EQT offers $9.4B for Cleanaway
EQT Infrastructure proposes $9.4 billion bid for Cleanaway, offering significant premium.
Key Points
EQT has mandated JPMorgan Chase and RBC Capital Markets as its lead advisers for the roughly $9.4 billion bid for Cleanaway.
Independent expert must conclude the proposal is in Cleanaway shareholders’ best interests before any binding agreement (as a condition of the scheme and SID).
The indicative deal implies an enterprise value around $9.4 billion with an implied EV/FY26 EBIT multiple of about 20x.
The offer price of $3.13 per share is stated net of any dividends or other distributions declared or paid from the date of the proposal (including any fully franked special dividend).
The proposal carries a premium of 32.1% to Cleanaway’s last close and about 34.2% to its one-month VWAP, highlighting the elevated valuation relative to recent trading levels.
Swedish private equity giant EQT Infrastructure has made a $9.4 billion bid to take over Cleanaway Waste Management, offering $3.13 cash per share — a 32.1% premium to Cleanaway's last closing price, according to Grafa. The deal would rank as one of the largest take-private transactions in Australian corporate history, according to Business News Australia.
Cleanaway's board has granted EQT up to nine weeks of exclusive due diligence and signaled it would likely recommend the deal to shareholders. But the offer remains conditional and non-binding, with no guarantee a final transaction will proceed, according to Kalkine.
$3.13 Per Share Offer Carries a Hefty Premium
EQT's offer price of $3.13 per share sits 32.1% above Cleanaway's last close and about 34.2% above its one-month volume-weighted average price, according to Kalkine. The implied enterprise value lands at roughly $9.4 billion. That works out to about 20 times Cleanaway's forecast FY26 earnings before interest and tax — a rich multiple by any standard.
The $3.13 price is stated net of any dividends paid after the proposal date. EQT has flagged the possibility of a fully franked special dividend for shareholders, but any such payment would reduce the cash price accordingly, according to Kalkine.
Deal Structured as a Scheme of Arrangement With Conditions
EQT wants to buy all outstanding Cleanaway shares through a scheme of arrangement — a court-approved process where shareholders vote on the deal as a group. Before any binding agreement is signed, both sides must negotiate and execute a Scheme Implementation Deed, according to Kalkine. An independent expert must also conclude the deal is in shareholders' best interests.
The deal also needs sign-off from two Australian regulators: the Foreign Investment Review Board and the competition watchdog, the ACCC. If a superior proposal emerges, Cleanaway's board is not locked in. No binding deal exists yet, and the company has been clear there is no certainty the transaction will go ahead, according to Grafa.
JPMorgan and RBC Back EQT's Advisory Team
EQT has brought in two major banks to run the deal. JPMorgan Chase and RBC Capital Markets are acting as lead financial advisers for the $9.4 billion bid, according to Kalkine. The choice of advisers signals EQT is treating this as a serious, fully resourced transaction rather than a preliminary approach.
Cleanaway's Earnings Outlook Adds Appeal for Buyers
Cleanaway is Australia's largest listed waste management company, and its earnings trajectory makes it an attractive infrastructure-style target. The company's FY27 outlook points to further earnings growth, which helps explain why EQT is willing to pay a 20x EBIT multiple, according to Kalkine.
EQT Infrastructure specializes in buying essential-service businesses and holding them for the long term. Waste management fits that mold — it is largely recession-proof, generates steady cash flows, and is hard to replicate. If the scheme succeeds, Cleanaway would be delisted from the ASX, according to Business News Australia.
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