This conference call transcript was computer generated and almost certianly contains errors. This transcript is provided for information purposes only.EarningsCall, LLC makes no representation about the accuracy of the aforementioned transcript, and you are cautioned not to place undue reliance on the information provided by the transcript.
spk05: Good morning and welcome to the GSL Environmental Q3 earnings call. All participants will be in a listen-only mode. If you need assistance, please signal the conference specialist by pressing the star key followed by zero. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star then one on your telephone keypad. To withdraw your question, please press star then two. Please note this event is being recorded. I would now like to turn the conference over to Mr. Patrick DiVigi, CEO and founder of GSL. Please go ahead, sir.
spk02: Thank you and good morning. I would like to welcome everyone to today's call and thank you for joining us. This morning we will be reviewing results for the third quarter. We will also provide an update on recent M&A activities and our outlook of what we expect to finish the year. I am joined this morning by Luke Pelosi, our CFO, who will take us through our forward-looking disclaimer before we get into the details.
spk05: Thank you, Patrick, and good morning, everyone, and thank you for joining. Please note that we have filed our earnings press release, which includes important information. The press release is available on our website. Also, we've prepared a presentation to accompany this call that is also available on our website. During this call, we'll be making some forward-looking statements within the meaning of applicable Canadian and U.S. securities laws, including statements regarding events or developments that we believe or anticipate may occur in the future. These forward-looking statements are subject to a number of risks and uncertainties, including those set out in our filings with the Canadian and U.S. securities regulators. Any forward-looking statement is not a guarantee of future performance, and actual results may differ materially from those expressed or implied in the forward-looking statements. These forward-looking statements speak only as of today's date, and we do not assume any obligation to update these statements, whether as a result of new information, future events and developments, or otherwise. This call will include a discussion of certain non-GAAP measures. A reconciliation of these non-GAAP measures can be found in our filings with the Canadian and U.S. securities regulators. I will now turn the call back over to Patrick, who will start off on page three of the presentation.
spk08: Thank you, Luke.
spk02: We are extremely pleased with the results we are sharing today, which we believe continue to demonstrate the resilient growth profile of our business. For the second quarter in a row, we delivered the highest revenue adjusted EBITDA and adjusted EBITDA margin in GFL's history, and nearly $180 million in free cash flow, all despite the significant headwinds from COVID-19 across our footprint. Revenue increased over 15% compared to the prior year period, driven by continued sequential volume improvements and 4.2% growth from price, surcharge, and commodity price increases in our solid waste business, as well as the rollover impact of synergies realized from M&A completed in prior periods. Overall, solid waste organic revenue growth was 680 basis points greater in Q3 than in the second quarter. As sequential improvement in solid waste volumes tied to the easing of COVID-19 related restrictions drove 2.5% positive organic growth in our solid waste business. The impact of COVID-19 continued to vary by service line and region with our solid waste business continuing to show strong resilience. Negative volumes continue to be primarily attributed to our commercial and industrial collection and post-collection business, with residential collection and recycling volumes positive for the quarter. From a market perspective, our primary solid waste markets where we saw the greatest volume declines in Q2 were the markets that had the greatest sequential improvements in Q3. For example, our Eastern Canada solid waste business that includes our Toronto and Montreal markets saw over 1,000 basis points of volume improvement sequentially over Q2. Volumes in our secondary markets also improved, although the sequential increases in these markets were more muted as the initial declines were less than what we saw in the primary markets. In our infrastructure, soil, and liquid businesses, the rate of recovery was slower than what we saw in solid waste as our customers delayed their capital and maintenance expenditures as part of their own COVID impact mitigation measures. Impact demand for our services, we also saw the impact of COVID-related regulatory and permitting delays impacting the start of new projects or project phases. Once again, the extent of the impact vary by region. Infrastructure and soil revenues in the U.S. business, which is concentrated in the highly COVID-impacted northeast and California markets, saw greater volume impacts than our Canadian business. Liquid waste revenues were a similar story, with the volume of coverage slower in our Midwest U.S. market, where COVID-related disruptions had an outside impact on our customers' demand for our services. Liquid waste revenues in Canada saw 1,300 basis points of volume improvement sequentially over Q2, with volumes in eastern Canada almost flat compared to the prior year. Across both the infrastructure and liquid businesses, we expect a volume decrease to simply be a timing shift and will return as our customers reset their budgets in 2021 and re-engage on their capital and maintenance projects. We have a line of sight into a healthy backlog of work in these segments and anticipate volumes will continue to recover in conjunction with the market-specific reopening activity. Looking at how the revenue impacts translated to the bottom line, the overall increase in revenue coupled with our ongoing focus on cost control and efficiencies resulted in 240 basis points of margin expansion. in our solid waste business and 200 basis points for the company as a whole, resulting in the highest adjusted EBITDA margin in the company's history, as I mentioned earlier. Drivers of the margin expansion are the same themes we covered last quarter. Overarching are the impacts of our pricing, procurement, and synergy rash realization initiatives we discussed previously. We are also seeing the benefits of our continued COVID-related focus on improved asset utilization and productivity, coupled with cost control of discretionary SG&A costs. Finally, the macro factors of higher commodity and lower diesel fuel prices provided a net margin benefit as compared to the prior year. In terms of FX, With over half of our results being generated in U.S. dollars, the transitional impact from fluctuating FX rates impacts our results, which are reported in Canadian dollars. The USDA cash change rate resulted in 0.5 revenue increase over the prior year, although the average exchange rate for the quarter was 300 basis points less than in the second quarter. The offset to the lower revenue and profits reported during a period of weakening USD is that our USD denominated debt is also revalued at the lower FX rate, reducing our debt balance and leverage ratios. The expanded EBITDA margin coupled with continued focus on working capital management and disciplined capital allocation contributed to nearly $180 million of free cash flow generated during the quarter. a result in excess of our expectations and a new record for the company. Looking at working capital specifically, our previously discussed initiatives around order to cash cycle time continue to show improvement, and you can clearly see the results in the year-over-year collection experience. The DSO improvements are something I know our whole team is very proud of and an area that we continue to believe there's incremental upside. Not to downplay the record financial performance, but the most impressive aspect of the quarter, and this is an exact repeat of what I said in our prior calls, is this continued dedication and capabilities of our employees to respond to the ever-changing operating environment. Through the incremental risk management steps and protocols that we have implemented as outlined on our prior calls, we continue to prioritize the health and safety of our workforce. Safety-related stats, absenteeism continue to be at some of our best levels ever, and I couldn't be more proud of how the team has come together in the face of these unprecedented challenges. In addition to the strong performance of our base visitors in the corner, as you all know, we were all busy on the M&A front as well. We closed the WCA acquisition on October 1st and the acquisition of the Waste Management ADS Divestitures last week. We have spoken about both of these deals several times, so I'll stay in the majority of the discussion on this topic for the Q&A session, but what I will say is the following. We remain very excited about these opportunities that these businesses and opportunities will bring to GFL. We have a well-defined integration plan for both of these businesses that are already well underway. We are extremely confident that these assets will provide incremental platforms for us to continue to pursue our organic and acquisition growth strategies. During the quarter, we also closed three small talk-in transactions, and our M&A pipeline continues to remain full. Some of these transactions in our pipeline were contingent on the WMADS asset closing, so now that that acquisition is closed, you will see us pursuing these opportunities. Before turning the call over to Luke to walk through the financial information in more detail, I wanted to walk everyone through page four of the presentation, which we thought would be a helpful summary of the messages we have consistently delivered. On the left-hand side of the page, we've listed the five key things that we communicated during the IPO and that we have consistently echoed since then. We have delevered the balance sheet from high sixes to low fours. We've taken margins from 24.7% in 2019 to nearly 26% in year-to-date 2020. We completed the two larger solid waste transactions that we alluded to at the time of the IPO and continue to execute in our tuck-in program. We adhere to our leverage commitments by bringing in new equity at attractive terms. And we've used our improved credit profile to reduce our cost of borrowings as demonstrated by our 3.75% August bond offering and the pending repricing of Revolver, bringing our average borrowing cost from mid fives to high fours with a clear path to low to mid fours in the near term. On the right-hand side of the page, we have listed the focus areas for us going forward. There are no larger acquisitions on the horizon, so now we will pivot to focus on integration while continuing our tuck-in program. We remain extremely confident in our ability to leverage our platform and our strategic initiatives to continue to drive margin expansion. The free cash flow profile of the business going into 2021 will now accelerate the deleveraging of our balance sheet, and we will continue using our improved credit profile to reduce our cost of borrowings. I will now hand the call over to Luke, who will walk through the financial results for the quarter in more detail.
