WBJ Weekly News Bulletin: Week of Oct. 25-31, 2011 - Progressive Waste Q3 Profit Higher but Weakened by Northeast

Progressive Waste Q3 Profit Higher but Weakened by Northeast

Date: October 20, 2011

Source: Progressive Waste Solutions Ltd.

Progressive Waste Solutions Ltd. Announces Strong Results for the Three and Nine Months Ended September 30, 2011

Progressive Waste Solutions Ltd. (formerly IESI-BFC Ltd.) (the "Company") (TSX: BIN)(NYSE: BIN) reported financial results for the three and nine months ended September 30, 2011.

Management Commentary

(All amounts are in United States ("U.S.") dollars, unless otherwise stated)

Reported revenues increased $54.3 million or 12.4% from $436.3 million in the third quarter of 2010 to $490.5 million in the third quarter of 2011. Organic gross revenue, which includes intercompany revenues, grew 4.3% on a consolidated basis and is comprised of total price and volume growth of 3.3% and 1.0%, respectively. Total price and volume improvements in Canada were 4.6% and 1.2%, respectively. Total price improved 2.4% in the U.S. and volumes increased 0.8%.

Revenue growth translated into adjusted EBITDA(A) and operating income improvements as well. Adjusted EBITDA(A) was $141.0 million, or 11.1% higher, in the third quarter of 2011 versus $126.9 million in the same quarter a year ago. Our third quarter adjusted EBITDA(A) margin was 28.7% compared to 29.1% in the third quarter of 2010. Excluding the incremental increase in fuel surcharges from 2011 reportable revenues, our third quarter adjusted EBITDA(A) margin was 29.1% for 2011. Adjusted operating income(A) was $72.6 million, or 13.5% higher in the quarter compared to $64.0 million in the same period last year.

We also generated higher adjusted net income(A) quarter over quarter. Adjusted net income(A) for the third quarter of 2011 was $35.1 million, or $0.29 per weighted average diluted share ("diluted share"), compared to $32.5 million, or $0.27 per diluted share in the comparative period.

Share repurchases in the quarter totalled $15.6 million while dividends paid to shareholders totalled $15.4 million. The combination of share repurchases and dividends paid represents a $31.0 million return to shareholders versus $11.2 million a year ago. On a reportable basis, net income was $40.3 million in the quarter, or $0.33 per diluted share, compared to $23.9 million or $0.20 per diluted share in the same period last year.

"We achieved solid year-over-year growth in the third quarter, with total reported revenues up 12.4% and adjusted EBITDA(A) increasing 11.1%, driven by organic improvement and contributions from acquisitions," said Keith Carrigan, Vice Chairman and Chief Executive Officer of Progressive Waste Solutions Ltd. "As a result of our market-by-market price, volume, and productivity strategies, gross organic revenues grew 5.8% in Canada and 3.2% in the U.S. We saw stability in our U.S. south segment and strength in our Canadian operations, where economic conditions have remained relatively resilient in certain markets we serve. However, we did not overcome the impact of economic softness that is occurring in pockets of the U.S. northeast, which resulted in lower pricing in this segment's collection operations relative to our expectations."

Mr. Carrigan continued, "For the balance of 2011, we expect to perform in line with our plans for our Canadian and U.S. south segments, but anticipate continued weakness in the U.S. northeast. As a result, we are projecting that adjusted EBITDA(A) for 2011, assuming parity between the Canadian and U.S. dollar in the last quarter of the year, will be between $537 and $542 million. Further, with higher capital spending related to "tuck-in" acquisitions completed in the year, we expect 2011 free cash flow(B) to be between $257 and $262 million. Our ability to generate cash remains very strong, and with free cash flow(B) margins of 14.3% for the year-to-date period ended September 30 we will continue to create shareholder value through a combination of share repurchases, dividends and investments in future growth."

