Simpson Thacher & Bartlett LLP | |
425 LEXINGTON AVENUE | |
NEW YORK, NY 10017-3954 | |
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TELEPHONE: (212) 455-2000 | |
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Direct Dial Number | E-Mail Address |
(212) 455-2293 | rbekkerus@stblaw.com |
February 28, 2020
VIA EDGAR TRANSMISSION
Re: GFL Environmental Holdings Inc.
Amendment No. 10 to Registration Statement on Form F-1
Filed on July 19, 2019
CIK No. 0001780232
Asia Timmons-Pierce
Jay Ingram
Securities and Exchange Commission
Division of Corporation Finance
Office of Manufacturing and Construction
100 F Street, N.E.
Washington, D.C. 20549
Ladies and Gentlemen:
On behalf of GFL Environmental Holdings Inc. (the “Company”), we hereby file with the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) Amendment No. 10 (“Amendment No. 10”) to the above-referenced registration statement on Form F-1 (the “Registration Statement”). Unless otherwise defined below, terms defined in Amendment No. 10 and used below shall have the meanings given to them in Amendment No. 10. Page references in our response correspond to the pages of Amendment No. 10.
As previously indicated in the Company’s letter, dated February 27, 2020, in response to the Staff’s comment letter (the “Comment Letter”) dated February 26, 2020, in respect of comment 1 of such Comment Letter, the Company has revised the Registration Statement to update the Company’s disclosure, to include a new footnote (1) to the section titled “Summary—Summary Historical Consolidated Financial Information” on page 30 and to include additional information in footnote (2) to the Capitalization table on page 75.
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Please do not hesitate to call Ryan Bekkerus at (212) 455-2293 with any questions or further comments regarding this filing or if you wish to discuss any of the above responses.
| Very truly yours, |
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| /s/ Simpson Thacher & Bartlett LLP |
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| Simpson Thacher & Bartlett LLP |
cc: | Securities and Exchange Commission | |
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| Nudrat Salik |
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| Al Pavot |
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| GFL Environmental Holdings Inc. | |
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| Patrick Dovigi |
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| Stikeman Elliott LLP | |
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| Jeffrey Singer |
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| Jeffrey Hershenfield |
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| Davis Polk & Wardwell LLP | |
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| Deanna L. Kirkpatrick |
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| Shane Tintle |
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| Davies Ward Phillips & Vineberg LLP | |
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| Shawn McReynolds |
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| Jennifer Grossklaus |