spk05: Thanks, Patrick. Turning to page five of the presentation, we have provided a summary of revenue growth by operating segment. Now, I'm not going to repeat the words on the page, but I will add the following color. First, I think it's worth reiterating the fact that we had 2.5% positive organic revenue growth in our solid waste business in the quarter. In fact, if you look at the bottom table, you can see we had positive organic revenue growth in the year-to-date period, which we think is a pretty incredible outcome considering the backdrop. For the quarter, the 3.5% net price was slightly ahead of our expectations and was achieved despite the impact of volume decreases in the ICI service line, which are typically a big contributor to price. Our overall pricing excludes the impact of pricing initiatives of our 2020 M&A and continues to be impacted by negative CPI adjustments on certain municipal contracts. So altogether, we are very happy with the outcome on the pricing front and remain confident in our ability to deliver on our stated pricing goals for the year. In addition to the growth in core pricing, we realized an incremental 70 basis points tied to commodity prices, where we realized that blended basket price nearly 30% higher than that of the prior year. Our blended basket price in Q3 was down 30% from Q2, but remains above that realized in the prior year. On solid waste volumes, collection volumes were down 3.6%, which was comprised of a 7.5% decrease in IC&I, offset by nearly 2% positive volume in residential. This compares to a total collection volume decrease of 8.4% in Q2, so a meaningful improvement quarter over quarter. Post-collection volumes were up 8.5%, largely on the strength of MRF processing volumes coming out of the successful leveraging of the 2019 Canada Fibres Acquisition to establish our business as the leader in recycling processing in Canada. Excluding MRF volumes, post-collection volumes were negative 6.9% for the quarter, a 790 basis point improvement from Q2. On infrastructure, soil remediation, and liquid waste, I'm going to reiterate what Patrick highlighted. Due to a combination of regulatory and permit delays driven by the COVID-related shutdowns, and customers intentionally deferring certain activities as part of their own COVID-related mitigation strategies, we saw a delay in new projects starting, and as a result, a more tempered recovery in volumes than what we've seen in our solid waste business. Again, the impacts were highly regionalized, with soil volumes in the Northeast and liquid volumes in the Midwest US lagging the recoveries we've seen in our Canadian markets. What played out during the quarter and continues to play out in business lines is a more tempered recovery than we had anticipated based on the trend line that we were seeing in late Q2, early Q3. Our guided assumed infrastructure would be negative low single digits and that the liquid waste would be organically negative high single digits. As Patrick said, we expect the most part that this is a timing issue and we expect the volume returns to roll into 2021. Turning to page six, we've summarized margins by segment. Solid waste adjusted EBITDA margin was 30.6% for the quarter, which was a 240 basis point increase over the same period in the prior year. Patrick provided the overall drivers of the expansion, but in terms of the specifics of the margin walk, the key components include 72 basis point benefits from lower diesel costs, 53 basis point benefits from higher commodity pricing. Offsetting these macro tailwinds was an approximately 10 basis point drag from incremental COVID-related costs. Acquisitions were basically margin neutral, primarily attributable to Canadian tuck-in acquisitions that have yet to achieve their anticipated margin profile, offset by margin accretive contributions from 2020 acquisitions in the U.S. Excluding these items, the base solid waste business drove 125 basis points of organic margin expansion over the prior year, despite the detrimental impact of COVID volume declines. Consistent with what we said in the prior quarter, soil and infrastructure margins are being impacted by the change in business mix, reflecting reduced volumes from low volume, high frequency customers. Recall that due to the relatively fixed cost structure of our soil mediation facilities, there's a higher detrimental margin impact from reduced volumes. The relatively muted impact to margins year-over-year despite the $27 million revenue decrease is attributable to the cost control strategies that we've implemented and are indicative of the underlying margin improvement we've been focusing on in this line of business. We expect that as volumes recover, we'll see significant margin expansion consistent with what we have previewed as the opportunity within this segment. Our liquid waste business continues to be the segment most impacted by COVID-related disruptions. In response to the volume decreases, we flex over $7 million of operating costs out of the base business on a like-for-like basis, mostly around direct labor and vehicle costs. This cost flex in conjunction with continued synergy realization and a nearly 13% increase in net U-most selling prices drove the organic margin expansion as compared to the prior year. Similar to my commentary on the fixed cost nature of the soil segment, when you think about the $17 million revenue decrease from lower liquid volumes on a year-over-year basis, the realized margin expansion highlights the underlying operating leverage we're realizing in this segment. Turning to page seven, reported cash flows from operating activities were $257 million in the quarter, $125 million sequential increase over the second quarter driven by lower interest costs and higher working capital as we had forecast. The 214% increase in cash flows as compared to the prior year is a combination of the increased scale of the business and capital structure, as well as improvements in working capital management and the ongoing payroll tax deferrals and tax refunds we realized in the current period under CARES program. As a reminder on working capital, we've historically seen a significant investment in the first half of the year and then a recovery in the back half, driven by the seasonality of the business. The continued southern expansion of our U.S. footprint and our active focus on optimizing our working capital processes is flattening this historical seasonal curve and providing an overall recovery of some of the historical investment in working capital. As Patrick mentioned, our efforts around our order-to-cash cycle time are improving DSO, which is also benefiting working capital. We continue to actively monitor our credit exposures in light of the uncertain landscape, but the quarter did not see any significant incremental credit losses outside of the normal course. Collections remain very strong. Now, notwithstanding the strength in ARN collections, we've continued to actively manage our cash balances and pushing up AP balances at month end. In terms of investing activities, we closed three tuck-in acquisitions