For the nine months ended September 30, 2011, revenue was $1,382.9 million, compared to revenues of $999.9 million a year ago. Adjusted operating income was $204.9 million compared with $147.2 million in the same period in 2010. Adjusted EBITDA(A) for the year-to-date period was $400.7 million compared to $292.2 million in 2010. Our year-to-date adjusted EBITDA(A) margin was 29.0% for 2011 compared to 29.2%, in the same period last year. Excluding the incremental increase in fuel surcharges from 2011 reportable revenues, our year-to-date adjusted EBITDA(A) margin would have been 29.5% for 2011.

For the nine months ended September 30, 2011, adjusted net income was $97.0 million, or $0.80 per weighted average diluted share, compared with $75.2 million or $0.72 per share last year. On a reportable basis, net income was $100.1 million, or $0.83 per diluted share, compared to $60.5 million or $0.59 per diluted share in the same year-to-date period ended last year.

Year-to-date share repurchases and dividends were $39.1 and $46.4 million, respectively, and combined represent a total return to shareholders of $85.5 million for the nine months ended September 30, 2011 versus $33.8 million last year.


Financial and Other Highlights

For the Three Months Ended September 30, 2011


--  Revenues increased $54.3 million or 12.4% ($42.8 million or 9.8%,
    excluding foreign currency exchange ("FX"))
--  Adjusted EBITDA(A)increased $14.1 million or 11.1% ($10.2 million or
    8.0%, excluding FX)
--  Adjusted EBITDA(A)margin, on a reported basis, was 28.7% or 29.1%
    excluding the incremental increase in fuel surcharges
--  Adjusted net income(A)per diluted share, $0.29
--  Consolidated total price increased 3.3%, on a comparable basis, as
    defined on page 8
--  Consolidated volumes increased 1.0%, on a comparable basis


For the Nine Months Ended September 30, 2011


--  Revenues increased $383.0 million or 38.3% ($351.0 million or 35.1%,
    excluding FX)
--  Adjusted EBITDA(A)increased $108.4 million or 37.1% ($97.7 million or
    33.4%, excluding FX)
--  Adjusted EBITDA(A)margin, on a reported basis, was 29.0% or 29.5%
    excluding the incremental increase in fuel surcharges
--  Free cash flow(B)increased $48.7 million or 32.6% ($43.6 million or
    29.2%, excluding FX)
--  Free cash flow(B)margin was 14.3%
--  Adjusted net income(A)per diluted share, $0.80
--  Consolidated total price increased 3.3%, on a comparable basis
--  Consolidated volumes increased 0.6%, on a comparable basis


Other Highlights for the Three and Nine Months Ended September 30, 2011


--  Under our normal course issuer bid, approximately 709 thousand common
    shares were purchased and cancelled at a total cost of $15.6 million.
--  Successful secondary offering of approximately 10.9 million common
    shares held by TC Carting III, L.L.C., an affiliate of Thayer - Hidden
    Creek Partners, L.L.C.
--  Repurchase of one million common shares from the underwriters in the
    secondary offering, at the public offering price of $23.50 per share.
--  We amended pricing on our Sixth Amended and Restated Credit Facility
    Agreement (the "Canadian facility") and our Amended and Restated Senior
    Secured Revolving Credit Facility (the "U.S. facility").

Acquisition of WSI

On July 2, 2010, we completed our acquisition of Waste Services, Inc. ("WSI"). WSI's Canadian operations are included in our Canadian segment, while their Florida operations are included in our U.S. south segment. WSI's operating results have been included with our own since the date of acquisition. We have, however, presented gross revenues by service type, price, volume and acquisition on a comparable basis as if WSI's operating results were combined with ours in the previously comparable year-to-date period. In addition, we have elected to exclude corporate allocated selling, general and administration ("SG&A") costs from our reportable segments' operating results. Accordingly, expenses specific to corporate activities have been presented separately.

Quarterly Dividend Declared

The Company's Board of Directors declared a quarterly dividend of $0.125 Canadian per share to shareholders of record on December 31, 2011. The dividend will be paid on January 16, 2012. The Company has designated these dividends as eligible dividends for the purposes of the Income Tax Act (Canada).

