Key highlights

  • Cleanaway entered a scheme implementation deed with an EQT-owned entity on 19 October 2026 under which shareholders would receive $3.095 cash per share, less dividends paid.
  • The Board may pay a fully franked special dividend of up to $0.19 per share before implementation.
  • The deal implies an enterprise value of about $9.3 billion, and the Board unanimously supports it subject to conditions.

Shares in Cleanaway Waste Management Ltd (ASX:CWY) ended 21 October 2026 at $3.00, up 0.33%. The S&P/ASX 200 Industrials [XNJ] index stood at 8,113.90, a rise of 0.99% (79.50 points), while the S&P/ASX 200 [XJO] was at 8,831.30, a rise of 0.16% (14.40 points), at 4:25 pm GMT+11. Cleanaway is Australia’s largest integrated waste management company, covering collection, recycling and landfill.

What Cleanaway does

Cleanaway Waste Management Limited provides household and commercial waste collection, resource recovery, landfill and liquid waste services to municipal, commercial and industrial customers across Australia.

Scheme terms

In an ASX and media release dated 19 October 2026, Cleanaway said it had entered a scheme implementation deed with Sedum Group Pty Ltd, an entity owned by funds managed, operated or advised by the EQT AB Group. Under the scheme, the bidder would acquire 100% of Cleanaway shares. Shareholders would receive $3.095 in cash per share, less the cash amount of any dividends paid, reflecting the $3.13 indicative offer reduced by the FY26 final dividend of 3.5 cents paid on 8 October 2026.

Valuation and premium

The release says the consideration implies an enterprise value of about $9.3 billion, based on 2,255.1 million fully diluted shares and rights, net debt and debt-like items of $2,288.7 million and FY26 underlying EBIT of $470.2 million, about 20 times EBIT. It represents a premium of 32.1% to the $2.37 closing price on 12 August 2026 and 34.5% to the three-month volume weighted average price.

Dividends and conditions

Cleanaway may pay cash dividends of up to $0.19 per share before implementation, including a fully franked special dividend, with the Board expecting $0.145 to $0.190 per share in aggregate. Any amount paid will be deducted from the scheme consideration, and a ticking fee applies if implementation is after 31 May 2027. The Board unanimously supports the scheme in the absence of a superior proposal and subject to an independent expert concluding that it is in shareholders’ best interests.

Sector context

Industrial companies span transport, infrastructure, engineering, services and manufacturing, and they are tracked through the S&P/ASX 200 Industrials index, which closed at 8,113.90, up 0.99%, on 21 October 2026 alongside a 0.16% rise in the S&P/ASX 200 to 8,831.30. Waste management and infrastructure businesses have attracted private capital interest, and the release values Cleanaway on an enterprise value to EBIT basis.

Risks and uncertainties

The scheme remains subject to shareholder, court and regulatory approvals and to the independent expert’s findings, and the release does not guarantee completion. The amount, timing and franking of dividends are uncertain, and the cash consideration is reduced by any dividends paid. The shares closed below the cash offer, and the scheme could lapse if conditions are not met.

Catalysts to watch

Items to watch include the independent expert’s report, the scheme booklet, the shareholder meeting, regulatory approvals, any dividend declaration and the implementation date.

Wrapping up

Cleanaway’s 19 October 2026 release set out the terms, premium and conditions of the EQT scheme. Further documents will detail the independent expert’s view and timetable.