late in the quarter, representing approximately $20 million in annualized revenues, The longer than expected delays with the waste management ADS divestiture assets push back the timing of some of the opportunities we've been working on, but the pipeline is full and we're very actively pursuing several opportunities. On capital expenditures, we spent $86 million for the quarter, which included approximately $8 million in what I call remedial capital related to recent acquisitions, which was incremental to our original guide. Cash flows from financing activities are primarily comprised of the new U.S. $750 million 3.5% five-year notes we issued in August. Pre-cash flow for the quarter calculated as cash flow from operations plus net capital expenditures was $177.1 million, which includes acquisition-related costs and the soil, liquid, and FX revenue impacts previously discussed. To summarize our cash flows in comparison to our previously provided guidance, recall we said the cash flow from operations for the back half of the year would be approximately $475 million. Q3 was $257 million, or approximately $275 million excluding transaction and acquisition costs incurred in the quarter that were not part of our original guidance. Before considering the impact of WCA and Waste Management ADS, which I will touch on separately in a moment, I wanted to highlight that we remain confident in our ability to deliver on our targeted cash flow from operations for the year, despite the revenue headwinds we saw in the quarter from soil and liquid volumes and FX, which, based on the current environment, may persist for the balance of the year. Additional shutdowns and reimposed restrictions, like what we've recently seen in Quebec and Ontario, may add to that headwind, and those are obviously something that we're watching closely. On CapEx, the guide for the back half of the year was $160 million. We spent a net $80 million in Q3, or just over $70 million when excluding remedial CapEx that was effectively acquisition cost on recent deals, which leads close to $90 million for Q4 in order to hit our target. Based on the success we've been having in our recycling operations, again, leveraging the expertise and assets we acquired through the Canada Fibers acquisition, we are evaluating net new opportunities to deploy an incremental $5 to $10 million into our recycling operations during Q4. The timing of when this spend will occur is still up in the air. But excluding this incremental growth capital, we are on track to meet our CapEx target. Before turning the page, I'll touch on the WCA and Waste Management ADS acquisitions, but I will be brief as there's early days on both of these transactions. As we've told you before, these assets have been performing very well this year and have great third quarters, so we're very excited about the go-forward opportunity. Our robust integration plans are well underway, and we remain confident in our ability to deliver the underwritten synergies within the timeframes we've previously discussed. WCA will contribute a full quarter of revenue to our Q4 results, and the Waste Management ADS assets will contribute two months of revenue. When thinking about the expense of their contribution, if you take the estimated annual revenues we previously disclosed, prorate, and then seasonally adjust, I think that provides a good proxy. Keep in mind, there's a significant seasonality profile of the Waste Management ADS asset package, driven by the concentration of revenues in the Midwest and the absence of the more seasonally stable residential and permanent roll-off revenues. Our current view is that the combined businesses will deliver U.S. dollar $135 to $145 million of revenue during the fourth quarter. The inclusion of this incremental revenue in our fourth quarter results and the fact that we're able to close WCA one month earlier than previously expected will more than offset the headwinds from soil, liquid, and FX and allow us to exceed our previous revenue guidance for the year. In terms of the cash flow statement impacts from these two deals, I'll provide the following color. The waste management ADS assets did not come with working capital, meaning that no AR came over with the transaction, so there will be a cash outlay there over the first few months as we invest in a normal accounts receivable balance. This was a consideration that was factored into the purchase price. WCA came with normal working capital, so there may be some investment there, but there shouldn't be a material swing. Integration CapEx is expected to be about $3 to $5 million, primarily on IT spend. WCA CapEx is expected to be in the $18 to $20 million range, which is inclusive of $6 to $8 million of growth CapEx that was committed to prior to closing and contemplated in the WCA purchase price. The CapEx needs for the waste management ADS assets are still being evaluated. There's no incremental cash interest to what is already included in the guide as a result of these transactions. And in addition to normal course integration costs, advisory related transaction costs for these two deals will be approximately $12 to $15 million in Q4. We are deep into the process of forecasting our 2021 plan and will provide more specific updates when we report our fourth quarter results. What I will say now is, although there have and will be some puts and takes, mainly around FX and the specialty waste volumes and the timing of the deal closings, we remain confident in our 2021 revenue and EBITDA jump-off point that we provided as part of our guidance in August, subject to FX-related fluctuations. Quickly turning to page eight, we've presented a summary of net leverage at the end of the quarter. And we've presented this page several times now, so I won't go over it again in detail. But I will highlight the end of the quarter with net leverage in the low fours. And pro forma for the two acquisitions, we expect to end the year with leverage at the high end of mid fours, all of which is consistent with our previous messaging. With the amendment to our revolver, free cash flow profile, and refinancing opportunities, we have ample liquidity and opportunity to pursue our growth goals, further reduce our cost of borrowing, and deliver our balance sheet. With that, operator, we're ready to open the line for questions. Thank you. We will now begin the question and answer session. A reminder to ask a question, you may press star then one on your telephone keypad. If you are using a speakerphone, please pick up your handset before pressing the keys.
spk03: Your first question comes from Hanson Azari from Jefferies. Please go ahead. Hey, good morning, Patrick and Luke. You know, my first question is, As you know, there was a short report thesis on the company. We didn't really hear GFL publicly sort of talk about their thoughts as to that validity of that thesis. So I wanted to just give you this forum to kind of outline your views for investors on what you thought of that report that made various allegations around aggressive accounting, overpaying for assets, et cetera, et cetera.