Financial Highlights

(in thousands of U.S. dollars, except per weighted average share amounts, unless otherwise stated)


                             Three months ended         Nine months ended
                                   September 30              September 30
                              2011         2010         2011         2010
--------------------------------------------------------------------------
                       (unaudited)  (unaudited)  (unaudited)  (unaudited)
--------------------------------------------------------------------------

Operating results
Revenues               $   490,522  $   436,262  $ 1,382,884  $   999,886
Operating expenses         294,475      259,075      820,784      584,712
SG&A                        51,437       55,701      160,422      136,679
Restructuring expenses          73        3,792        1,198        3,792
Amortization                69,408       62,790      198,694      145,403
Net (gain) loss on
 sale of capital
 assets                     (1,092)          50       (2,871)        (381)
--------------------------------------------------------------------------
Operating income            76,221       54,854      204,657      129,681
Interest on long-term
 debt                       15,303       17,783       48,363       33,964
Net foreign exchange
 (gain) loss                   (51)         (40)         (83)          14
Net gain on financial
 instruments                (1,528)      (1,498)      (3,883)      (3,248)
Other expenses                  32          586          827          644
--------------------------------------------------------------------------
Income before net
 income tax expense
 and net loss from
 equity accounted
 investee                   62,465       38,023      159,433       98,307
Net income tax expense      22,086       14,012       59,323       37,705
Net loss from equity
 accounted investee             32           70           58          116
--------------------------------------------------------------------------
Net income             $    40,347  $    23,941  $   100,052  $    60,486
--------------------------------------------------------------------------

Net income per
 weighted average
 share, basic          $      0.33  $      0.20  $      0.83  $      0.59
Net income per
 weighted average
 share, diluted        $      0.33  $      0.20  $      0.83  $      0.59
Weighted average
 number of shares
 outstanding
 (thousands), basic        120,767      109,866      121,067       91,632
Weighted average
 number of shares
 outstanding
 (thousands), diluted      120,767      120,914      121,067      102,692

Adjusted EBITDA(A)(1)  $   140,961  $   126,868  $   400,675  $   292,237
Adjusted operating
 income(A)(1)          $    72,645  $    64,028  $   204,852  $   147,215
Adjusted net
 income(A)(1)          $    35,105  $    32,529  $    97,008  $    75,190
Adjusted net
 income(A)(1) per
 weighted average
 share, basic          $      0.29  $      0.27  $      0.80  $      0.72
Adjusted net
 income(A)(1) per
 weighted average
 share,diluted         $      0.29  $      0.27  $      0.80  $      0.72

Replacement and growth
 expenditures (see
 page 14)
Replacement
 expenditures          $    37,006  $    25,317  $    88,067  $    57,159
Growth expenditures          9,870       10,690       28,625       27,452
--------------------------------------------------------------------------
Total replacement and
 growth expenditures   $    46,876  $    36,007  $   116,692  $    84,611
--------------------------------------------------------------------------
--------------------------------------------------------------------------

Free cash flow(B)
Cash generated from
 operating activities
 (condensed
 consolidated
 statement of cash
 flows)                $   133,203  $    47,958  $   280,489  $   173,194
Free cash flow(B)      $    62,636  $    63,250  $   197,979  $   149,276
Free cash flow(B) per
 weighted average
 share, diluted        $      0.52  $      0.52  $      1.64  $      1.45

Dividends
Dividends declared
 (common shares)       $    15,318  $    13,318  $    46,228  $    33,225
Dividends declared
 (participating
 preferred shares
 ("PPSs"))                       -        1,329            -        4,006
--------------------------------------------------------------------------
Total dividends
 declared              $    15,318  $    14,647  $    46,228  $    37,231
--------------------------------------------------------------------------
--------------------------------------------------------------------------

Note:
(1)  Prior period amounts have been adjusted to conform to the current
     period's presentation.


