at the sort of customer book and ensure that if there's customers there that SECURE is servicing in some capacity, if they have regular waste commercial or normal course waste, that represents another sort of opportunity to expand the GFL service offering in that. We're excited about the commercial synergy opportunity. We think that could take the cost synergy of CAD 25 million opportunity up to something, as I said, two to three times higher than that over the course of this sort of coming together. That's something that we will update and articulate as we get closer to integration and have that sort of more well laid out. There's an opportunity to look at the sort of customer book and ensure that if there's customers there that SECURE is servicing in some capacity, if they have regular waste commercial or normal course waste, that represents another sort of opportunity to expand the GFL service offering in that. there's an opportunity to look at the sort of customer book and ensure that if there's customers there that secure is servicing in some capacity if they have regular waste commercial or normal course waste that represents another sort of opportunity to expand the gfl service offering in that We're excited about the commercial synergy opportunity. we're excited about the commercial synergy opportunity We think that could take the cost synergy of CAD 25 million opportunity up to something, as I said, two to three times higher than that over the course of this sort of coming together. we think that could take the cost synergy of cad 25 million opportunity up to something as i said two to three times higher than that over the course of this sort of coming together That's something that we will update and articulate as we get closer to integration and have that sort of more well laid out. that's something that we will update and articulate as we get closer to integration and have that sort of more well laid out
Speaker 5: That's good. Thank you for taking my questions. That's good. that's good Thank you for taking my questions. thank you for taking my questions
Speaker 8: Our next question comes from Konark Gupta from Scotia Capital. Your line is open. Please go ahead. Our next question comes from Konark Gupta from Scotia Capital. our next question comes from konark gupta from scotia capital Your line is open. your line is open Please go ahead. please go ahead
Speaker 6: Yeah. Thanks, operator. Good morning, everyone. Allen, great to hear your voice on GFL call. Congrats on the deal, guys. Maybe first one for me, Patrick, Luke, do you know the 80 assets you're acquiring here or 80 sites from SECURE? How do they compare to the 29 sites SECURE, Tervita had to divest in 2024 to Waste Connections? Yeah. yeah Thanks, operator. thanks operator Good morning, everyone. good morning everyone Allen, great to hear your voice on GFL call. allen great to hear your voice on gfl call Congrats on the deal, guys. congrats on the deal guys Maybe first one for me, Patrick, Luke, do you know the 80 assets you're acquiring here or 80 sites from SECURE? maybe first one for me patrick luke do you know the 80 assets you're acquiring here or 80 sites from secure How do they compare to the 29 sites SECURE, Tervita had to divest in 2024 to Waste Connections? how do they compare to the 29 sites secure tervita had to divest in 2024 to waste connections
Speaker 9: Probably a better question for Allen, but I think from our perspective is very similar. I'll turn it over to Allen. Probably a better question for Allen, but I think from our perspective is v ery similar. probably a better question for allen but i think from our perspective is v ery similar I'll turn it over to Allen. i'll turn it over to allen
Speaker 3: Yeah, you're exactly right. I always characterized it as they were a representative sample of our overall network of 80 facilities. We would be directly in line with these locations where they're spread across Western Canada. In some markets, we do compete with WCN, but for the most part, yeah, they're a representative sample of the assets. Yeah, you're exactly right. yeah you're exactly right I always characterized it as they were a representative sample of our overall network of 80 facilities. i always characterized it as they were a representative sample of our overall network of 80 facilities We would be directly in line with these locations where they're spread across Western Canada. we would be directly in line with these locations where they're spread across western canada In some markets, we do compete with WCN, but for the most part, yeah, they're a representative sample of the assets. in some markets we do compete with wcn but for the most part yeah they're a representative sample of the assets
Speaker 6: Thanks, Allen. If you look at the commodity exposure, and Allen, I think we have chatted about it in the past, too. I mean, you guys are 80% production-tied, so probably not a lot, but maybe more a question of strategic rationale here, Patrick, for you. Are you taking a lot more commodity risk at this point, do you think, with the 10%+ E&P exposure you will have and where the commodity prices are today? I mean, they may not be sustainable long term. Any thoughts there? Thanks, Allen. thanks allen If you look at the commodity exposure, and Allen, I think we have chatted about it in the past, too. if you look at the commodity exposure and allen i think we have chatted about it in the past too I mean, you guys are 80% production-tied, so probably not a lot, but maybe more a question of strategic rationale here, Patrick, for you. i mean you guys are 80% production-tied so probably not a lot but maybe more a question of strategic rationale here patrick for you Are you taking a lot more commodity risk at this point, do you think, with the 10%+ E&P exposure you will have and where the commodity prices are today? are you taking a lot more commodity risk at this point do you think with the 10%+ e&p exposure you will have and where the commodity prices are today I mean, they may not be sustainable long term. i mean they may not be sustainable long term Any thoughts there? any thoughts there
Speaker 9: Yeah. Well, again, I think that was the beauty of the business is the way that Allen and his management team have retooled the business over the last five years. There's very low commodity risk. I think we took a lot of comfort in sort of CAD 55-CAD 60 WTI last year in sort of how the business performed. I think that's the beauty of the business, how they've built it now, but dizzying highs and terrifying lows, the business generally performs very similar. Yeah, there might be some modest upside from the numbers we looked at with the increased sort of WTI. All of our work, we actually entered into the transaction, and our work was done pre the war in Iran. Yeah. yeah Well, again, I think that was the beauty of the business is the way that Allen and his management team have retooled the business over the last five years. well again i think that was the beauty of the business is the way that allen and his management team have retooled the business over the last five years There's very low commodity risk. there's very low commodity risk I think we took a lot of comfort in sort of CAD 55-CAD 60 WTI last year in sort of how the business performed. i think we took a lot of comfort in sort of cad 55-cad 60 wti last year in sort of how the business performed I think that's the beauty of the business, how they've built it now, but dizzying highs and terrifying lows, the business generally performs very similar. i think that's the beauty of the business how they've built it now but dizzying highs and terrifying lows the business generally performs very similar Yeah, there might be some modest upside from the numbers we looked at with the increased sort of WTI. yeah there might be some modest upside from the numbers we looked at with the increased sort of wti All of our work, we actually entered into the transaction, and our work was done pre the war in Iran. all of our work we actually entered into the transaction and our work was done pre the war in iran I think when you look at it from that perspective, again, we took a lot of comfort in that there wasn't a lot of commodity risk. From our perspective, there's not, and a lot of this is sort of on the maintenance side and not dependent on incremental waste streams that come from new drilling, et cetera. I think we feel very comfortable about it. Again, it's immaterial in the overall book of business, like we said last year. Like I said in my previous comments, of sort of CAD 9.5 plus billion of revenue for 2027, there's modest commodity risk. I think from our perspective, that is a very good place to be with just given how Allen and the management team have retooled the business. I think when you look at it from that perspective, again, we took a lot of comfort in that there wasn't a lot of commodity risk. i think when you look at it from that perspective again we took a lot of comfort in that there wasn't a lot of commodity risk From our perspective, there's not, and a lot of this is sort of on the maintenance side and not dependent on incremental waste streams that come from new drilling, et cetera. from our perspective there's not and a lot of this is sort of on the maintenance side and not dependent on incremental waste streams that come from new drilling et cetera I think we feel very comfortable about it. i think we feel very comfortable about it Again, it's immaterial in the overall book of business, like we said last year. again it's immaterial in the overall book of business like we said last year Like I said in my previous comments, of sort of CAD 9.5 plus billion of revenue for 2027, there's modest commodity risk. like i said in my previous comments of sort of cad 9.5 plus billion of revenue for 2027 there's modest commodity risk I think from our perspective, that is a very good place to be with just given how Allen and the management team have retooled the business. i think from our perspective that is a very good place to be with just given how allen and the management team have retooled the business