spk02: Okay. Well, I wasn't expecting the question, but yeah. I mean, I think from my perspective, listen, my mother always told me, if you have nothing good to say, don't say anything. So I won't reference the short seller by name. I mean, the reality is, from our perspective, you know, let the numbers talk and just deliver on the plan and deliver on the plan that we articulated to all the investors as part of the IPO. In life, there's always going to be haters and you know what, these guys, you know, take whatever position they take, but it's hard for me You as an analyst spend a lot of time at the company trying to understand the company. What I will tell you is I've never spoken to the short seller, never heard from the short seller, whether it was before the report or even after the report. So other than seeing a bunch of tweets and a bunch of noise, I don't really have much to interaction with them. The fact is, We've delivered the highest margin, the highest EBITDA, the highest free cash flow in our history. I think we're one of the only, I think, peers in the comps that actually posted organic growth in our solid waste business. As we articulated, our margins are going to keep going higher. We delivered $170 million, $177 million of free cash flow in the quarter. Our volume and pricing was extremely strong. And, you know, over 14 years, we've done nothing but make investors money. I mean, if you go back over the last 14 years, you know, you had Genuity and Healthcare of Ontario Pension Plan that made almost seven times their money. You had War Capital that made three times their money. You had HPS that made almost three and a half times their money. And you had Macquarie make two times their money. And, you know, you have a new shareholder group that has done extremely well as, you know, as those guys, and I think if you look at what the path is and the trajectory of where we're going, we are on a path to do exactly what we said we were going to do. I think if you look at it today, I mean, you know, let's put aside the character assassination for a second, just because of the tally, it doesn't make me a mobster but you know that's distasteful and whatever it's hurtful and it is what it is but i'll park that aside i mean at the end of the day you know he tried to blow up our financing he failed he tried to blow up our acquisitions he failed he tried to scare institutional investors away he failed You know, he tried to mess with our audit opinions and comfort letters with our auditor Deloitte. He failed. I mean, he told us we can't integrate businesses and we overpay for assets. I think you're clearly seeing we've had 12 basically quarters in a row where we've delivered margin expansion. So if the model wasn't working, the business would be going backwards. It wouldn't be going forward. So, again, I don't think about it. In terms of overpaying, I mean, keep in mind, you know, we've been under private equity partnerships for 14 years. Private equity investors' expectations of return on equity and return on invested capital are a lot higher, truthfully, than what the public markets do. And those investors create a significant discipline on us as a management team. And that goes from these new – you know, you have VC partners, Ontario Futures Pension Plan and GIC, or insiders in this company, you know, who have to approve – you know, these substantial acquisitions. And believe me, if we weren't delivering on, you know, our returns on equity, our returns on invested capital, these acquisitions would not be approved. So, you know, that's what I would say on that. I think if you look at where we are, we told you, as Luke just said, we would deliver on the free cash flow profile of the business. on the back half of the year. All of that is playing out exactly how we said it would. If you look at 2021, which was the launch-off point for 2021, for all intents and purposes today, not giving forward guidance, you have $500 million plus of pre-cash flow for 2021. If you look at that today, where we're sitting, today we're trading at a 6.5% to 7% free cash flow yield. The peer set's trading at 2.75% to a 4% free cash flow yield. That's a $37, $38, $40 stock, even at a lower number. And we're only in the second innings here of a long baseball game. I mean, we're just getting started. You know, we talked about all different things from, you know, de-laboring, right? We de-labored. Now we're low on our average cost of capital, which is a big focus of ours going in. So, again, I think all of the things we said we're doing, we will continue to do. And at the end of the day, the overarching theme to this – We have a shareholder group. The shareholder group, if they didn't have the confidence in management to deliver the plan, would have never allowed this company to go public. Nobody was sellers. They were a year and a half or two years into their investment, where they normally hold things for five to seven years. We know what we can do. We know that we will deliver and execute the plan over time, and we know we, along with all your shareholders that have invested in the IPO, will get rewarded for with the plan we have and how we are going to execute over time. I don't know if that covers your question. I ran it along.
spk03: Yeah. No, that's very clear. I think the other question would be just, you know, now that these deals have closed, you know, just frame for us execution risk, integration risk, integration plan. I know WCA waste is You know, it was owned by Macquarie, so was Waste Industries. You know, so clearly there's some institutional knowledge there. ADSW probably has some nice synergy with your Waste Industries platform. But just walk us through, you know, how you're thinking about how people should get comfortable around, you know, execution risk and integration and timeframe to integrate these assets.
spk02: Sure. On WCA, you know, WCA was clearly way more straightforward. Synergies came from, again, the bulk of the corporate office, insurance, sort of health and benefits were the, you know, the big synergies that we were going to get out of that asset. All the operational synergies were stuff we didn't even model that we know exists and we can talk about the different regions that are going to tuck into our existing business. So that has gone, you know, we anticipated, you know, communicated to the market that we would close out by November 1st. You know, I think with the DOJ and given the WMADS process, we were, you know, able to, you know, persuade the DOJ that this made sense to make us an even stronger competitor in the U.S. than we already were. And, you know, we were able to get close earlier and close that earlier. So, you know, one month I had a schedule in terms of owning the asset. We have a full plan from our operating system, infrastructure, financial systems, customer experience, shared services, which are billing AR, cash AP, Workday, which is our HR platform with our GFL benefits, and our maintenance platform to have that fully integrated by Q2 of 2021. I can tell you it's been an exceptional experience so far. Again, just the institutional knowledge that we've had with that company over the years and the replication of our systems and their systems along with WI systems over time has just made it a very straightforward process. In terms of the rejigging of the regions, at the end of the day, yes, there was some overlap with our existing business, particularly in Alabama. And now with the WM assets in Florida and some overlap in Colorado, but largely for the most part, that act is a standalone. And like I said, the corporate synergies that we'll get out of that and we anticipated will come out over the next sort of six to 12 months. So no issues with WCA. On the waste management ADS investors, which again, a little bit more complicated, you have an integration team here at GFL that's been doing this for almost 14 years. I will say the planning and the experiences that we've had with waste management and ADS over the last 16 months have paid off in spades. If you look at where we are from an integration standpoint today, we have all of our operating systems, financial systems, customer experience, shared services, billing, AR, cash, app, and AP, and everything on our platform today. That was all done within sort of 24 hours of closing. And again, I credit our IT department and the great employees that came over with both WCA and ADS and Waste Management that helped us get through that very smoothly. We did a lot of dry runs, and that team, truthfully, without a lot of pain, was able to get us up and operating and basically sort of shut the taps off from any transition services agreement that we would have needed with waste management. Now, we are still relying on them for some infrastructure-related, IT-related issues, but I think at the end of the day, the most important system, the operating system, financial systems, yeah basically the shared services building ar cash ap um are now on our system so we feel extremely great and confident about where we are um and the integration process with the businesses in the old in the markets where we have overlap is well underway and so you know the part that i guess could have been feared the most was the actual you know, transition on the day of closing has gone exceptionally well. And again, it's by all the great work that everyone's done on our side, as well as the Waste Management ADF team. And one thing I'll say is all of this is done in-house. We are not using any third-party consultants to do this work for us. This is all done by people that are, you know, sitting in the company today and have executed on this very well. We're in great shape from that perspective.
spk03: Okay, very helpful. Last question, I'll turn it over. Is the free cash flow number for next year, you guys guiding the $500 million plus, or what's the building blocks for free cash flow for next year?
spk05: This is Luke. I think we're going to come out in Q4 with our guide for 2021. I think Patrick was just sort of speaking at a higher level, and we can talk about the launch-off point of where we see the end of this year ending, but we're not providing that guide at this time. I think Patrick, just in his response to that first question, was just sort of speaking more holistically and directionally.
spk03: Got it. Got it. Okay, great. Thank you, guys. Thank you.
spk05: Your next question comes from Michael Hoffman at Starfall. Please go ahead.
spk00: Hey, Patrick, Luke. Thanks for taking the questions. Could we dig into the solid waste operations and pull apart the difference in your experience between the U.S. and Canada on your organic growth? You know, Canada had a better organic versus U.S. Can we talk about what's in your mix, your price, your volumes, and why that is? And then... We'll move on to more.
