VAUGHAN,
ON, May 10, 2023 /CNW/ - GFL Environmental
Inc. (NYSE: GFL) (TSX: GFL) ("GFL" or the "Company")
today announced that the Toronto Stock Exchange ("TSX") has
accepted the Company's notice of intention to renew its normal
course issuer bid (the "NCIB") for the 12-month period
commencing on May 12, 2023, and
ending no later than May 11,
2024. The NCIB will be conducted through the facilities of
the TSX and the New York Stock Exchange ("NYSE") or
alternative Canadian trading systems, if eligible.
As at March 31, 2023, GFL had
409,803,759 shares outstanding on a diluted basis, including
subordinate voting shares, multiple voting shares, preferred shares
and after giving effect to dilutive instruments.
The NCIB only relates to subordinate voting shares, of which GFL
had 357,342,405 subordinate voting shares issued and outstanding as
of May 2, 2023. Under the NCIB, a
maximum of 17,867,120 subordinate voting shares (representing 5% of
the issued and outstanding shares) may be repurchased by GFL. All
subordinate voting shares repurchased by GFL under the NCIB will be
cancelled.
"We are renewing our share repurchase program as we believe
that, from time to time, the market price of our shares does not
reflect the underlying value of our business and growth prospects,"
said Patrick Dovigi, Founder and
Chief Executive Officer of GFL. "While our capital allocation plans
do not contemplate share repurchases, in the right conditions, we
believe that the repurchase of our shares under a share buyback
program could be opportunistic and an appropriate and desirable use
of our available excess cash on hand." Mr. Dovigi concluded,
"The decision to repurchase any of our shares will be measured
against our other organic and inorganic growth opportunities and
leverage guidelines and our overall objective of creating long-term
value for all of our stakeholders."
Purchases under the NCIB may be made by means of open market
transactions, including through an automatic share purchase plan,
privately negotiated transactions or such other means as a
securities regulatory authority may permit. In accordance with TSX
rules, any daily repurchases would be limited to a maximum of
66,937 subordinate voting shares, which represents 25% of the
average daily trading volume on the TSX of 267,751 subordinate
voting shares for the period from November
1, 2022 to April 30, 2023. The
TSX rules also allow the Company to purchase, once a week, a block
of subordinate voting shares not owned by any insiders, which may
exceed such daily limit. The maximum number of shares which can be
purchased per day on the NYSE will be 25% of the average daily
trading volume for the four calendar weeks preceding the date of
purchase, subject to certain exceptions for block purchases. The
Company's previous NCIB authorized the purchase of up to 16,510,694
subordinate voting shares and expires on May
11, 2023. As of the date hereof, the Company has not
purchased any of its outstanding subordinate voting shares under
this NCIB.
About GFL
GFL, headquartered in Vaughan,
Ontario, is the fourth largest diversified environmental
services company in North America,
providing a comprehensive line of solid waste management, liquid
waste management and soil remediation services through its platform
of facilities throughout Canada
and in more than half of the U.S. states. Across its organization,
GFL has a workforce of more than 20,000 employees.
Cautionary Note Regarding Forward-Looking Statements
This release includes certain "forward-looking statements",
including statements relating to the NCIB and the intended purchase
for cancellation of subordinate voting shares of the Company
thereunder. In some cases, but not necessarily in all cases,
forward-looking statements can be identified by the use of forward
looking terminology such as "plans", "targets", "expects" or "does
not expect", "is expected", "an opportunity exists", "is
positioned", "estimates", "intends", "assumes", "anticipates" or
"does not anticipate" or "believes", or variations of such words
and phrases or statements that certain actions, events or results
"may", "could", "would", "might", "will" or "will be taken",
"occur" or "be achieved". In addition, any statements that refer to
expectations, projections or other characterizations of future
events or circumstances contain forward-looking statements.
Forward-looking statements are not historical facts, nor guarantees
or assurances of future performance but instead represent
management's current beliefs, expectations, estimates and
projections regarding future events and operating performance.
Forward-looking statements are necessarily based on a number of
opinions, assumptions and estimates that, while considered
reasonable by GFL as of the date of this release, are subject to
inherent uncertainties, risks and changes in circumstances that may
differ materially from those contemplated by the forward-looking
statements. Important factors that could cause actual results to
differ, possibly materially, from those indicated by the
forward-looking statements include, but are not limited to, the
factors described in the "Risk Factors" section of GFL's annual
information form for the 2022 fiscal year filed on Form 40-F and
GFL's other periodic filings with the U.S. Securities and Exchange
Commission and the securities commissions or similar regulatory
authorities in Canada. These
factors are not intended to represent a complete list of the
factors that could affect GFL. However, such risk factors should be
considered carefully. There can be no assurance that such estimates
and assumptions will prove to be correct. You should not place
undue reliance on forward-looking statements, which speak only as
of the date of this release. GFL undertakes no obligation to
publicly update any forward-looking statement, except as required
by applicable securities laws. Purchases made under the NCIB will
be subject to various factors, including GFL's capital and
liquidity positions, debt covenant restrictions, accounting and
regulatory considerations, GFL's financial and operational
performance, alternative uses of capital, the trading price of
GFL's subordinate voting shares and general market conditions. The
NCIB does not obligate GFL to acquire a specific dollar amount or
number of shares and may be extended, modified, or discontinued at
any time at the Company's discretion.
For more information:
Patrick Dovigi
+1 905 326-0101
pdovigi@gflenv.com
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SOURCE GFL Environmental Inc.