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EQT agrees to acquire Cleanaway for AUD 9.3 billion

EQT agrees to acquire Cleanaway for AUD 9.3 billion

Money Moves

Swedish private equity firm takes Australia's largest waste management company private

October 19th, 2026: Market reacts; shares jump 21%

Overview

Updated Oct 20

EQT agreed to buy Cleanaway Waste Management for A$3.095 a share in cash, valuing Australia's largest waste company at about A$9.3 billion including debt. That is a 32.1% premium to Cleanaway's A$2.37 close on 12 August, the last trading day before the approach became public.

EQT has lined up A$5.6 billion of debt from about 20 lenders to pay for the deal. Cleanaway shareholders, who would also receive a special dividend of A$0.145 to A$0.190 a share, are due to vote before the end of February 2027, with completion targeted for the end of March.

Why it matters

One of Australia's largest infrastructure companies is leaving public markets, signaling how private capital is reshaping essential services ownership.

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Key Indicators

A$9.3 billion
Enterprise value including debt
Implied enterprise value of Cleanaway under the EQT scheme.
A$3.095
Cash offer per share
Cash consideration per Cleanaway share, less any permitted dividends paid before closing.
32.1%
Premium to undisturbed share price
Premium over Cleanaway's A$2.37 closing price on August 12, 2026.
A$5.6 billion
Debt package for the buyout
Acquisition financing arranged with about 20 lenders, larger than the A$4.95 billion loan behind Macquarie's Qube deal.
A$0.145-0.190
Special dividend per share
Fully franked dividend Cleanaway may pay before completion, deducted from the A$3.095 offer price.
85-90%
EQT Infrastructure VI invested level
Expected deployment of the fund after this transaction, including closed and signed investments.

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People Involved

SF
Sam Franklin
Managing Director, EQT Infrastructure
Leading the acquisition for EQT
SH
Samantha Hogg
Chair, Cleanaway Waste Management
Recommends shareholders vote in favor of the scheme

Organizations Involved

IN
EQT Infrastructure VI
Private equity fund
Acquirer

Global infrastructure fund managed by Swedish investment firm EQT AB.
CW
Cleanaway Waste Management Limited
Public company (ASX: CWY)
Acquisition target

Australia's leading integrated waste management and resource recovery company.

Timeline

August 2026 March 2027

9 events Latest: October 19th, 2026 · 3 weeks ago
Tap a bar to jump to that date

  1. Expected implementation date

    Upcoming Deal

    Scheme expected to be implemented by the end of March 2027, subject to conditions being met.

  2. Expected scheme meeting date

    Upcoming Corporate

    Cleanaway shareholders vote on the scheme before the end of February 2027.

  3. Target date for change-of-control consents

    Upcoming Regulatory

    Consents for specified material contracts must be obtained by this target date for scheme booklet dispatch.

  4. Market reacts; shares jump 21%

    Latest Market

    Cleanaway shares post biggest gain in 15 years, leading the ASX 200.

  5. EQT secures A$5.6 billion debt package

    Financing

    About 20 lenders backed the acquisition financing, which is larger than the A$4.95 billion loan Macquarie Asset Management arranged for its A$11.7 billion Qube acquisition.

  6. Binding scheme agreement signed

    Deal

    EQT and Cleanaway sign Scheme Implementation Deed at A$3.095 per share, valuing the company at about A$9.3 billion.

  7. EQT reconfirms takeover plans

    Deal

    EQT wrote to Cleanaway that nothing in its due diligence was likely to stop it proceeding and that it did not intend to vary its proposal, as the parties worked toward an implementation deed.

  8. Cleanaway confirms takeover approach

    Disclosure

    Company responds to media reports of a potential transaction, triggering the premium calculation.

  9. Last day of undisturbed trading

    Market

    Cleanaway closes at A$2.37, the reference price for the takeover premium.

Scenarios

1

Scheme approved, Cleanaway goes private by March 2027

Likely Resolves by Q1 2027

Discussed by: EQT and Cleanaway boards; deal advisers Barrenjoey and Macquarie Capital

Shareholders vote in favor at the scheme meeting in February 2027. The Federal Court approves. Regulatory approvals from Australia's Foreign Investment Review Board, the Australian Competition and Consumer Commission, and competition regulators in Kuwait clear the path. Cleanaway shareholders receive A$3.095 per share, plus a permitted dividend of A$0.145 to A$0.190, before delisting.

2

Superior proposal emerges, EQT deal collapses

Unlikely Resolves by Feb 28, 2027

Discussed by: Market commentators noting the 'no shop' and 'no talk' provisions with fiduciary exception

Another bidder (possibly another infrastructure fund or strategic buyer from Asia) makes a higher offer for Cleanaway. The board can engage under the fiduciary exception, but EQT has matching rights. If a superior proposal succeeds, EQT receives a break fee in customary circumstances.

3

Regulators block or delay the transaction

Unlikely Resolves by Q2 2027

Discussed by: The Bull noting FIRB, ACCC and Kuwait competition regulator approvals are required

The ACCC raises concerns about waste market concentration, or FIRB blocks the foreign acquisition on national interest grounds. A delay past March 2027 triggers an additional payment of A$0.0002 per share per day for Cleanaway shareholders, as specified in the scheme implementation deed.

Historical Context

2 moments from history that rhyme with this story — and how they unfolded.

2023

EQT acquires Urbaser (2023)

EQT Infrastructure acquired Urbaser, a Spanish waste management company, in a deal valuing the company at about 2.8 billion euros. Urbaser operates across Europe, Latin America and the Middle East.

Then

EQT took majority ownership and continued the company's global expansion.

Now

Urbaser became part of EQT's environmental services portfolio alongside Encyclis and ReWorld.

Why this matters now

Shows EQT's established strategy of acquiring national waste champions and supporting them through long-term infrastructure investment.

February 2022

IFM Investors acquires Sydney Airport (2022)

A consortium led by IFM Investors, an Australian pension-fund manager, took Sydney Airport private in a A$23.6 billion deal after the COVID-19 pandemic crushed travel demand and the share price.

Then

Sydney Airport delisted from the ASX after shareholders accepted A$8.75 per share.

Now

The deal became a template for infrastructure investors acquiring essential Australian assets during periods of market underperformance.

Why this matters now

Cleanaway's underperforming share price created a similar opening for infrastructure investors seeking essential-service assets at a discount.

Sources

(12)
+6
EQT Group Bloomberg ASX / Cleanaway Law360 Financial Standard The Bull EconoTimes Newsquawk Australian Financial Review Capital Brief Investing.com M&A News