Speaker 7: Konark, just to add that very modest commodity risk that Patrick said, the fact that it's countercyclical to our existing GFL business, what I mean by that, our diesel price, we buy 50 million gallons of diesel, that going up and down. I mean, the sort of commodity risk in SECURE is sort of the inverse of that. We used to have a little bit of that when we had the ES business that served as a sort of natural economic hedge against sort of diesel price volatility that, as you know, solid waste business could have on a short-term basis. Notwithstanding Patrick's emphasis that we think the commodity risk is de minimis, the fact that it goes the opposite direction of the risk that I have in the GFL's diesel consumption is a nice natural hedge. Konark, just to add that very modest commodity risk that Patrick said, the fact that it's countercyclical to our existing GFL business, what I mean by that, our diesel price, we buy 50 million gallons of diesel, that going up and down. konark just to add that very modest commodity risk that patrick said the fact that it's countercyclical to our existing gfl business what i mean by that our diesel price we buy 50 million gallons of diesel that going up and down I mean, the sort of commodity risk in SECURE is sort of the inverse of that. i mean the sort of commodity risk in secure is sort of the inverse of that We used to have a little bit of that when we had the ES business that served as a sort of natural economic hedge against sort of diesel price volatility that, as you know, solid waste business could have on a short-term basis. we used to have a little bit of that when we had the es business that served as a sort of natural economic hedge against sort of diesel price volatility that as you know solid waste business could have on a short-term basis Notwithstanding Patrick's emphasis that we think the commodity risk is de minimis, the fact that it goes the opposite direction of the risk that I have in the GFL's diesel consumption is a nice natural hedge. notwithstanding patrick's emphasis that we think the commodity risk is de minimis the fact that it goes the opposite direction of the risk that i have in the gfl's diesel consumption is a nice natural hedge
Speaker 6: Makes sense. Thanks for the time, guys. Thank you. Makes sense. makes sense Thanks for the time, guys. thanks for the time guys Thank you. thank you
Speaker 8: Our next question comes from Trevor Romeo from William Blair. Your line is open, Trevor. Please go ahead. Our next question comes from Trevor Romeo from William Blair. our next question comes from trevor romeo from william blair Your line is open, Trevor. your line is open trevor Please go ahead. please go ahead
Speaker 15: morning. Thank you very much for taking my questions here. Patrick, I think you talked about very low integration risk here. I was wondering maybe if you could talk a little bit more specifically about the integration plans that you have. I guess, are there any sort of bigger migration efforts required in terms of the brand? Do you keep the SECURE brand to market? Do you integrate under GFL? Just any more details you can provide on kind of the integration plan, how much, how fast, anything like that would be helpful. morning. morning Thank you very much for taking my questions here. thank you very much for taking my questions here Patrick, I think you talked about very low integration risk here. patrick i think you talked about very low integration risk here I was wondering maybe if you could talk a little bit more specifically about the integration plans that you have. i was wondering maybe if you could talk a little bit more specifically about the integration plans that you have I guess, are there any sort of bigger migration efforts required in terms of the brand? i guess are there any sort of bigger migration efforts required in terms of the brand Do you keep the SECURE brand to market? do you keep the secure brand to market Do you integrate under GFL? do you integrate under gfl Just any more details you can provide on kind of the integration plan, how much, how fast, anything like that would be helpful. just any more details you can provide on kind of the integration plan how much how fast anything like that would be helpful
Speaker 9: Yeah. Break it out, again, client-facing and then sort of back office. The way we sort of think about M&A, the SECURE brand will move to the GFL brand over time. It is not going to sort of happen overnight, but will definitely happen over time. I think obviously on the HR front, the accounting front, sort of on pricing and procurement. Again, from an integration perspective, that's sort of rinse and repeat. We have done that multiple times with over 300+ acquisitions. We have a very well-defined playbook on that front. I think operating systems, again, where we are today with sort of AI, the integration of those into sort of our back-office systems is going to be very quick. Obviously, the moving to our accounting system is going to be very quick. Yeah. yeah Break it out, again, client-facing and then sort of back office. break it out again client-facing and then sort of back office The way we sort of think about M&A, the SECURE brand will move to the GFL brand over time. It is not going to sort of happen overnight, but will definitely happen over time. the way we sort of think about m&a the secure brand will move to the gfl brand over time. it is not going to sort of happen overnight but will definitely happen over time I think obviously on the HR front, the accounting front, sort of on pricing and procurement. i think obviously on the hr front the accounting front sort of on pricing and procurement Again, from an integration perspective, that's sort of rinse and repeat. We have done that multiple times with over 300+ acquisitions. again from an integration perspective that's sort of rinse and repeat. we have done that multiple times with over 300+ acquisitions We have a very well-defined playbook on that front. we have a very well-defined playbook on that front I think operating systems, again, where we are today with sort of AI, the integration of those into sort of our back-office systems is going to be very quick. i think operating systems again where we are today with sort of ai the integration of those into sort of our back-office systems is going to be very quick Obviously, the moving to our accounting system is going to be very quick. obviously the moving to our accounting system is going to be very quick Moving to our HR platform is going to be very quick, with sort of very low risk. The beauty is, with the assets that are sort of highly complementary, we haven't modeled significant sort of synergies coming from facility consolidations, et cetera, and headcount reductions. That's not what this is about. I think from where we sit, going to be very modest integration risk, if any, at all. It should be very smooth, it should be very quick, and shouldn't really have any issues. Moving to our HR platform is going to be very quick, with sort of very low risk. moving to our hr platform is going to be very quick with sort of very low risk The beauty is, with the assets that are sort of highly complementary, we haven't modeled significant sort of synergies coming from facility consolidations, et cetera, and headcount reductions. the beauty is with the assets that are sort of highly complementary we haven't modeled significant sort of synergies coming from facility consolidations et cetera and headcount reductions That's not what this is about. that's not what this is about I think from where we sit, going to be very modest integration risk, if any, at all. i think from where we sit going to be very modest integration risk if any at all It should be very smooth, it should be very quick, and shouldn't really have any issues. it should be very smooth it should be very quick and shouldn't really have any issues