spk05: Yeah, so Michael, it's Luke speaking. What I would say, I think a key driver of the differentiation in Canada versus U.S. in this quarter was really on the strength of the MRF processing volumes that we referred to in the prepared remarks. I mean, if you think you go back to the Canada Fibres business, we saw as the recycling market was pivoting, we saw a good entrance point to enter the Canadian market with that acquisition late in 2019 and have been actively sort of organically expanding that across the country. It was primarily a sort of central Canada-based business. And I think that really contributed to the outsized growth in Canada in the quarter. If you look at the regular way IC&I volumes, whether it's collection, post-collection, I think pretty similar across the geographies with the exception of the primary, non-primary splits that we've said. And what I mean by that, in Canada, our primary markets, you know, still continue to see greater impact than our more secondary. And that was the experience in the U.S. as well, albeit more of our U.S. is sort of non-primary. From a pricing perspective, I mean, the U.S. continues to be slightly stronger in the price. I think what you have there, one, just, again, the primary, secondary, but also the residential business, slightly different in the U.S. with a higher concentration of subscription, which will take the price. versus in Canada, you know, you don't have any subscription, and, in fact, we're actually burdened with some negative CPI in Canada this quarter. So I think that the IC&I pricing, comparable in the U.S. and Canada, but that residential pricing profile is different between the two geographies, and that's how I'd characterize the differences between the regions.
spk00: Okay. And then I was trying to keep up with the pace of the data you were giving us, Luke, Can you just summarize for us the deal contribution in 4Q20 is sales of 135 to 145. That's in Canadian dollars? And then we let the EBIT down to free cash flow?
spk05: so those u.s dollars revenue from kind of the two deals that's the expectation there again slightly off the sort of straight prorated math but it's for the seasonality that i spoke to i mean michael even a margin was still you know early days coming with that if you look at the blend of what we said for the annualized ebitda margin for those i think out the gate with the seasonally low you know two months as well as just the integration now something a little bit less than, you know, what those blended averages we had said. But, you know, we're still sort of early days on the ADS to SWMPs. What I'd say on the cash flow, is like there's a couple nuances I spoke about on the script, and it's really some sort of catch-up type capex. Catch-up is the wrong word, but some known capex spend, and then this working capital component that are going to appear as cash flow items in our Q4 statements in the cash flow from operations, but are really purchase price items. sort of considerations i mean if you look at the wca business paying 12 12 i mean it really should have been more like 12 25 when you considered some of these puts and takes on capital and working cap and then similarly you know the the purchase price of of wmads uh part of that negotiation contemplated that there was no working capital you have to invest you know, $10, $15 million into it. So those two items are going to appear as negative sort of cash flow from operations before. I would characterize them more as sort of, you know, purchase price type items. So X that, you know, with EBITDA margin sort of direction I was just providing, I think you see those as sort of cash flow neutral in the quarter, obviously excluding the deal-related advisory costs.
spk00: Okay, and originally we were sort of mid to high 20s, those blended margins between the two businesses. You're suggesting with seasonality we're probably low 20s to mid 20s.
spk05: I mean, I think mid is probably the right way to be. I mean, I think that some of the synergies we'll be able to realize sooner than anticipated, which is going to help. But, again, if you think about the Wisconsin-type business, I mean, with the seasonal profile there, Q4 is a significantly lower margin than Q3.
spk00: Thank you. You remember seeing that in ADSW when they reported. What's the rollover of all your M&A into 21 sales so we get that number right?
spk05: We will end the year about, I mean, again, it's sort of FX-sensitive. I mean, just to back up in general on FX, I mean, we're going to now have sort of, you know, call it $700 million of EBITDA that's U.S. dollar denominated. You know, at the revenue side, think about that sort of $2.5, $2.6 billion of revenue. And I mean, so every penny there of FX has a, you know, significant impact. So if I look right now at, well, the FX I had a few days ago, I have about $900 million rolling in to 2021 as the rollover. That's really the WCA and WM dollars comprising sort of, you know, 800 plus of that. And then the other small deal is the balances. If you think about the cadence of that rollover, you're going to see roughly a third and a third in Q1 and Q2, a little bit higher in Q3 as the seasonality ramps up, so sort of mid-30s in Q3, and then the slight tail in Q4. But, again, the rollover and the launch-off point, there is just this FX consideration. If I look – I mean, when we provided the guide originally – you know, our base business was at sort of 1.35 and the new deals I think we had in that guy at 1.34. I mean, if I look this morning, we're now touching 1.30. I mean, that's sort of, you know, five pennies there on our, call it $700 million of EBITDA. That's a $35 million swing there. So that's the one thing that will impact the launch off. We're going to work on some constant currency presentation to try and normalize that for folks going forward. But that's just the one caveat I'd provide.
spk00: Okay, fair enough. But just so I'm clear, $900 million, it's the Canadian number. You've reflected the conversion.
spk05: Correct, 900 Canadian rolling over in the cadence that I described.
spk00: Got it. All right. And then Canada has taken aggressive shutdown again. So how do we think about how is that factored into how you're leading us to the end of the year, your confidence in the free cash flow in the second half of Canadian 275 to 300 million, or the launching off into a 500 million number as a baseline for 2021? Yeah.
spk05: I mean, I'm looking at Patrick. The Canadian dynamic is very challenging to model and forecast because it seems to sort of flip every different day with different sort of guidance.
spk02: Today it's pin the tail on the donkey, right? It's just, ooh, one day we're open, one day restaurants are open, one day they're closed, one day gyms are open, one day they're closed. I mean, at the end of the day, I mean, if you look today in Canada, you have Toronto and Montreal that are – you know, gone back into shutdown, then you have Winnipeg that has gone into a shutdown. Now, it's not anywhere near the extent of the shutdown that we saw in the spring of 2020, but yes, there's going to be impacts. But listen, at the end of the day, You know, those impacts, I think, will be relatively muted in comparison to what they were in Q2. And, you know, we have the ability to outperform in other parts of the business, you know, that we think make up for that. But, yeah, it'll be a small headwind, but from a free cash flow perspective, et cetera, I think we feel very confident with the numbers that we've laid out.
spk05: Yeah, Mike, I'd say, you know, Patrick's point, look, there's obviously a revenue, I mean, the FX impact, And then you have this sort of incremental sort of shutdown. So now, look, there's going to be continued strength in our solid waste business like we saw in Q3 from, you know, the diversified offerings across recycling, et cetera. Soil and liquid are going to continue, I think, we've assumed at the current levels. So if you think about our guide at the revenue line for the year, it was sort of 40% 40 60 in the middle 40 45 on the low end i mean i think fx alone sort of brings you to the low end and then the soil and liquid continues to sort of be a drag there now offsetting we got wca done a month earlier than anticipated that provides some sort of offset and then again some of the strength and the other sort of solid waste services So I think there could be puts or takes at the revenue line driven by those changes. But as Patrick said, I think with some improved cash management and working capital performance, we can hold the line on the pre-cash flow line.
spk00: Okay. Thank you very much.
spk05: Thanks, Michael. Thank you. Your next question comes from Kevin Chang at CIBC. Please go ahead.
spk06: Hey, thanks for taking my question here. Maybe just two for me. First, just on the Canadian pricing, you know you saw some headwinds with CPI, and in your disclosure, you talked about some temporary suspensions there. Just wondering how pricing is looking like here.
spk03: Are you starting to implement some of those delayed pricing? Should we see some positive momentum on the Canadian pricing front as we exit this year and looking into early 2021?
