GFL Environmental Inc. (NYSE: GFL) announced it will acquire all outstanding common shares of SECURE Waste Infrastructure Corp. for $24.75 per share, representing an enterprise value of approximately $6.4 billion.

The transaction will be structured as 80% GFL subordinate voting shares and 20% cash. Under the arrangement, SECURE shareholders can elect to receive $24.75 in cash, 0.4195 of a GFL subordinate voting share, or a combination of $4.95 in cash and 0.3356 of a GFL subordinate voting share for each SECURE share held, subject to pro-ration.

The purchase price represents a 23% premium to SECURE's 60-day volume weighted average price ending April 10, 2026. GFL stated the transaction is fully financed and not subject to financing conditions.

SECURE operates waste management facilities across Western Canada and North Dakota through a network of over 80 locations, including 12 landfills, 55 waste treatment facilities, 12 recycling facilities, 98 injection wells and 5 transfer stations. The company employs over 2,000 people.

Both companies' boards of directors unanimously approved the transaction. Angelo, Gordon & Co. LP and Solus Alternative Asset Management LP, which collectively own approximately 20% of SECURE's outstanding shares, have agreed to vote in favor of the transaction at a special shareholder meeting expected in late May 2026.

The transaction requires approval from at least 66⅔% of votes cast by SECURE shareholders at the special meeting, as well as a simple majority excluding votes from persons required to be excluded under applicable regulations.

SECURE has agreed to pay GFL a $200 million termination fee if the arrangement agreement is terminated in certain circumstances, while GFL will pay up to $20 million in expense reimbursement to SECURE under certain termination scenarios.

The transaction is expected to close in the second half of 2026, subject to court approval, regulatory approvals and shareholder approval. Following completion, SECURE shares will be delisted from the TSX.