Speaker 7: Trevor, one of the things you've heard us say before, people often think larger deals pose a sort of greater integration risk. Our experience has been the quality and capabilities of the team that come along with a larger deal actually materially sort of aids in sort of integration sort of planning. When you think about, as Patrick was saying, whether sort of Chad, the CFO running the finance function, Michael in HR, these are very organized, well-qualified professionals with processes, et cetera. We've historically found that to really sort of ease the integration process versus what you might see in some of the smaller, what we call mom-and-pops, that are less accustomed to the processes, systems, et cetera, associated with being part of a public company like GFL. Trevor, one of the things you've heard us say before, people often think larger deals pose a sort of greater integration risk. trevor one of the things you've heard us say before people often think larger deals pose a sort of greater integration risk Our experience has been the quality and capabilities of the team that come along with a larger deal actually materially sort of aids in sort of integration sort of planning. our experience has been the quality and capabilities of the team that come along with a larger deal actually materially sort of aids in sort of integration sort of planning When you think about, as Patrick was saying, whether sort of Chad, the CFO running the finance function, Michael in HR, these are very organized, well-qualified professionals with processes, et cetera. when you think about as patrick was saying whether sort of chad the cfo running the finance function michael in hr these are very organized well-qualified professionals with processes et cetera We've historically found that to really sort of ease the integration process versus what you might see in some of the smaller, what we call mom-and-pops, that are less accustomed to the processes, systems, et cetera, associated with being part of a public company like GFL. we've historically found that to really sort of ease the integration process versus what you might see in some of the smaller what we call mom-and-pops that are less accustomed to the processes systems et cetera associated with being part of a public company like gfl
Speaker 15: Great. Thank you for that. Maybe for my follow-up, I guess you've kind of announced two larger deals recently with Frontier and now SECURE. You talked about, I think CAD 400 million-CAD 500 million in core tuck-ins the rest of the year. I guess as you think about the next few years and kind of the pipeline for deals that are maybe larger than your typical CAD 30 million and under EV mom-and-pop type tuck-ins, what else is out there? What are you kind of interested in doing? How do you think about that opportunity, I guess, over the next few years? Thank you. Great. great Thank you for that. thank you for that Maybe for my follow-up, I guess you've kind of announced two larger deals recently with Frontier and now SECURE. maybe for my follow-up i guess you've kind of announced two larger deals recently with frontier and now secure You talked about, I think CAD 400 million-CAD 500 million in core tuck-ins the rest of the year. you talked about i think cad 400 million-cad 500 million in core tuck-ins the rest of the year I guess as you think about the next few years and kind of the pipeline for deals that are maybe larger than your typical CAD 30 million and under EV mom-and-pop type tuck-ins, what else is out there? i guess as you think about the next few years and kind of the pipeline for deals that are maybe larger than your typical cad 30 million and under ev mom-and-pop type tuck-ins what else is out there What are you kind of interested in doing? what are you kind of interested in doing How do you think about that opportunity, I guess, over the next few years? how do you think about that opportunity i guess over the next few years Thank you. thank you
Speaker 9: Yeah, nothing short of any size or scale anywhere near sort of the Frontier size. I mean, again, like we've said historically, those sort of come up every sort of couple years. That was one obviously we've been working on for a while. I think as we sort of look into 2027, where we sit today, obviously things can change, but where we sort of sit today, there's a couple of opportunities that I would say are north of CAD 50 million of EBITDA that again, always on our radar, always in discussions with. Again, the lion's share of what we see today is, again, CAD 1 million-CAD 10 million of EBITDA across a broad book, both in Canada and the U.S. Yeah, nothing short of any size or scale anywhere near sort of the Frontier size. yeah nothing short of any size or scale anywhere near sort of the frontier size I mean, again, like we've said historically, those sort of come up every sort of couple years. i mean again like we've said historically those sort of come up every sort of couple years That was one obviously we've been working on for a while. that was one obviously we've been working on for a while I think as we sort of look into 2027, where we sit today, obviously things can change, but where we sort of sit today, there's a couple of opportunities that I would say are north of CAD 50 million of EBITDA that again, always on our radar, always in discussions with. i think as we sort of look into 2027 where we sit today obviously things can change but where we sort of sit today there's a couple of opportunities that i would say are north of cad 50 million of ebitda that again always on our radar always in discussions with Again, the lion's share of what we see today is, again, CAD 1 million-CAD 10 million of EBITDA across a broad book, both in Canada and the U.S. again the lion's share of what we see today is again cad 1 million-cad 10 million of ebitda across a broad book both in canada and the u.s No plans to go outside the geographies that we're operating in today, and we're just going to keep doing exactly what we've done, sort of rinse and repeat for sort of a long period of time. I think as we move into 2027, from an integration perspective, obviously the team's set up to do it, but Frontier was well underway going into the end of last year and through the beginning of this year. Integration there is well in hand and expectations that'll be done in the next sort of 45-60 days. Now as we turn our sights to the larger one and SECURE, again, very good team there that will make that process seamless. Again, we're not expecting anything there. As we said, we'll spend another sort of CAD 400 million-CAD 500 million on traditional tuck-in M&A this year. No plans to go outside the geographies that we're operating in today, and we're just going to keep doing exactly what we've done, sort of rinse and repeat for sort of a long period of time. no plans to go outside the geographies that we're operating in today and we're just going to keep doing exactly what we've done sort of rinse and repeat for sort of a long period of time I think as we move into 2027, from an integration perspective, obviously the team's set up to do it, but Frontier was well underway going into the end of last year and through the beginning of this year. i think as we move into 2027 from an integration perspective obviously the team's set up to do it but frontier was well underway going into the end of last year and through the beginning of this year Integration there is well in hand and expectations that'll be done in the next sort of 45-60 days. integration there is well in hand and expectations that'll be done in the next sort of 45-60 days Now as we turn our sights to the larger one and SECURE, again, very good team there that will make that process seamless. now as we turn our sights to the larger one and secure again very good team there that will make that process seamless Again, we're not expecting anything there. again we're not expecting anything there As we said, we'll spend another sort of CAD 400 million-CAD 500 million on traditional tuck-in M&A this year. as we said we'll spend another sort of cad 400 million-cad 500 million on traditional tuck-in m&a this year
Speaker 15: All right, guys. Thanks a lot. Congrats on the deal. All right, guys. all right guys Thanks a lot. thanks a lot Congrats on the deal. congrats on the deal
Speaker 9: Thank you. Thank you. thank you
Speaker 8: Our next question comes from Shlomo Rosenbaum from Stifel. Your line is open. Please go ahead. Our next question comes from Shlomo Rosenbaum from Stifel. our next question comes from shlomo rosenbaum from stifel Your line is open. your line is open Please go ahead. please go ahead
Speaker 12: Hi. Good morning. Thank you for taking my question. I have kind of a strategic question. Looking at it from Allen's side and Patrick's side, Allen, maybe you can comment a little bit more on strategically why getting together with GFL should accelerate the growth for your core business. You made a comment that you think you could grow faster afterwards. Strategically, Patrick, do you think about the business being more economically sensitive post this kind of acquisition or maybe you could just give us a thought on that, and then I have one follow-up for Luke. Hi. hi Good morning. good morning Thank you for taking my question. thank you for taking my question I have kind of a strategic question. i have kind of a strategic question Looking at it from Allen's side and Patrick's side, Allen, maybe you can comment a little bit more on strategically why getting together with GFL should accelerate the growth for your core business. looking at it from allen's side and patrick's side allen maybe you can comment a little bit more on strategically why getting together with gfl should accelerate the growth for your core business You made a comment that you think you could grow faster afterwards. you made a comment that you think you could grow faster afterwards Strategically, Patrick, do you think about the business being more economically sensitive post this kind of acquisition or maybe you could just give us a thought on that, and then I have one follow-up for Luke. strategically patrick do you think about the business being more economically sensitive post this kind of acquisition or maybe you could just give us a thought on that and then i have one follow-up for luke