FX Rates

                                       2011                             2010
----------------------------------------------------------------------------
                                  Condensed                        Condensed
                               Consolidated                     Consolidated
              Condensed        Statement of    Condensed        Statement of
           Consolidated      Operations and Consolidated      Operations and
                Balance       Comprehensive      Balance       Comprehensive
                  Sheet              Income        Sheet              Income
----------------------------------------------------------------------------

                                 Cumulative                       Cumulative
                Current  Average    Average      Current  Average    Average
----------------------------------------------------------------------------

December
 31                                           $   1.0054          $   0.9708
March 31     $   1.0290 $ 1.0142 $   1.0142   $   0.9846 $ 0.9607 $   0.9607
June 30      $   1.0370 $ 1.0334 $   1.0237   $   0.9429 $ 0.9731 $   0.9669
September
 30          $   0.9626 $ 1.0202 $   1.0225   $   0.9711 $ 0.9624 $   0.9654

FX Impact on Consolidated Results

The following tables have been prepared to assist readers in assessing the
impact of FX on selected results for the three and nine months ended
September 30, 2011.

                                                         Three months ended
----------------------------------------------------------------------------
                September    September   September   September    September
                 30, 2010     30, 2011    30, 2011    30, 2011     30, 2011
----------------------------------------------------------------------------
              (unaudited)  (unaudited) (unaudited) (unaudited)  (unaudited)
----------------------------------------------------------------------------
                             (organic,
                           acquisition (holding FX
                             and other    constant
                                  non-    with the
                      (as    operating comparative                      (as
                reported)     changes)     period) (FX impact)    reported)
----------------------------------------------------------------------------
Condensed Consolidated Statement of Operations
Revenues       $  436,262   $   42,764  $  479,026  $   11,496   $  490,522
Operating
 expenses         259,075       29,047     288,122       6,353      294,475
SG&A               55,701       (5,223)     50,478         959       51,437
Restructuring
 expenses           3,792       (3,724)         68           5           73
Amortization       62,790        5,112      67,902       1,506       69,408
Net loss
 (gain) on
 sale of
 capital
 assets                50       (1,117)     (1,067)        (25)      (1,092)
----------------------------------------------------------------------------
Operating
 income            54,854       18,669      73,523       2,698       76,221
Interest on
 long-term
 debt              17,783       (2,753)     15,030         273       15,303
Net foreign
 exchange
 gain                 (40)         (10)        (50)         (1)         (51)
Net gain on
 financial
 instruments       (1,498)         (15)     (1,513)        (15)      (1,528)
Other
 expenses             586         (557)         29           3           32
----------------------------------------------------------------------------

Income before
 net income
 tax expense
 and net loss
 from equity
 accounted
 investee          38,023       22,004      60,027       2,438       62,465
Net income
 tax expense       14,012        7,460      21,472         614       22,086
Net loss from
 equity
 accounted
 investee              70          (39)         31           1           32
----------------------------------------------------------------------------
Net income     $   23,941   $   14,583  $   38,524  $    1,823   $   40,347
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Adjusted
 EBITDA(A)(1)  $  126,868   $   10,200  $  137,068  $    3,893   $  140,961
Adjusted
 operating
 income(A)(1)  $   64,028   $    6,205  $   70,233  $    2,412   $   72,645
Adjusted net
 income(A)(1)  $   32,529   $    1,057  $   33,586  $    1,519   $   35,105
Free cash
 flow(B)       $   63,250   $   (2,326) $   60,924  $    1,712   $   62,636

Note:
(1)  Prior period amounts have been adjusted to conform to the current
     period's presentation.

