GFL Environmental completes US$750M 5.625% notes

Rhea-AI Filing Summary

GFL Environmental Inc. completed a US$750.0 million offering of 5.625% Senior Notes due 2031 through its wholly owned U.S. subsidiary, GFL Environmental Holdings (US), Inc. The notes are governed by an indenture dated June 25, 2026 and are guaranteed by GFL Environmental Inc. and certain other guarantors.

The notes mature on July 1, 2031 and were offered and sold in the United States only to investors reasonably believed to be qualified institutional buyers. The filing also attaches the full indenture and the form of the notes as exhibits for detailed terms and covenants.

Key Figures

Senior Notes Offering Size: US$750.0 million aggregate principal amount Coupon Rate: 5.625% Maturity Date: July 1, 2031 +1 more

4 metrics

Senior Notes Offering Size US$750.0 million aggregate principal amount 5.625% Senior Notes due 2031

Coupon Rate 5.625% Interest rate on Senior Notes

Maturity Date July 1, 2031 Senior Notes due date

Indenture Date June 25, 2026 Indenture governing the Senior Notes

Key Terms

Senior Notes, indenture, qualified institutional buyers, guarantor

4 terms

Senior Notes financial

"offering of US$750.0 million in aggregate principal amount of 5.625% Senior Notes due 2031"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

indenture financial

"The Notes were issued pursuant to an indenture dated as of June 25, 2026"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

qualified institutional buyers regulatory

"The Notes were offered and sold in the United States only to persons reasonably believed to be qualified institutional buyers"

Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.

guarantor financial

"among the Issuer, the Company, as guarantor, the other guarantors from time to time party thereto"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did GFL (GFL) announce in its June 2026 Form 6-K?

GFL Environmental Inc. reported completion of a US$750.0 million 5.625% Senior Notes offering due 2031. The notes were issued by its U.S. subsidiary and guaranteed by GFL and certain other guarantors under an indenture dated June 25, 2026.

What are the key terms of GFL Environmental’s new Senior Notes?

The new Senior Notes have an aggregate principal amount of US$750.0 million and carry a 5.625% interest rate. They were issued under an indenture dated June 25, 2026 and will mature on July 1, 2031, subject to the detailed terms in the indenture.

Who issued and who guarantees GFL Environmental’s 5.625% Senior Notes?

The notes were issued by GFL Environmental Holdings (US), Inc., a wholly owned subsidiary of GFL Environmental Inc. GFL acts as guarantor, along with other guarantors that may join from time to time under the indenture governing the notes.

When do GFL Environmental’s 5.625% Senior Notes mature?

The 5.625% Senior Notes issued by GFL Environmental Holdings (US), Inc. mature on July 1, 2031. This maturity date is specified in the Form 6-K, which also notes the indenture date of June 25, 2026 for these notes.

Who could buy GFL Environmental’s new Senior Notes in the United States?

The notes were offered and sold in the United States only to persons reasonably believed to be qualified institutional buyers. This limits participation to large, sophisticated investors that meet specific regulatory criteria, rather than to the general retail investing public.

What exhibits related to the GFL Senior Notes are included with the Form 6-K?

The filing includes the indenture as Exhibit 4.1 and the form of the 5.625% Senior Note due 2031 as Exhibit 4.2. These exhibits contain the detailed legal terms, covenants, and conditions governing the notes and their guarantees.

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Accepted by SEC EDGAR 06/25/2026 - 12:22 PM Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13A-16 OR 15D-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of June 2026

Commission File Number: 001-39240

GFL Environmental Inc.

(Translation of registrant’s name into English)

1759 Purdy Avenue, Suite 300

Miami Beach, Florida 33139 

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  ¨ Form 40-F  x

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ¨

On June 25, 2026, GFL Environmental Inc. (the “Company”) completed its previously announced offering of US$750.0 million in aggregate principal amount of 5.625% Senior Notes due 2031 (the “Notes”) by its wholly-owned subsidiary, GFL Environmental Holdings (US), Inc. (the “Issuer”). The Notes were issued pursuant to an indenture dated as of June 25, 2026 (the “Indenture”) among the Issuer, the Company, as guarantor, the other guarantors from time to time party thereto and Computershare Trust Company, N.A., as trustee. The maturity date of the Notes is July 1, 2031. The Notes were offered and sold in the United States only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States pursuant to Regulation S under the Securities Act.

The information provided herein is qualified in its entirety by the terms of the Indenture and Notes. A copy of the Indenture (including the form of Notes) is filed as Exhibit 4.1 hereto, and is incorporated herein by reference.

EXHIBIT INDEX

The following exhibits are furnished as part of this Current Report on Form 6-K:

Exhibit Number	Description
4.1	Indenture dated as of June 25, 2026 among the Issuer, the Company, the guarantors from time to time party thereto and Computershare Trust Company, N.A., as Trustee.
4.2	Form of 5.625% Senior Note due 2031 (included in Exhibit 4.1).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	GFL Environmental Inc.
	By:	/s/ Mindy Gilbert
	Name:	Mindy Gilbert
	Title:	Executive Vice President and Chief Legal Officer

Date: June 25, 2026

Filing Exhibits & Attachments

1 document

Other Documents

• EX-4.1 EXHIBIT 4.1 1.0 MB