Speaker 3: Sure. I'll start. Thanks for the question. Yeah. When we look at the businesses, and Luke had mentioned it, we want to look across our infrastructure platform that we said multiple times is very complementary. When we look at our service offerings to our customers and they see a broader suite of offerings, specifically on the waste collection and on the infra side, we're going to be able to expand what we do together for that customer and offer that better service offering. When we think about the access to capital, when you put a larger company together, we're going to be CAD 37 billion together here, and you look at the cost of capital, and we have access to more capital that we could deploy to some of these organic opportunities, which they're fantastic. We're building these things at a 4-5x multiples. Sure. sure I'll start. i'll start Thanks for the question. thanks for the question Yeah. yeah When we look at the businesses, and Luke had mentioned it, we want to look across our infrastructure platform that we said multiple times is very complementary. when we look at the businesses and luke had mentioned it we want to look across our infrastructure platform that we said multiple times is very complementary When we look at our service offerings to our customers and they see a broader suite of offerings, specifically on the waste collection and on the infra side, we're going to be able to expand what we do together for that customer and offer that better service offering. when we look at our service offerings to our customers and they see a broader suite of offerings specifically on the waste collection and on the infra side we're going to be able to expand what we do together for that customer and offer that better service offering When we think about the access to capital, when you put a larger company together, we're going to be CAD 37 billion together here, and you look at the cost of capital, and we have access to more capital that we could deploy to some of these organic opportunities, which they're fantastic. when we think about the access to capital when you put a larger company together we're going to be cad 37 billion together here and you look at the cost of capital and we have access to more capital that we could deploy to some of these organic opportunities which they're fantastic We're building these things at a 4-5x multiples. we're building these things at a 4-5x multiples We look at opportunities that target after-tax IRR of greater than 20%. We're going to look at the network together. We're going to look at the offer of opportunities. As I said, the backdrop here in Western Canada continues to get better as we think about the longer term and the set of some of the areas we're located at continue to grow each year. We see production in Canada growing at 2%-3%, which just means more waste volumes. When you see more waste volumes, we see more opportunities to deploy capital. I think with the team and the total infrastructure, I think that's going to be very advantageous to work together on what our platform can do and how quickly it can grow. Even when I think about LNG and the coast, we've got a waste plant in Kitimat. We look at opportunities that target after-tax IRR of greater than 20%. we look at opportunities that target after-tax irr of greater than 20% We're going to look at the network together. we're going to look at the network together We're going to look at the offer of opportunities. we're going to look at the offer of opportunities As I said, the backdrop here in Western Canada continues to get better as we think about the longer term and the set of some of the areas we're located at continue to grow each year. as i said the backdrop here in western canada continues to get better as we think about the longer term and the set of some of the areas we're located at continue to grow each year We see production in Canada growing at 2%-3%, which just means more waste volumes. we see production in canada growing at 2%-3% which just means more waste volumes When you see more waste volumes, we see more opportunities to deploy capital. when you see more waste volumes we see more opportunities to deploy capital I think with the team and the total infrastructure, I think that's going to be very advantageous to work together on what our platform can do and how quickly it can grow. i think with the team and the total infrastructure i think that's going to be very advantageous to work together on what our platform can do and how quickly it can grow Even when I think about LNG and the coast, we've got a waste plant in Kitimat. even when i think about lng and the coast we've got a waste plant in kitimat There's more we can do there. We've got our new Redwater facility, which is a Class I facility. There's only two Class I hazardous landfills in Alberta. We own one of them, and so there's obviously going to be material there that we could bring in, which we alluded to earlier. Yeah, there's lots of opportunities here to accelerate. There's more we can do there. there's more we can do there We've got our new Redwater facility, which is a Class I facility. we've got our new redwater facility which is a class i facility There's only two Class I hazardous landfills in Alberta. there's only two class i hazardous landfills in alberta We own one of them, and so there's obviously going to be material there that we could bring in, which we alluded to earlier. we own one of them and so there's obviously going to be material there that we could bring in which we alluded to earlier Yeah, there's lots of opportunities here to accelerate. yeah there's lots of opportunities here to accelerate
Speaker 9: Yeah. Okay. Your point on sort of the economic sensitivity to the business, where we sort of sit today, again, if you look at SECURE, all of our businesses are economically sensitive to the macro. That being said, if you want to just look at the perspective of the SECURE business and sort of what is tied to more sort of commodity-based streams, and you take that, and let's call it 20% of the revenue today, 20% of the revenue on CAD 1.5 billion-CAD 1.6 billion is sort of CAD 300 million. If you think about CAD 300 million of economically sensitive revenue tied to a business that's going to generate somewhere north of CAD 9.5 Billion, it's minuscule in the grand scheme of things, right? Again, that's not something that worries us. Yeah. yeah Okay. Your point on sort of the economic sensitivity to the business, where we sort of sit today, again, if you look at SECURE, all of our businesses are economically sensitive to the macro. okay your point on sort of the economic sensitivity to the business where we sort of sit today again if you look at secure all of our businesses are economically sensitive to the macro That being said, if you want to just look at the perspective of the SECURE business and sort of what is tied to more sort of commodity-based streams, and you take that, and let's call it 20% of the revenue today, 20% of the revenue on CAD 1.5 billion-CAD 1.6 billion is sort of CAD 300 million. that being said if you want to just look at the perspective of the secure business and sort of what is tied to more sort of commodity-based streams and you take that and let's call it 20% of the revenue today 20% of the revenue on cad 1.5 billion-cad 1.6 billion is sort of cad 300 million If you think about CAD 300 million of economically sensitive revenue tied to a business that's going to generate somewhere north of CAD 9.5 Billion, it's minuscule in the grand scheme of things, right? if you think about cad 300 million of economically sensitive revenue tied to a business that's going to generate somewhere north of cad 9.5 billion it's minuscule in the grand scheme of things right Again, that's not something that worries us. again that's not something that worries us Going back to Luke's point, it's sort of a natural hedge against the other parts of our portfolio, so we feel sort of very comfortable with that. Going back to Luke's point, it's sort of a natural hedge against the other parts of our portfolio, so we feel sort of very comfortable with that. going back to luke's point it's sort of a natural hedge against the other parts of our portfolio so we feel sort of very comfortable with that
Speaker 12: Okay, thanks. Luke, is it fair to assume that the way that you looked at this was just a matter of that CAD 25 million of synergies based on what SECURE was talking about, kind of coming out in the Q4 of the year, because with some of the changes in crude prices, it looks like the EBITDA target looks a little bit low? Okay, thanks. okay thanks Luke, is it fair to assume that the way that you looked at this was just a matter of that CAD 25 million of synergies based on what SECURE was talking about, kind of coming out in the Q4 of the year, because with some of the changes in crude prices, it looks like the EBITDA target looks a little bit low? luke is it fair to assume that the way that you looked at this was just a matter of that cad 25 million of synergies based on what secure was talking about kind of coming out in the q4 of the year because with some of the changes in crude prices it looks like the ebitda target looks a little bit low
