Post-close · Waste & Recycling

Waste & Recycling Deals: Post-Close Cap Table Design Done Right

When the deal is waste and recycling and the question is Post-Close Cap Table Design, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.

EV range $12M to $150M EV EBITDA $3M to $25M Audience Independent Sponsor
The deal context

Post-Close Cap Table Design on waste and recycling deals is one of those workstreams that looks routine on a checklist and decides outcomes in practice.

The typical waste and recycling platform sits at $12M to $150M EV with EBITDA in the $3M to $25M range. The thesis runs on regional hauler or transfer station consolidation. Permitted volume is the asset, not the trucks. Diligence the permits before the EBITDA.

The moves

How Post-Close Cap Table Design actually gets structured.

  1. Reserve a 10 to 15 percent management incentive pool, vesting on time and performance.

  2. Document profits interests in the LLC operating agreement with a clear strike value.

  3. Build anti-dilution mechanics for the rolled-equity sellers, narrowly.

  4. Plan for add-on equity issuances with pre-approved dilution mechanics.

  5. In waste and recycling, layer in permit transfer applications filed before LOI signing as part of the Post-Close Cap Table Design workstream.

The common mistake

Designing the cap table for day one only. The cap table you sign at close is the cap table you live with through year five.

Jason's take
"Cap tables are forecasts. Build them for the deal you want in year five, not the deal you signed in week one."
Jason Powell · Post-Close Cap Table Design
Capital after close

The deal is one thing. The capital that opens up after close is another.

The capital that opens up post-close, from refinancing to growth equity to strategic exit, runs through a small set of Wall Street relationships. That network is built in.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
WORK WITH JASON

Bring the waste and recycling deal. Get Post-Close Cap Table Design done right.

Direct counsel from a securities and M&A attorney with billions in structured transactions, the independent-sponsor-native playbook, and the capital markets network that opens up post-close.