Cleanaway Waste Management Limited (ASX: CWY), Australia’s leading sustainable waste management, industrial, and environmental services company, has announced a conditional, non-binding indicative proposal from EQT Infrastructure to acquire 100% of its shares. The offer is priced at $3.13 cash per share, less any dividends, implying an enterprise valuation of approximately $9.4 billion. This represents a significant premium of 32.1% to Cleanaway’s last closing share price of $2.37 on 12 August 2026, and a 34.2% premium to the one-month volume-weighted average price.
The Cleanaway Board, after careful consideration and consultation with its advisers, has determined that it is in the best interests of shareholders to grant EQT Infrastructure exclusive due diligence for up to nine weeks. The directors confirmed their intention to recommend shareholders vote in favour of any scheme of arrangement at a price no less than $3.13 per share, subject to the negotiation and execution of a scheme implementation deed (SID) on acceptable terms, the absence of a superior proposal, and an independent expert concluding the proposal is in shareholders’ best interests. The proposal also contemplates a potential fully franked special dividend.
Key conditions for the proposal and the entry into a binding SID include satisfactory completion of customary due diligence by EQT, a unanimous Cleanaway Board recommendation, final EQT approvals, and regulatory clearances, specifically from the Foreign Investment Review Board (FIRB) and the Australian Competition & Consumer Commission (ACCC). Cleanaway has cautioned that there is no certainty the proposal will lead to a binding offer or that any transaction will eventuate.
Alongside the acquisition update, Cleanaway reaffirmed its expectation to report FY26 underlying EBIT of approximately $470 million. The company further provided an update on its FY27 guidance, expecting to deliver underlying EBIT between $500 million and $530 million. This outlook reflects anticipated collections-led growth and recovery in underperforming areas, partially offset by higher costs associated with necessary IT system upgrades and Blueprint 2030 2.0 capability.
