SEC Comment Letter for GFL Environmental Holdings Inc. (GFL) (CIK 0001780232) (GFL) — Feb 21, 2020
GFL Environmental Holdings Inc. (GFL) (CIK 0001780232)
Date: Feb. 21, 2020 · CIK: 0001780232 · Accession: 0000000000-20-001622
AI Filing Summary & Sentiment
File numbers found in text: 333-232731
Letter
February 21, 2020 Patrick Dovigi President and Chief Executive Officer GFL Environmental Holdings Inc. 100 New Park Place, Suite 500 Vaughan, Ontario, Canada L4K 0H9 Re:GFL Environmental Holdings Inc. Amendment No. 8 to Registration Statement on Form F-1 February 18, 2020 File No. 333-232731 Dear Mr. Dovigi: We have reviewed your amended registration statement and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Unless we note otherwise, our references to prior comments are to comments in our February 12, 2020 letter. Amendment No. 8 to Registration Statement on Form F-1 Capitalization, page 73 1.Please separately present amounts associated with the Share offering and Unit offering in your table and notes to the table. For example, the proceeds amounts should be separately disclosed for each offering. Waiver of Jury Trial, page A-71 2.We note your response to comment three of our prior letter and reissue our comment. It does not appear that exhibit 4.12 reflects that the waiver of jury trial provision will not apply to any claim under the U.S. federal securities laws.
FirstName LastNamePatrick Dovigi Comapany NameGFL Environmental Holdings Inc. February 21, 2020 Page 2 FirstName LastName Patrick Dovigi GFL Environmental Holdings Inc. February 21, 2020 Page 2 You may contact Nudrat Salik, Staff Accountant, at 202-551-3692 or Terence O'Brien, Accounting Branch Chief, at 202-551-3355 if you have questions regarding comments on the financial statements and related matters. Please contact Asia Timmons-Pierce, Special Counsel, at 202-551-3754 or Jay Ingram, Legal Branch Chief, at 202-551-3397 with any other questions. Sincerely, Division of Corporation Finance Office of Manufacturing cc: Ryan Bekkerus
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February 21, 2020
Patrick Dovigi
President and Chief Executive Officer
GFL Environmental Holdings Inc.
100 New Park Place, Suite 500
Vaughan, Ontario, Canada L4K 0H9
Re:GFL Environmental Holdings Inc.
Amendment No. 8 to Registration Statement on Form F-1
February 18, 2020
File No. 333-232731
Dear Mr. Dovigi:
We have reviewed your amended registration statement and have the following
comments. In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments. Unless we note
otherwise, our references to prior comments are to comments in our February 12, 2020 letter.
Amendment No. 8 to Registration Statement on Form F-1
Capitalization, page 73
1.Please separately present amounts associated with the Share offering and Unit offering in
your table and notes to the table. For example, the proceeds amounts should be separately
disclosed for each offering.
Waiver of Jury Trial, page A-71
2.We note your response to comment three of our prior letter and reissue our comment. It
does not appear that exhibit 4.12 reflects that the waiver of jury trial provision will not
apply to any claim under the U.S. federal securities laws.
FirstName LastNamePatrick Dovigi
Comapany NameGFL Environmental Holdings Inc.
February 21, 2020 Page 2
FirstName LastName
Patrick Dovigi
GFL Environmental Holdings Inc.
February 21, 2020
Page 2
You may contact Nudrat Salik, Staff Accountant, at 202-551-3692 or Terence O'Brien,
Accounting Branch Chief, at 202-551-3355 if you have questions regarding comments on the
financial statements and related matters. Please contact Asia Timmons-Pierce, Special Counsel,
at 202-551-3754 or Jay Ingram, Legal Branch Chief, at 202-551-3397 with any other questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc: Ryan Bekkerus