spk05: Kevin, what I say on pricing is when we say the delay, you know, I still want to bring that back to the context of this sort of latent pricing opportunity that we spoke about being in our existing book of business, so the sort of catch-up pricing that we said was going to provide a tailwind for the first sort of 12, to 18 months at the gate. That's really what's paused. Our otherwise sort of normal course pricing has continued, and I think that's why you're seeing our pricing, you know, roughly in line with, you know, our original guide, which came out the year, you know, very strong, but even, you know, Q2 is sort of high threes, Q3 mid threes, and, you know, Q4 is going to be low threes, but that's that range where we said we intend to play that sort of three and a half to four percent range um i think the canadian dynamic um that opportunity still remains we're not going you know if we normally are doing our big sort of pis from the beginning of the year we haven't decided to now do those in q4 instead so you're not going to sort of see that catch up this year but i think you know if the world continues on the path to more normalcy we'll revisit the sort of harvesting of that opportunity in 2021 you know in sort of normal cadence of our regular pricing regimes by market Okay, that's super helpful. And maybe just a second one for me. I'm just trying to wrap my head around, you know, what's the run rate EBITDA margin for liquid waste?
spk06: So, you know, a big margin quarter, you know, worth of 20%. As you pointed out, organic growth has been challenging here, but a lot of that is revenue, I think, is pushed out in time. So as that volume comes back, Like, how do we think about incremental margin, you know, giving you launch points here off of Q3?
spk05: Yeah, so what I'd say, Kevin, goes back to what we said, you know, on the road, even, you know, before COVID, I think still sort of holds true. And there's been some sort of swings in the sort of COVID environment. But, you know, historically, that business was a sort of mid-20s margin business that we thought, you know, we could take up to a high-20s margin business. And I think that holds true. Now, Q2, obviously, you know, with the rapid volume sort of loss, we were behind that. You see in Q3 now picking some of that back up. I mean, Q4 will be more muted. But I continue to believe that that holds true. We said there was sort of 200 to 300 basis point expansion opportunity in both the liquid and soil businesses, and we still think that that's the case. So if that ends the year and it sort of mid-20s, you know, I think our original plan pre-COVID would have been we would have been moving the ball down the field and been sort of more 26, 27 run rate, but I think we end the year, you know, ideally in the sort of mid-20s with still believing the opportunity as the volume returns to add the sort of 200-plus incremental basis points to that over the next sort of, call it, two to three years. Okay, that's helpful. That's it for me. Thank you very much. Thanks, Kevin. Thank you. Your next question comes from Tyler Brown at Raven Jane.
spk07: Please go ahead. Hey, good morning, guys. Hey, so I really appreciate the operations map. I know it seems simple, but I think it's really helpful to see the big picture. So as I look at that map, though, I'm kind of curious about a couple things. So number one, I mean, I know it's early and integration is the focus, but anecdotally, how is the morale there? of all of the folks that you brought over, particularly in those markets that you overlap? And then number two, I think obviously if you look at it, there's a number of, call it theaters of war here. And so should we simply think about tuck-ins as kind of filling around those triangles?
spk02: Yeah. So on, I mean, WCA, I mean, I think, again, there was a lot of nervousness. you know, for people just trying to understand what the plan was. I mean, because, again, they knew a lot of those corporate functions weren't going to be needed in Houston, right? So, you know, I think people have settled down. I mean, from an operational perspective, listen, everyone's in their chairs, everybody's happy, everybody's relieved. The changes that had to get made at corporate have been well articulated. The individuals that are staying for a period of time are on transition services agreements and have transition bonuses and stay bonuses. You never know how it's going to go, but it's gone extremely well. On the WM&ADS front, I mean, you know, it was like Forrest Gump sort of running up the, you know, up the road because that team was just so tired of, you know, that process dragged out. You know, I take my hat off to Richard, you know, his entire team at ADS for being able to keep that, you know, group together for as long as he did because, you know, when that drags over 70 months, you know, creates a lot of uneasiness with employees. So, you know, the employees that we kept and the employees that Waste Management kept, everybody is so excited and relieved and just really looking forward to the future. So I would say the morale has probably never been better, and everybody's sort of energized and rejuvenated. I think when you look at the map, listen, some of it's overlap, some of it's new beachheads. I think, you know, all in all, again, focus on the integration. But, you know, there's a very well-defined tuck-in program behind some of these beachheads that we acquired, you know, particularly in the Midwest and parts of Florida, you know, and, you know, closing in the gap in parts of the Midwest. I think we have a very sort of well-defined and articulated plan to continue this sort of tuck-in program. You know, nothing of any sort of substantial size or scale, just all stuff that works well within the profile that we discussed earlier, which again is using free cash flow, you know, and borrowing, but at the same time de-levering. And, you know, I think we've articulated that plan numerous times over the last, year. And I still think that we will continue to prove it out. So, I mean, we still have a plan, you know, to acquire, you know, I think everyone's sort of modeled acquiring sort of 50 to 75 million of EBITDA a year in those markets. I mean, I still think it's conceivable that we could acquire sort of 75 to $100 million a year of EBITDA, talking around our existing platform and the new beachheads. But, you know, with COVID, things have slowed down. Everyone seems to be just taking a little bit longer but i think when you look particularly at the next two years we're very well positioned to execute on that um moving forward okay and where were the three tuck-ins you closed this quarter i'm just curious um so there was uh two in ontario and one in the u.s okay okay and then luke i got a couple modeling questions so pro forma i guess or just layering in all the landfills
spk07: Where do you think your closure, post-closure cash out the door will be annually?
spk05: For something to do with the ADS side that we're working through right now, so you're going to have to give me until we come back and the more sort of formal guide until we're sort of providing the guidance for that sort of fully baked. But, I mean, when you look at where we're at today, we're basically sort of doubling, the overall sort of landfill capacity across it. So, I mean, that's a simplified proxy. I'm setting 25 to 30. If I'm setting 25-ish today, it's going to 50. But the actual sort of number, as you know, there's sometimes some cadence and some timing with how that sort of shakes out. So, I'll give you an actual 2021 number as we get the ADS sort of engineering all done.
spk07: Okay, that'd be great. And then I just want to make sure I'm clear. So a penny move in the Canadian dollar, that's about $7 million in annual EBITDA. Is that right?
spk05: Correct, yeah. I mean, if you look at the launch-off point that we're talking about, I mean, before I said the 1340 launch-off point, right? And again, that was sort of this 134, 135. I mean, there's $700 million of U.S. dollar-denominated EBITDA in there. So every penny is $7 million. So if you... if i now end at 1.30 flat where it looks today versus the 1.34 1.35 now it's sort of 25 30 million dollars difference from what i said before now as i said work on some constant currency to sort of carve that noise out and Truthfully, there might become a time where we flip the currency and you'll see everything in USD. It might make it easier for you guys. But those are the facts for what we said today.
spk02: But just to reiterate the launch-out point.
spk05: Yeah, we had said $1,340. As I said now, I think there's some puts and takes with this. But absent FX, that holds true. I mean, but again, with the FX, that's the sensitivity I just said.
spk07: Yeah, okay, perfect. Then this last one, just to be clear, these deals – you don't expect them to change your cash tax paying status anytime soon?