Speaker 7: Yeah. Shlomo, one thing we've realized in these public equity markets, and Allen knows it as well, is that you guys like under-promising and over-delivering. We've just taken SECURE's base guidance that they gave at the beginning of the year. I'm sure when Allen and his team, so to speak, on their quarterly update, they'll provide their outlook. We're certainly feeling like there could be upside to SECURE's numbers. Similarly, you'll note that all the financial metrics in this deck are based on GFL's original guidance, which as we've very clearly said, is going to get raised significantly as well. We think there's upside to these numbers. Yeah. yeah Shlomo, one thing we've realized in these public equity markets, and Allen knows it as well, is that you guys like under-promising and over-delivering. shlomo one thing we've realized in these public equity markets and allen knows it as well is that you guys like under-promising and over-delivering We've just taken SECURE's base guidance that they gave at the beginning of the year. we've just taken secure's base guidance that they gave at the beginning of the year I'm sure when Allen and his team, so to speak, on their quarterly update, they'll provide their outlook. i'm sure when allen and his team so to speak on their quarterly update they'll provide their outlook We're certainly feeling like there could be upside to SECURE's numbers. we're certainly feeling like there could be upside to secure's numbers Similarly, you'll note that all the financial metrics in this deck are based on GFL's original guidance, which as we've very clearly said, is going to get raised significantly as well. similarly you'll note that all the financial metrics in this deck are based on gfl's original guidance which as we've very clearly said is going to get raised significantly as well We think there's upside to these numbers. we think there's upside to these numbers The synergy concept of CAD 25 million spoke about earlier on the call, think there's upside to that, and the fact that the financials are so compelling, even with this conservative view, is part of the aspect that gets us excited when we think about what we ultimately may be able to deliver above and beyond this baseline. The synergy concept of CAD 25 million spoke about earlier on the call, think there's upside to that, and the fact that the financials are so compelling, even with this conservative view, is part of the aspect that gets us excited when we think about what we ultimately may be able to deliver above and beyond this baseline. the synergy concept of cad 25 million spoke about earlier on the call think there's upside to that and the fact that the financials are so compelling even with this conservative view is part of the aspect that gets us excited when we think about what we ultimately may be able to deliver above and beyond this baseline
Speaker 9: Yeah, Shlomo, just again, I want to reiterate the point. We're big believers in Western Canada. We think Western Canada is going to be the growth engine for Canada for the next number of years, and we want to have exposure to that market, more exposure than we currently have, which has been an amazing market for us over the last 16 years. We're not changing the strategy where we're going to go into Texas and other places and buy some business that has more exposure to sort of E&P. The strategy is the same. We just have more capital deployed on the existing strategy that we had over the next number of years, in a market where we already operate that's sort of highly complementary. Yeah, Shlomo, just again, I want to reiterate the point. yeah shlomo just again i want to reiterate the point We're big believers in Western Canada. we're big believers in western canada We think Western Canada is going to be the growth engine for Canada for the next number of years, and we want to have exposure to that market, more exposure than we currently have, which has been an amazing market for us over the last 16 years. We're not changing the strategy where we're going to go into Texas and other places and buy some business that has more exposure to sort of E&P. we think western canada is going to be the growth engine for canada for the next number of years and we want to have exposure to that market more exposure than we currently have which has been an amazing market for us over the last 16 years. we're not changing the strategy where we're going to go into texas and other places and buy some business that has more exposure to sort of e&p The strategy is the same. the strategy is the same We just have more capital deployed on the existing strategy that we had over the next number of years, in a market where we already operate that's sort of highly complementary. we just have more capital deployed on the existing strategy that we had over the next number of years in a market where we already operate that's sort of highly complementary Again, great assets, great margin profile, great free cash flow profile, very low volatility in a market we love is the sort of rationale for the transaction. Again, great assets, great margin profile, great free cash flow profile, very low volatility in a market we love is the sort of rationale for the transaction. again great assets great margin profile great free cash flow profile very low volatility in a market we love is the sort of rationale for the transaction
Speaker 12: Great. Thank you so much. Great. great Thank you so much. thank you so much
Speaker 9: Thank you. Thank you. thank you
Speaker 8: Our next question comes from James Schumm from TD Cowen. Your line is open, James. Please go ahead. Our next question comes from James Schumm from TD Cowen. our next question comes from james schumm from td cowen Your line is open, James. your line is open james Please go ahead. please go ahead
Speaker 4: Hey, thanks, and good morning. Yeah, not knowing SECURE's business as well, I just wanted to drill down on the commercial overlap opportunities again. What are the commercial overlap opportunities? You're not using the same disposal collection assets, right? Luke, you mentioned the synergies, it's more on the revenue synergy side, right? Maybe you could talk about are there opportunities with the landfills, and you could talk about that, internalizing some waste there. Hey, thanks, and good morning. hey thanks and good morning Yeah, not knowing SECURE's business as well, I just wanted to drill down on the commercial overlap opportunities again. yeah not knowing secure's business as well i just wanted to drill down on the commercial overlap opportunities again What are the commercial overlap opportunities? what are the commercial overlap opportunities You're not using the same disposal collection assets, right? you're not using the same disposal collection assets right Luke, you mentioned the synergies, it's more on the revenue synergy side, right? luke you mentioned the synergies it's more on the revenue synergy side right Maybe you could talk about are there opportunities with the landfills, and you could talk about that, internalizing some waste there. maybe you could talk about are there opportunities with the landfills and you could talk about that internalizing some waste there
Speaker 9: Yeah. Of course, that is one of the obvious synergies is internalizing incremental waste into the SECURE portfolio of landfills. That's one. Two, it's moving some of the services that GFL does today onto the backs of some of those services that SECURE does today, which we think is a meaningful opportunity as well. Again, if you look at the sort of the map on page six of the deck, you'll see the green dots sort of around SECURE, which again, those are largely sort of hauling facilities, right? If we can penetrate the existing customer base to augment some of those services and then internalize those volumes into the SECURE facilities, we're going to have a very good recipe for success and we have the confidence and belief that we can do that. Yeah. yeah Of course, that is one of the obvious synergies is internalizing incremental waste into the SECURE portfolio of landfills. of course that is one of the obvious synergies is internalizing incremental waste into the secure portfolio of landfills That's one. that's one Two, it's moving some of the services that GFL does today onto the backs of some of those services that SECURE does today, which we think is a meaningful opportunity as well. two it's moving some of the services that gfl does today onto the backs of some of those services that secure does today which we think is a meaningful opportunity as well Again, if you look at the sort of the map on page six of the deck, you'll see the green dots sort of around SECURE, which again, those are largely sort of hauling facilities, right? again if you look at the sort of the map on page six of the deck you'll see the green dots sort of around secure which again those are largely sort of hauling facilities right If we can penetrate the existing customer base to augment some of those services and then internalize those volumes into the SECURE facilities, we're going to have a very good recipe for success and we have the confidence and belief that we can do that. if we can penetrate the existing customer base to augment some of those services and then internalize those volumes into the secure facilities we're going to have a very good recipe for success and we have the confidence and belief that we can do that We've had that success when we previously had the ES business, and there's no reason to believe that we won't have the success doing that today. We've had that success when we previously had the ES business, and there's no reason to believe that we won't have the success doing that today. we've had that success when we previously had the es business and there's no reason to believe that we won't have the success doing that today
