EQT Infrastructure VI has agreed to acquire all shares in Australia's Cleanaway Waste Management under a cash deal announced on October 19, 2026. The Cleanaway takeover offers A$3.095 per share before adjustments for dividends or other distributions and implies an enterprise value of approximately A$9.3 billion. Completion remains subject to shareholder, court and regulatory approvals.
Key Takeaways
- Shareholders would receive A$3.095 per share in cash, reduced by applicable dividends or distributions.
- Cleanaway's board unanimously supports the deal, subject to no superior proposal and a favorable independent expert assessment.
- Implementation is expected by the end of March 2027, provided the transaction conditions are satisfied or waived where permitted.
Table of Contents
- Cleanaway takeover terms and shareholder payments
- Board support remains conditional
- EQT plans investment in the national waste network
- Conclusion
Cleanaway takeover terms and shareholder payments
The binding agreement would transfer 100% of Cleanaway's issued ordinary shares to EQT Infrastructure VI through a scheme of arrangement. EQT's acquisition announcement sets out the cash offer and the adjustments that could change the amount ultimately paid to shareholders.
The A$3.095 headline price is not an unconditional final payment: any applicable dividends, including a special dividend, or other distributions would reduce the scheme consideration. A daily additional payment would apply if implementation occurs after May 31, 2027.
The approximately A$9.3 billion figure is an enterprise valuation, rather than the amount payable solely to shareholders. Its calculation incorporates net debt, debt-like items and non-controlling interests alongside the fully diluted share base.
| Item | Details |
|---|---|
| Delayed-completion payment | A$0.0002 per share per day from June 1, 2027 through implementation, if implementation occurs after May 31, 2027. |
| Fully diluted valuation base | 2,255.1 million ordinary shares and performance rights. |
| Net debt and debt-like items | A$2,288.7 million disclosed at June 2026 and included in the enterprise-value calculation. |
| Non-controlling interests | A$1.6 million included in the enterprise-value calculation. |
| EQT Infrastructure VI deployment | Expected to be 85–90% invested with this transaction, including closed and signed investments and net of anticipated syndication. |
Board support remains conditional
Cleanaway's board unanimously recommends that shareholders vote for the scheme, but that recommendation depends on there being no superior proposal and an independent expert concluding, and continuing to conclude, that the transaction is in shareholders' best interests.
Chair Samantha Hogg said the board assessed EQT's proposal against Cleanaway's standalone prospects, including its Blueprint 2030 2.0 strategy and the investment and execution needed to deliver it.
The deal also requires approval from Cleanaway shareholders and the Federal Court of Australia, required regulatory clearances and satisfaction of other conditions in the Scheme Implementation Deed. The expected end-March 2027 implementation is therefore a target, not a completed or guaranteed outcome.
EQT plans investment in the national waste network
Cleanaway provides collection, recycling, treatment and disposal services to households, businesses, councils and communities across Australia. Its national infrastructure network is the operating platform EQT intends to develop.
EQT said it plans to work with Cleanaway's management and employees on long-term growth, operational performance and resource recovery. Sam Franklin, managing director at EQT Infrastructure, identified investment in infrastructure to meet Australia's evolving waste-management needs as a priority.
Shareholders do not need to take action at this stage. A scheme booklet is expected in due course, containing the independent expert's report and information about the shareholder meeting.
Conclusion
The agreement establishes the proposed cash terms, but the takeover still needs approvals. The next expected shareholder document is the scheme booklet, which will provide the independent expert's assessment and meeting details.
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Disclaimer
This FinanceVelix article provides general information, not personalized financial, investment, legal, or tax advice. Market prices, interest rates and economic conditions can change; investments carry a risk of loss. Facts reflect the material available when published and may change. Check important information independently and consult a qualified professional when needed. Mentioning an asset, company, or service is not an endorsement.