spk05: No, I mean, again, we're still working on how to continue to push that out longer runway than we have today, but we still have, you know, the several years that we previously disclosed. And I mean, adding this, You know, there may be an opportunity to slightly sort of extend that, but it certainly doesn't accelerate anything from the bar, guys.
spk02: Yeah, keep in mind, Kyle, WM and ADS, the way the deal was structured, right, is asset deals and it provides a lot of cover, too.
spk07: Yeah, okay. All right, I appreciate the time, guys.
spk02: Thank you.
spk05: Thank you. Your next question comes from Walter Spracklin from RBC Capital Markets. Please go ahead.
spk04: Thanks very much, Operator. Good morning, everyone. Good morning, Walter. So I'll start here with your specialty wayside on the liquid infrastructure and so on. It sounded on your prepared remarks as though this is in order of magnitude a little deeper than what you were expecting as we went through COVID by now, if you could confirm that. And perhaps I know Patrick, you had kind of signaled that you expect it to come back. Luke, I think you signaled that it, yes, but it probably won't in the fourth quarter. Let me know if I'm getting all this right. And then finally, what's your visibility? When can you say, okay. now we have clear visibility here we're seeing those budgets come back uh we can say with a higher degree of certainty that yes we'll see this level off and stabilize as a you know quarter x um yeah so so on the on the infrastructure side in the soil side i mean i think the
spk02: Number one, the government is going to deploy a significant amount of capital into the infrastructure, which you've seen many of the announcements. That all being said, I think a lot of it is, you know, it was permit-driven. Like we talked about before, we were seeing delays in people getting permits because these municipal offices, you know, there's no one sitting in the office. They're all sitting at home, so time to get their permits, et cetera. But when I look at the infrastructure business alone, our current work in hand today is about $375 million, right? So that is probably the highest number we've ever had going into – a new year, right? So into 2021, $375-ish million on hand. And our probability average weighted pipeline today is another $500 million of work that we priced that we believe we're going to be selected on getting. Now, will 100% of that come in in 2021? No. But I think from where we sit today and the conversations we're having, that's, you know, the ship is going to turn there. You know, the two pieces that a little bit uncertain for obviously our northeastern soil operations and our soil operation in California, you know, have been very slow. Now, I don't know if after the election things change and that sort of gets back on, gets back in action. But I think those are the two that, again, we're just waiting for sort of visibility on. But other than that, I think we're, you know, I think it's going to come back. I mean, when you look at the liquid business in Canada, it's been very good. You know, it's bounced back. Again, we were relatively flat sort of in the third quarter. I mean, the bulk of what we've had is some of the industrial cleaning business and obviously have been sort of tailwinds or sort of headwinds from our perspective. But I think, you know, we think of the Enbridge's of the world and some of these other companies that we do a lot of industrial work for that, you know, when oil dropped, they were looking to conserve capital. I mean, at the end of the day, that work needs to be done. It's just a question of when. I mean, you can put it off for six months, you can put it off for eight months, but at the end of the day, you have to do the work. So we believe we'll be doing the work. And they've communicated to us that we'll be doing the work sort of going into 2021 when we revise our budget. So, All in all, yes, it's a little bit more than we thought, but at the end of the day, fairly consistent with what we've seen so far.
spk04: Okay, and then moving your solid waste, you referenced the monthly improvement as we continue here into the fourth quarter. Is it fair to say from a modeling perspective now that your improvement, that we should see a fourth quarter that's better than third, still a weaker first quarter but better than fourth, and then obviously start lapping in the second quarter? Should we look at it any different than that in terms of the cadence as we go into early part of 2021?
spk05: Yeah, Walter, it's Luke. I'd say that's right. The only caveat being, I mean, you're here in Toronto and, you know, with the way the wind blows with some of these Canadian sort of provincial governments, right? So I think on the current trend, yes, that's correct. Obviously, any material deviations from these current reopenings or material incremental restrictions could hamper that, but that's how I would be modeling it today.
spk04: Okay, perfect. And finally, on M&A here, you mentioned your pipeline is full with regards to tuck-ins. Can you give us any indication as to region of focus? Where would you like to see, based on the pipeline that exists, which ones would you say you're going after as areas where you really want to build some density and some added density into your current operation geographically?
spk02: Yeah, I mean, so when you, again, big focus is obviously on toxins in the existing markets where we already operate. But when you look at the new platforms we've acquired by way of the sort of ADS divestitures, If you look at what we acquired, we acquired some excellent post-collection operations, and we acquired excellent commercial front-load routes that are some of the best businesses that all of us as waste peers own. Now what we have to do is, again, the focus is on building out the roll-off side of our business, and looking at, you know, adding incremental high margin volume to the landfills, to those landfills that we've acquired in those markets. So that's what I think you'll see the focus on. I think that's where we'll get the best bang for our bucks in terms of dollars spent, particularly around the M&A front moving forward.
spk04: Okay, I appreciate the time as always.
spk02: Thanks, Walter.
spk05: Thank you. Your next question comes from Mark Neville at Scotiabank. Please go ahead.
spk03: Good morning, guys.
spk07: Good morning, Mark.
spk05: First, congrats on getting those deals across the finish line. Maybe just to round up the free cash flow discussion, just for the Q4 loop, the two deals, aside from advisory, are expected to be cash flow neutral. That's with all the sort of one-time investment and working cap and capex that you spoke to. Is that right? No, I would say X. All of those items. I mean, like the... The working capital investment, again, that's really – I've been made whole for that in the purchase price line, but it's going to show up as a drag on the cash flow line. I mean, if you think about $135 to $145 million of revenue coming out of those businesses, you know, you apply sort of even a margin the way we were talking about, that's your sort of starting point. If you have a bit of outsized capex, again, really just purchase price, and then you have the investment in working capital on the WM assets – I mean, that's going to be more than an offset against whatever that normal flow of cash flow from operations there was. So, but again, I'm characterizing those, I think, as more purchase price adjustments as opposed to sort of true operational cash flow. They're just going to manifest themselves in that section of the cash flow statement. Sure. And it's just, it's all sort of capturing the key for those investments. It doesn't spill over to the few more.
spk00: Yeah.
spk05: Well, I mean, the capex, no, will all be Q4. The working capital, I mean, it might take three months to build up to a normal position, right? But, you know, I think you'll see the majority of that investment in Q4. Maybe you get a little bit into January, but by that time, you should be at that normal run rate of working capital. The reason I just say three, because of the seasonality profile of that business, right? There'll be a little bit more investment as you come out of Q1. But, I mean, for the most part, it'll be a Q4 noise. And just in the solid way, on the margin, there is some good color on where you think the margin will end the year and where it goes. And just maybe just trying to understand the Q3, was there any sort of, I don't know if it's the price spread or just what really explained the strength in Q3 and maybe why it will step down a little bit in Q4? Is there anything that sort of goes away, I guess, in Q4? Yeah, so I think the margin as a whole, if you look at what's driving solid waste margins, I mean, across all the geographies, what you have is meaningful expansion of operating margins in the collection businesses. offset today by sort of drag in the post-collection businesses, which is just more of a sort of volumetric impact from COVID in those. So that's what's driving it. If you think of what's actually underlying in there, I think it goes to the pricing strategy that we've been talking about and seeing the benefit of that coming through in collection, the synergy realization as we've brought those sort of businesses together and you're now sort of realizing that. And then, yeah, you have some COVID benefit, you know, making the most expensive hour, the most expensive truck, those costs out of the system. So the Q4 step down, if you will, is more just a function of the seasonal profile of the business, primarily from the Canadian market, where you just have lower activity and lower dollars contributing, and therefore a sort of bigger fixed cost base falling through. the overall strategy of what's driving the margin expansion. I don't think that is changing in Q4. It's more just the sort of seasonality profile of why Q4 is typically a lower margin quarter, if that makes sense. So the question was just around liquid waste, like the Q3 to the Q4. But again, we can take that offline, just in the interest of time. But again, thanks for taking my questions. No problem. Thank you. Your next question comes from Rupert Murrah at National Bank. Please go ahead.