Speaker 4: Just what's your long-term view of the SECURE business, given that it's heavily levered to oil and gas? Do you have any terminal value concerns there? Three or four years ago, everybody was concerned that for energy investors, that we're not going to be using oil and gas in 10 or 15 years. That narrative has shifted dramatically. Just any concerns there on the long-term strategy? Just what's your long-term view of the SECURE business, given that it's heavily levered to oil and gas? just what's your long-term view of the secure business given that it's heavily levered to oil and gas Do you have any terminal value concerns there? do you have any terminal value concerns there Three or four years ago, everybody was concerned that for energy investors, that we're not going to be using oil and gas in 10 or 15 years. three or four years ago everybody was concerned that for energy investors that we're not going to be using oil and gas in 10 or 15 years That narrative has shifted dramatically. that narrative has shifted dramatically Just any concerns there on the long-term strategy? just any concerns there on the long-term strategy
Speaker 9: Listen, the lion's share of it aside to that, I think it's been clearly demonstrated over the last number of years that sort of oil production is here to stay. I think anything, if you look at the amount of investment to have Canada become a global leader in sort of supplying oil to various parts of the world, and the government that's in place now, the Liberals today are, again, pushing for sort of incremental pipelines, becoming a leader in LNG. All of those things are going to be incremental tailwinds to the existing book of business, not only for SECURE, but for any operator in Western Canada. Because as we've seen, the macro environment, when there's incremental spending in Western Canada, just provides sort of incremental tailwinds. Our perspective is we're pretty bullish on it. We don't believe oil is going away anytime soon. Listen, the lion's share of it aside to that, I think it's been clearly demonstrated over the last number of years that sort of oil production is here to stay. listen the lion's share of it aside to that i think it's been clearly demonstrated over the last number of years that sort of oil production is here to stay I think anything, if you look at the amount of investment to have Canada become a global leader in sort of supplying oil to various parts of the world, and the government that's in place now, the Liberals today are, again, pushing for sort of incremental pipelines, becoming a leader in LNG. i think anything if you look at the amount of investment to have canada become a global leader in sort of supplying oil to various parts of the world and the government that's in place now the liberals today are again pushing for sort of incremental pipelines becoming a leader in lng All of those things are going to be incremental tailwinds to the existing book of business, not only for SECURE, but for any operator in Western Canada. all of those things are going to be incremental tailwinds to the existing book of business not only for secure but for any operator in western canada Because as we've seen, the macro environment, when there's incremental spending in Western Canada, just provides sort of incremental tailwinds. because as we've seen the macro environment when there's incremental spending in western canada just provides sort of incremental tailwinds Our perspective is we're pretty bullish on it. our perspective is we're pretty bullish on it We don't believe oil is going away anytime soon. we don't believe oil is going away anytime soon If anything, we think government is going to set up to be able to further sort of bolster production and become a global leader in the supply sort of LNG and oil over the next number of years. We echo that sentiment. We think this is a very unique opportunity, and we're just in the early innings of a long baseball game in terms of becoming an energy giant in Canada to supply sort of various parts of the world. I would say the conflict in Iran has only sort of further bolstered our view, not that that formed any part of the view before we actually entered into this transaction, but our perspective was that only further bolsters our conviction around that. If anything, we think government is going to set up to be able to further sort of bolster production and become a global leader in the supply sort of LNG and oil over the next number of years. if anything we think government is going to set up to be able to further sort of bolster production and become a global leader in the supply sort of lng and oil over the next number of years We echo that sentiment. we echo that sentiment We think this is a very unique opportunity, and we're just in the early innings of a long baseball game in terms of becoming an energy giant in Canada to supply sort of various parts of the world. we think this is a very unique opportunity and we're just in the early innings of a long baseball game in terms of becoming an energy giant in canada to supply sort of various parts of the world I would say the conflict in Iran has only sort of further bolstered our view, not that that formed any part of the view before we actually entered into this transaction, but our perspective was that only further bolsters our conviction around that. i would say the conflict in iran has only sort of further bolstered our view not that that formed any part of the view before we actually entered into this transaction but our perspective was that only further bolsters our conviction around that
Speaker 4: All right. Got it. Thanks a lot, guys. Appreciate it. All right. all right Got it. got it Thanks a lot, guys. thanks a lot guys Appreciate it. appreciate it
Speaker 8: Our next question comes from Tobey Sommer from Truist. Your line is open, Tobey. Please go ahead. Our next question comes from Tobey Sommer from Truist. our next question comes from tobey sommer from truist Your line is open, Tobey. your line is open tobey Please go ahead. please go ahead
Speaker 14: Thank you. What specifically about the transaction would help Canadian Index inclusion, and what could timing and net buying impact look like? Thank you. thank you What specifically about the transaction would help Canadian Index inclusion, and what could timing and net buying impact look like? what specifically about the transaction would help canadian index inclusion and what could timing and net buying impact look like
Speaker 7: Yeah, Tobey, great question. Luke speaking. Canadian Index inclusion, the next entrant, a key consideration is what's your float-weighted market cap. It's not just your market cap, but based on your free float. Arguably, the expectation is the combination of these two businesses together is going to meaningfully increase our float cap, and therefore, when the committee of the TSX 60 is evaluating next index inclusion entrants, we are that much larger of an industrial company based on their preferred sort of metric, and industrials are an underweight component of the TSX 60. Yeah, Tobey, great question. yeah tobey great question Luke speaking. luke speaking Canadian Index inclusion, the next entrant, a key consideration is what's your float-weighted market cap. canadian index inclusion the next entrant a key consideration is what's your float-weighted market cap It's not just your market cap, but based on your free float. it's not just your market cap but based on your free float Arguably, the expectation is the combination of these two businesses together is going to meaningfully increase our float cap, and therefore, when the committee of the TSX 60 is evaluating next index inclusion entrants, we are that much larger of an industrial company based on their preferred sort of metric, and industrials are an underweight component of the TSX 60. arguably the expectation is the combination of these two businesses together is going to meaningfully increase our float cap and therefore when the committee of the tsx 60 is evaluating next index inclusion entrants we are that much larger of an industrial company based on their preferred sort of metric and industrials are an underweight component of the tsx 60 The unfortunate part is you don't actually know when those rebalances will happen. Like they do every quarter, but whether or not they're going to remove a smaller weighted company to add a larger weighted company is at the discretion of the committee, so you don't have exact certainty. It does materially improve GFL's weighting for purposes of the committee consideration. The unfortunate part is you don't actually know when those rebalances will happen. the unfortunate part is you don't actually know when those rebalances will happen Like they do every quarter, but whether or not they're going to remove a smaller weighted company to add a larger weighted company is at the discretion of the committee, so you don't have exact certainty. like they do every quarter but whether or not they're going to remove a smaller weighted company to add a larger weighted company is at the discretion of the committee so you don't have exact certainty It does materially improve GFL's weighting for purposes of the committee consideration. it does materially improve gfl's weighting for purposes of the committee consideration
