Montreal, Quebec, October 29, 2015 – TransForce Inc. (TSX: TFI, OTCQX: TFIFF), a North American leader in the transportation and logistics industry, today announced that it has entered into a definitive Share Purchase Agreement with GFL Environmental Inc., headquartered in Toronto, Ontario, under which TransForce will sell its Waste Management segment to GFL for $800 million.
The transaction will consist of the sale by TFI Holdings Inc., a wholly-owned subsidiary of TransForce, of 100% of the shares of Services Matrec Inc. and of the other indirect wholly-owned subsidiary companies comprising TransForce’s Waste Management segment. The transaction is expected to close on February 1, 2016, subject to certain customary conditions, including receipt of applicable regulatory approvals and the absence of any material adverse changes with respect to the Waste Management segment.
“We are very pleased to have entered into this agreement with GFL. Through this sale, we believe that TransForce will realize full value for the Waste Management segment which, in our view, has never been fully recognized,” said TransForce Chairman, President and CEO Alain Bédard. “On behalf of our customers and shareholders, I want to sincerely thank the many employees of our Waste Management segment for their devoted service,” Mr. Bédard added.
The Share Purchase Agreement provides that the purchase price may be paid as to $100 million by the issuance to TransForce of GFL shares, subject to TransForce being satisfied as to certain conditions. In the event that TransForce does not receive GFL shares, GFL will pay $775 million to TransForce at closing and pay the balance of the purchase price by way of a promissory note in an amount of $25 million, payable four years from the date of closing and bearing interest at an annual rate of 3%.