spk01: Good morning. Just a quick question on the tuck-ins that you made in the quarter. Can you talk about the multiples on those deals and how multiples are trending? Is there any deviation from your previous guidance?
spk05: I mean, we said, if you look, we deployed sort of $20 million plus on these small little deals. As we said before, multiples in these deals isn't really a construct or consideration, you know, from a vendor or from a negotiation perspective. I mean, they blend out to something in the sort of five to six times is what we're acquiring them for. But as we said on these smaller ones, they're often not sort of thought about in that, you know, what is the multiple perspective from the vendor's perspective? I just reiterate that guidance. What we've said, and I think what we continue to say, is we're not seeing any sort of differentiation from a multiple or from a valuation perspective on the small stuff. Obviously, the larger stuff over the last few years has sort of traded up, but, you know, the small sort of tuck-in program, we continue to believe, is sort of six to seven times valuation remains true and where you'll see us transacting at in the near term.
spk01: And then just finally, given that you now have a broader platform, more geographies, I imagine the pipeline of opportunities is going to grow here. Are you seeing that? And does that end up giving you sort of a better pool of deals to select from? Does it high-grade the pipeline for you going forward?
spk02: Yeah, I mean, when we look at the sort of pipeline, you know, as it sits today, I mean, we sort of box it down by sort of tier A opportunities and tier B, you know, what's the most creative and what's sort of less creative to the, you know, to what the current strategy, which I just articulated is. But, you know, there's 29 opportunities that sort of sit in that Tier A bucket and there's, you know, 18 that sit in the Tier B bucket. And, I mean, these range from, you know, purchase prices of a couple million to $60 million. I mean, I think that pipeline is very full and highly synergistic. So I think, you know, we will work to sort of execute on that as we get through the integration process here over the next two months, make sure, you know, any little bumps in the road get smoothened out and everything is running the way we thought it was going to run and is meeting or exceeding our expectations. So, yeah, I mean, at the end of the day, for us, like we've talked about this numerous times, it's capital allocation, right? You can only put... and do so much in one specific market at a specific time or something is going to fail, right? So whether it's your organic suffering, whether the inorganic suffering, whether the acquisition integration suffering. So again, us allocating the capital amongst the nine provinces in Canada and now the 27 states in the U.S. is sort of going to be top of mind. And our integration team has to be ready. You know, like we talked about before, we do it all internally. So that integration team has to be ready to take on more to be able to integrate into those new acquisitions. So getting those, you know, the two larger ones done and on the platform now is definitely paramount. And then we'll turn our attention back to the normal steady-eddy, everyday sort of tuck-in opportunities.
spk01: Great. Thanks. I'll leave it there. Thanks for the call. Thanks, Rupert.
spk03: Thank you. Your next question comes from Tim James at TD Security.
spk06: Please go ahead. Thanks. Good morning and congratulations on the positive developments in the quarter. My first question, I'm just wondering if you feel now that the footprint you've built over the years is actually allowing you to capitalize. And I'm thinking in terms of organic growth as opposed to M&A and maybe more specifically Canada. But I'm wondering if that footprint, if you're seeing opportunities to capitalize on the challenges of some of your competitors during the pandemic,
spk02: Yeah, I mean, surely there's been a little bit of that. You know, would I say that is, you know, front and center? No. I mean, there are smaller competitors in markets that have been, you know, significantly affected by this and don't have the balance sheet to sort of ride it out. And those, again, create opportunities. You know, but at the end of the day, this is a good, resilient business. And, you know, a lot of our competitors, I think what you're seeing now is, it's just do people want to similar to what we saw in 2008 2009 when you had the financial crisis and just like from from people's perspective their perspective on life changes right um and they say do i really want to live through another pandemic and do i really want to live through another year of this um you know i sort of want to live my life i want to join my family And that is more of the theme we're seeing from a lot of these family-run businesses that have been huge focus of ours over time. So I think that's what we'll see and what's lending itself to the opportunities that we're seeing today. So I think that theme will continue to persist in the fore. I mean, I think some of the tax reform stuff in the U.S. that people were focused on, I mean, you know, I'm not exactly sure what happens with the election or whatever. I think it's sort of leaning towards, you know, Biden camp. But it looks like, you know, the Republicans have probably kept the Senate. So I'm not sure there'll be, you know, some sweeping tax reform that's going to drive people to try and get things done a lot quicker. But who knows? That seems to change on an hourly to daily basis. But I think, you know, the opportunity is, you know, just continues to be what I said.
spk06: Okay, that's helpful. Thank you. My next question, just looking at liquid waste in particular and the really impressive margin expansion in that business year over year, the presentation sites, and I think you walked through it, Luke, a couple of reasons for that. Is it possible to kind of quantify a little bit or rank the importance or significance of those impacts for driving that liquid waste margin expansion?
spk05: Yeah, what I'd say is on the year-over-year basis, really what you have coming through is the sort of the synergy component of having both U.S. and Canadian businesses sort of gel together, right? So the original sort of thesis was that there, as I said, 200 basis points of expansion just by bringing those sort of businesses together. I think that's sort of first and foremost. Second, in the quarter, I mean, obviously, the cost control measures implemented in Q2, as some of the volume came back sequentially in Q3, you benefited from that. I'd say that's probably the sort of second in terms of priority of works driving. You'll give some of that back, but some of those cost control measures, as I said, are permanent, and therefore we hope to be able to enjoy that sort of going forward on a more permanent basis. And then the third is you have the used motor oil net pricing. right so when you went from q1 to q2 pricing went backwards you know you ended up that was margin decretive as you've now put the pricing and you had sort of a plus 13 percent uh on the overall blended net pricing that's obviously becomes uh margin accretive as you realize that now in the grand scheme of it our used motor oil fails or a relatively smaller part of the overall liquid waste business so it doesn't have as much of an impact but it's certainly a benefit in the much sort of quarter over quarter. Okay, great. Thank you very much. Thank you. That concludes our question and answer session. I would now like to hand back for closing or not.
spk02: Well, thank you very much. We look forward to speaking with everyone after Q4. And as always, Luke and I are around to answer any questions or calls that anyone wants to catch up on. Thank you very much.
spk05: Thank you. Ladies and gentlemen, thank you for participating today. You may now disconnect your lines.
Disclaimer