Speaker 14: Makes sense. Thank you. Within Western Canada, how does this transaction change internalization for that kind of geo and portion of the company? Do you think that has the opportunity to change significantly in coming years, not just post-transaction? Makes sense. makes sense Thank you. thank you Within Western Canada, how does this transaction change internalization for that kind of geo and portion of the company? within western canada how does this transaction change internalization for that kind of geo and portion of the company Do you think that has the opportunity to change significantly in coming years, not just post-transaction? do you think that has the opportunity to change significantly in coming years not just post-transaction
Speaker 7: Yeah. Tobey, I mean, as we've been alluding to, we think there's sort of opportunities for us to bring more wastes into the SECURE landfills as they sort of currently exist. As you look at the sort of trend across Canada, you have small regional landfills that continue to close, and the preference is to concentrate waste volumes into more sophisticated, well-capitalized landfills from majors. Does that represent future opportunities? We are going to keep evaluating where we can internalize more. We think right out the gate, we have waste. It's incremental waste that could go into SECURE landfills, and augmentation of sort of landfill permits allowing for more, would just represent upside above and beyond those sort of near-term opportunities. Yeah. yeah Tobey, I mean, as we've been alluding to, we think there's sort of opportunities for us to bring more wastes into the SECURE landfills as they sort of currently exist. tobey i mean as we've been alluding to we think there's sort of opportunities for us to bring more wastes into the secure landfills as they sort of currently exist As you look at the sort of trend across Canada, you have small regional landfills that continue to close, and the preference is to concentrate waste volumes into more sophisticated, well-capitalized landfills from majors. as you look at the sort of trend across canada you have small regional landfills that continue to close and the preference is to concentrate waste volumes into more sophisticated well-capitalized landfills from majors Does that represent future opportunities? does that represent future opportunities We are going to keep evaluating where we can internalize more. we are going to keep evaluating where we can internalize more We think right out the gate, we have waste. we think right out the gate we have waste It's incremental waste that could go into SECURE landfills, and augmentation of sort of landfill permits allowing for more, would just represent upside above and beyond those sort of near-term opportunities. it's incremental waste that could go into secure landfills and augmentation of sort of landfill permits allowing for more would just represent upside above and beyond those sort of near-term opportunities
Speaker 14: Thank you. Thank you. thank you
Speaker 8: Our next question comes from Adam Bubes from Goldman Sachs. Line's open, Adam. Please go ahead. Our next question comes from Adam Bubes from Goldman Sachs. our next question comes from adam bubes from goldman sachs Line's open, Adam. line's open adam Please go ahead. please go ahead
Speaker 2: Hi, good morning. As you outlined, the deal consists of 80% of GFL shares and allowing it to be leverage neutral. Do you see continued opportunities to use equity issuance for M&A or is this a one-off? Hi, good morning. hi good morning As you outlined, the deal consists of 80% of GFL shares and allowing it to be leverage neutral. as you outlined the deal consists of 80% of gfl shares and allowing it to be leverage neutral Do you see continued opportunities to use equity issuance for M&A or is this a one-off? do you see continued opportunities to use equity issuance for m&a or is this a one-off
Speaker 9: I mean, mostly a one-off. I mean, there'll be a larger transaction where certain shareholders, management teams have an interest in taking GFL equity. But by and large, we generally prefer to use cash versus equity. Obviously, in this situation, it's unique, but if you look at Frontier, there's basically 100 million of sort of rollover equity. But the norm is mostly just sort of using cash, and I don't expect that to change much in the future. I mean, mostly a one-off. i mean mostly a one-off I mean, there'll be a larger transaction where certain shareholders, management teams have an interest in taking GFL equity. i mean there'll be a larger transaction where certain shareholders management teams have an interest in taking gfl equity But by and large, we generally prefer to use cash versus equity. but by and large we generally prefer to use cash versus equity Obviously, in this situation, it's unique, but if you look at Frontier, there's basically 100 million of sort of rollover equity. obviously in this situation it's unique but if you look at frontier there's basically 100 million of sort of rollover equity But the norm is mostly just sort of using cash, and I don't expect that to change much in the future. but the norm is mostly just sort of using cash and i don't expect that to change much in the future
Speaker 2: Got it. Maybe one for Allen. Maybe can you just talk about the pricing algorithm for SECURE and at a high level, the structure and flexibility of contracts? Thanks. Got it. got it Maybe one for Allen. maybe one for allen Maybe can you just talk about the pricing algorithm for SECURE and at a high level, the structure and flexibility of contracts? maybe can you just talk about the pricing algorithm for secure and at a high level the structure and flexibility of contracts Thanks. thanks
Speaker 3: Sure, no problem. Yeah, I think if we look at our business over the past few years, we've been raising prices on average of 5% per year. We did that in 2023 and 2024 and here again in 2025. Alongside of price, and some of our price is predicated on long-term contracts. We have about 20% of our business that's contracted specifically with these 10-year plus agreements. There's a CPI indicator in there, so we do every year get price on those CPI indicators as part of the contract. On top of that, we would have volume growth. As I talked about production growth being 2%-3%, our volume growth, call it 2%-3% that we see every year. It's a combination of both. Sure, no problem. sure no problem Yeah, I think if we look at our business over the past few years, we've been raising prices on average of 5% per year. yeah i think if we look at our business over the past few years we've been raising prices on average of 5% per year We did that in 2023 and 2024 and here again in 2025. we did that in 2023 and 2024 and here again in 2025 Alongside of price, and some of our price is predicated on long-term contracts. alongside of price and some of our price is predicated on long-term contracts We have about 20% of our business that's contracted specifically with these 10-year plus agreements. we have about 20% of our business that's contracted specifically with these 10-year plus agreements There's a CPI indicator in there, so we do every year get price on those CPI indicators as part of the contract. there's a cpi indicator in there so we do every year get price on those cpi indicators as part of the contract On top of that, we would have volume growth. on top of that we would have volume growth As I talked about production growth being 2%-3%, our volume growth, call it 2%-3% that we see every year. as i talked about production growth being 2%-3% our volume growth call it 2%-3% that we see every year It's a combination of both. it's a combination of both As we think about these longer projects and investing capital, some of those are tied to long-term contracts, which we would have some similar terms associated with them. As we think about these longer projects and investing capital, some of those are tied to long-term contracts, which we would have some similar terms associated with them. as we think about these longer projects and investing capital some of those are tied to long-term contracts which we would have some similar terms associated with them
Speaker 2: Great. Thank you much. Great. great Thank you much. thank you much
Speaker 8: Our next question comes from Abraham Landa from Bank of America. Your line is open. Please go ahead. Our next question comes from Abraham Landa from Bank of America. our next question comes from abraham landa from bank of america Your line is open. your line is open Please go ahead. please go ahead
