SECURE Announces Preliminary Results of Its Substantial Issuer Bid

CALGARY, AB, May 15, 2025– SECURE Waste Infrastructure Corp. (“SECURE”) (TSX: SES) announced today the preliminary results of its substantial issuer bid (the “Offer”), pursuant to which SECURE offered to purchase for cancellation up to $200 million of its outstanding common shares (the “Shares”) from holders of Shares (the “Shareholders”) for cash. The Offer proceeded by way of a modified Dutch auction which had a tender price range from $12.00 per Share to $14.50 per Share and included the ability for Shareholders to participate via a proportionate tender. The Offer expired at 5:00 p.m. (Eastern time) on May 14, 2025.

9,413,963 Shares have been deposited to the Offer and not withdrawn. In accordance with the terms and conditions of the Offer, based on the preliminary count by Odyssey Trust Company, as depositary for the Offer (the “Depositary”) and after accounting for proportionate tenders, SECURE expects to take up and pay for 9,382,391 Shares at a purchase price of $14.50 per Share (the “Purchase Price”), without proration.

The Shares to be purchased under the Offer are expected to represent an aggregate purchase price of approximately $136,044,670 and 4% of SECURE’s issued and outstanding Shares before giving effect to the Offer. Immediately following completion of the Offer, SECURE expects to have 221,492,147 Shares issued and outstanding.

SECURE believes its strong balance sheet and robust projected cash flows provide it with the flexibility to execute on its capital allocation priorities, including enhanced shareholder returns via additional Share buybacks under its normal course issuer bid, where it has approval to purchase up to an additional 13,598,634 Shares prior to December 17, 2025. While the Offer was undersubscribed, SECURE is encouraged by the indication that many of its Shareholders share its strong conviction in the intrinsic value of the business.

Payment and settlement of the Shares purchased pursuant to the Offer will be effected by the Depositary in accordance with the settlement procedures described in the Offer Documents (as defined below) and applicable law. Any Shares not purchased under the Offer from Shareholders making a proportionate tender will be returned to the respective Shareholders as soon as practicable by the Depositary.

The number of Shares validly tendered and not withdrawn, the number of Shares expected to be purchased and the Purchase Price referred to above are all preliminary and subject to verification by the Depositary as well as the proper delivery of all Shares tendered (including Shares tendered pursuant to guaranteed delivery procedures). Upon take up and payment of the Shares purchased, SECURE will issue a press release disclosing the final results, the final Purchase Price, and the estimated paid-up capital per Share and the “specified amount” (each for purposes of the Income Tax Act (Canada)).

The full details of the Offer are described in the offer to purchase and issuer bid circular dated April 7, 2025, as well as the related letter of transmittal and notice of guaranteed delivery (the “Offer Documents”), copies of which were filed and are available under SECURE’s profile on SEDAR+ at www.sedarplus.ca.

This press release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Shares.

NT4