Canadian Lawyer InHouse

39 CANADIANLAWYERMAG.COM/INHOUSE SEPTEMBER 2016 PIERRECHARBONNEAU dustrial and exploration and production customers from a network of operations in 32 states. The lead lawyer on the deal from Pro- gressive Waste was Loreto Grimaldi, executive vice president and chief legal offi cer, along with Alim Lalani, associate general counsel. Prior to announcing the deal, the company struck a special com- mittee of its board of directors to review strategic alternatives with the objective of enhancing shareholder value. Grimaldi worked closely with the spe- cial committee over a number of months to ensure the transaction was adding val- ue for Progressive Waste's shareholders. Although Progressive Waste had re- tained outside counsel throughout the process, the company was able to rely on Grimaldi and his excellent communica- tion, judgment and analytical skills to guide the company through myriad legal and regulatory matters. Grimaldi was able to provide sound advice to his board of direc- tors, which resulted in the com- pany being able to execute on a complex and value- enhancing transaction for shareholders and other stakeholders of the company. The deal is ex- pected to bring a number of advan- tages including: (i) an expanded op- erational footprint including pro forma revenue of $4.1 bil- lion for the combined company; (ii) strong I n the waste management business, it doesn't get much bigger than these two giants. So when the reverse takeover was launched earlier this year, the challenge for Loreto Grimaldi was how best to manage the deal to add value for shareholders. In January, Texas-based Waste Con- nections, Inc. and Vaughan, Ont.-based Progressive Waste Solutions Ltd. an- nounced that the two companies had en- tered into a defi nitive agreement to merge in an all-stock transaction worth $2.67 billion — combining to become the third largest waste management services pro- vider in North America. Upon the completion of the deal, Waste Connections stockholders will own ap- proximately 70 per cent of the combined company and Progressive Waste share- holders will own approximately 30 per cent. Progressive Waste Solutions Ltd. pro- vides non-hazardous solid waste collec- tion, recycling and disposal services to commercial, industrial, municipal and residential customers in 14 U.S. states and the District of Columbia and six Canadi- an provinces. Progressive Waste provides its customers with vertically integrated collection and disposal assets. Waste Connections, Inc. is an integrat- ed solid waste services company that pro- vides waste collection, transfer, disposal and recycling services in mostly exclusive and secondary markets. Through its R360 Environmental Solutions subsidiary, the company is also a leading provider of non- hazardous oilfi eld waste treatment, recov- ery and disposal services in several of the most active natural resource-producing areas in the United States, including the Permian, Bakken and Eagle Ford basins. Waste Connections serves more than two million residential, commercial, in- and diversifi ed revenue streams; (iii) SG&A savings of approximately $50 mil- lion in the fi rst 12 months; and (iv) tax- effected synergies and cash fl ow benefi ts, which should result in $625 million of adjusted free cash fl ow generation in the fi rst year of the combined company. Grimaldi was nominated by his asso- ciate general counsel Alim Lalani, who says, "While it is diffi cult to project the actual costs savings resulting from his contributions to the transaction, he was a key member of the deal team and his ability to provide sound legal and busi- ness advice to the board of directors and the special committee it struck resulted in a transaction that was value enhanc- ing for all shareholders and stakeholders involved." At the time of signing the merger agreement, Grimaldi was promoted by Progressive Waste's board of directors to the position of executive vice president and chief legal offi cer and tasked together with the interim CEO and CFO to lead the organization through to closing . IH Grimaldi led charge in reverse takeover By Jennifer Brown L to R – Loreto Grimaldi, general counsel and Alim Lalani, associate general counsel. CATEGORY: In-house Dealmakers DEPARTMENT SIZE: Small COMPANY: Progressive Waste Solutions

• Cover