Speaker 1: Good morning, Patrick and Luke. Just on the financing for this transaction, I know SECURE has some existing debt outstanding. I guess what is potentially going to happen with those? On the bridge financing, I wonder if you can maybe provide some details on that bridge and maybe how much permanent debt you kind of expect to raise, and if that's on an unsecured or secured basis. Good morning, Patrick and Luke. good morning patrick and luke Just on the financing for this transaction, I know SECURE has some existing debt outstanding. just on the financing for this transaction i know secure has some existing debt outstanding I guess what is potentially going to happen with those? i guess what is potentially going to happen with those On the bridge financing, I wonder if you can maybe provide some details on that bridge and maybe how much permanent debt you kind of expect to raise, and if that's on an unsecured or secured basis. on the bridge financing i wonder if you can maybe provide some details on that bridge and maybe how much permanent debt you kind of expect to raise and if that's on an unsecured or secured basis
Speaker 7: Yeah. Hey, Abe, thanks for the question. SECURE has CAD 600 million outstanding across two notes. The likely outcome is those are sort of exchanged for GFL paper or just sort of called and sort of taken out. We'll evaluate as we get sort of closer. I mean, there's a committed bridge in place from our financing sort of partners. I think the more likely outcome is that we access the markets, high yield being the likely place in advance of closing and use availability capacity under our revolver, cash on hand and incremental sort of high yield borrowing in order to effect the price. The math suggests you need, depending on when you close, somewhere between sort of CAD 1.5 billion and CAD 2 billion incremental. That's including dollars to take out the SECURE debt. Yeah. yeah Hey, Abe, thanks for the question. hey abe thanks for the question SECURE has CAD 600 million outstanding across two notes. secure has cad 600 million outstanding across two notes The likely outcome is those are sort of exchanged for GFL paper or just sort of called and sort of taken out. the likely outcome is those are sort of exchanged for gfl paper or just sort of called and sort of taken out We'll evaluate as we get sort of closer. we'll evaluate as we get sort of closer I mean, there's a committed bridge in place from our financing sort of partners. i mean there's a committed bridge in place from our financing sort of partners I think the more likely outcome is that we access the markets, high yield being the likely place in advance of closing and use availability capacity under our revolver, cash on hand and incremental sort of high yield borrowing in order to effect the price. i think the more likely outcome is that we access the markets high yield being the likely place in advance of closing and use availability capacity under our revolver cash on hand and incremental sort of high yield borrowing in order to effect the price The math suggests you need, depending on when you close, somewhere between sort of CAD 1.5 billion and CAD 2 billion incremental. the math suggests you need depending on when you close somewhere between sort of cad 1.5 billion and cad 2 billion incremental That's including dollars to take out the SECURE debt. that's including dollars to take out the secure debt The pro forma company would be an incremental CAD 1.5 billion-CAD 2 billion, depending on when you close. It would likely be unsecured paper as part of our transition of a cap structure that will more easily migrate to an IG cap structure. As always, we'll be opportunistic and evaluate market windows, and try and be as efficient as possible as we can with that cost of debt capital. The pro forma company would be an incremental CAD 1.5 billion-CAD 2 billion, depending on when you close. It would likely be unsecured paper as part of our transition of a cap structure that will more easily migrate to an IG cap structure. the pro forma company would be an incremental cad 1.5 billion-cad 2 billion depending on when you close. it would likely be unsecured paper as part of our transition of a cap structure that will more easily migrate to an ig cap structure As always, we'll be opportunistic and evaluate market windows, and try and be as efficient as possible as we can with that cost of debt capital. as always we'll be opportunistic and evaluate market windows and try and be as efficient as possible as we can with that cost of debt capital
Speaker 1: That's helpful. My follow-up is just, I understand that this is not under your control, but you did mention that you do foresee future credit upgrades. I guess, what would've been the reaction from the credit rating agencies, just given the discussions you've had with them? I guess anything on the timing of IG ratings in the future? That's helpful. that's helpful My follow-up is just, I understand that this is not under your control, but you did mention that you do foresee future credit upgrades. my follow-up is just i understand that this is not under your control but you did mention that you do foresee future credit upgrades I guess, what would've been the reaction from the credit rating agencies, just given the discussions you've had with them? i guess what would've been the reaction from the credit rating agencies just given the discussions you've had with them I guess anything on the timing of IG ratings in the future? i guess anything on the timing of ig ratings in the future
Speaker 7: Well, the timing, I'll leave that to the black box of those fine institutions. As you know, they tend to be a little bit backwards-looking in their outlook. Look, I don't think there's any debate that the enhanced financial profile of this business, both from margin and most importantly free cash flow conversion and enhanced scale is highly credit positive, right? The agencies will continue to do their monitoring. Obviously, levels of M&A they naturally associate with a level of integration risk that they then want to see it play out. For all the reasons Patrick articulated, we feel very comfortable with the level of integration risk here and do not foresee anything meaningful. They do want to sort of see that out. We're going to continue to build the business, generating cash, investing, and building durable underlying cash flows. Well, the timing, I'll leave that to the black box of those fine institutions. well the timing i'll leave that to the black box of those fine institutions As you know, they tend to be a little bit backwards-looking in their outlook. as you know they tend to be a little bit backwards-looking in their outlook Look, I don't think there's any debate that the enhanced financial profile of this business, both from margin and most importantly free cash flow conversion and enhanced scale is highly credit positive, right? look i don't think there's any debate that the enhanced financial profile of this business both from margin and most importantly free cash flow conversion and enhanced scale is highly credit positive right The agencies will continue to do their monitoring. the agencies will continue to do their monitoring Obviously, levels of M&A they naturally associate with a level of integration risk that they then want to see it play out. obviously levels of m&a they naturally associate with a level of integration risk that they then want to see it play out For all the reasons Patrick articulated, we feel very comfortable with the level of integration risk here and do not foresee anything meaningful. for all the reasons patrick articulated we feel very comfortable with the level of integration risk here and do not foresee anything meaningful They do want to sort of see that out. they do want to sort of see that out We're going to continue to build the business, generating cash, investing, and building durable underlying cash flows. we're going to continue to build the business generating cash investing and building durable underlying cash flows I think it's inevitable that the credit rating upgrades will come and eventually IG will be obtained. As we've said, we're not going to pause growth investments in order to accelerate the achievement of that sort of credit rating. We do feel, over the near to medium term the likely outcome is credit rating upgrades and eventual IG classification. I think it's inevitable that the credit rating upgrades will come and eventually IG will be obtained. i think it's inevitable that the credit rating upgrades will come and eventually ig will be obtained As we've said, we're not going to pause growth investments in order to accelerate the achievement of that sort of credit rating. as we've said we're not going to pause growth investments in order to accelerate the achievement of that sort of credit rating We do feel, over the near to medium term the likely outcome is credit rating upgrades and eventual IG classification. we do feel over the near to medium term the likely outcome is credit rating upgrades and eventual ig classification
Speaker 1: Thank you very much. Congratulations on the transaction. Thank you very much. thank you very much Congratulations on the transaction. congratulations on the transaction
Speaker 7: Thank you. Thank you. thank you
Speaker 8: We currently have no further questions. With that, this concludes today's call. We thank everyone for joining, and you may now disconnect your lines. We currently have no further questions. we currently have no further questions With that, this concludes today's call. with that this concludes today's call We thank everyone for joining, and you may now disconnect your lines. we thank everyone for joining and you may now disconnect your lines