                                                          Nine months ended
----------------------------------------------------------------------------
                September    September    September   September   September
                 30, 2010     30, 2011     30, 2011    30, 2011    30, 2011
----------------------------------------------------------------------------
              (unaudited)  (unaudited)  (unaudited) (unaudited) (unaudited)
----------------------------------------------------------------------------
                             (organic,
                           acquisition  (holding FX
                             and other     constant
                                  non-     with the
                      (as    operating  comparative                     (as
                reported)     changes)      period) (FX impact)   reported)
----------------------------------------------------------------------------
Condensed Consolidated Statement of Operations
Revenues       $  999,886   $  351,022   $1,350,908  $   31,976  $1,382,884
Operating
 expenses         584,712      218,528      803,240      17,544     820,784
SG&A              136,679       20,174      156,853       3,569     160,422
Restructuring
 expenses           3,792       (2,661)       1,131          67       1,198
Amortization      145,403       48,997      194,400       4,294     198,694
Net gain on
 sale of
 capital
 assets              (381)      (2,456)      (2,837)        (34)     (2,871)
----------------------------------------------------------------------------
Operating
 income           129,681       68,440      198,121       6,536     204,657
Interest on
 long-term
 debt              33,964       13,544       47,508         855      48,363
Net foreign
 exchange
 loss (gain)           14          (98)         (84)          1         (83)
Net gain on
 financial
 instruments       (3,248)        (619)      (3,867)        (16)     (3,883)
Other
 expenses             644          137          781          46         827
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Income before
 net income
 tax expense
 and net loss
 from equity
 accounted
 investee          98,307       55,476      153,783       5,650     159,433
Net income
 tax expense       37,705       20,055       57,760       1,563      59,323
Net loss from
 equity
 accounted
 investee             116          (61)          55           3          58
----------------------------------------------------------------------------
Net income     $   60,486   $   35,482   $   95,968  $    4,084  $  100,052
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Adjusted
 EBITDA(A)(1)  $  292,237   $   97,741   $  389,978  $   10,697  $  400,675
Adjusted
 operating
 income(A)(1)  $  147,215   $   51,201   $  198,416  $    6,436  $  204,852
Adjusted net
 income(A)(1)  $   75,190   $   17,845   $   93,035  $    3,973  $   97,008
Free cash
 flow(B)       $  149,276   $   43,576   $  192,852  $    5,127  $  197,979

Note:
(1)  Prior period amounts have been adjusted to conform to the current
     period's presentation.

Management's Discussion
(all amounts are in thousands of U.S. dollars, unless otherwise stated)

Segment Highlights - expressed on a reportable basis, which excludes the
acquisition of WSI on year-to-date amounts


                                            Three months ended September 30
----------------------------------------------------------------------------
                     2010         2011       Change        2011      Change
----------------------------------------------------------------------------


                                              (2011
                                         holding FX
                                           constant
                           (holding FX     with the                (2011 as
                              constant  comparative                reported
                              with the  period less               less 2010
                      (as  comparative      2010 as         (as          as
                reported)      period)    reported)   reported)   reported)
----------------------------------------------------------------------------

Revenues       $  436,262  $   479,026  $    42,764  $  490,522  $   54,260
----------------------------------------------------------------------------
Canada         $  184,765  $   191,854  $     7,089  $  203,350  $   18,585
U.S. south     $  162,342  $   190,537  $    28,195  $  190,537  $   28,195
U.S. northeast $   89,155  $    96,635  $     7,480  $   96,635  $    7,480

Operating
 expenses      $  259,075  $   288,122  $    29,047  $  294,475  $   35,400
----------------------------------------------------------------------------
Canada         $  102,899  $   106,036  $     3,137  $  112,389  $    9,490
U.S. south     $   99,902  $   117,661  $    17,759  $  117,661  $   17,759
U.S. northeast $   56,274  $    64,425  $     8,151  $   64,425  $    8,151

SG&A (as
 reported)     $   55,701  $    50,478  $    (5,223) $   51,437  $   (4,264)
----------------------------------------------------------------------------
Canada         $   13,893  $    14,247  $       354  $   15,106  $    1,213
U.S. south     $   15,838  $    19,092  $     3,254  $   19,092  $    3,254
U.S. northeast $    7,650  $     7,742  $        92  $    7,742  $       92
Corporate      $   18,320  $     9,397  $    (8,923) $    9,497  $   (8,823)

EBITDA(A)(as
 reported)     $  121,486  $   140,426  $    18,940  $  144,610  $   23,124
----------------------------------------------------------------------------
Canada         $   67,973  $    71,571  $     3,598  $   75,855  $    7,882
U.S. south     $   46,602  $    53,784  $     7,182  $   53,784  $    7,182
U.S. northeast $   25,231  $    24,468  $      (763) $   24,468  $     (763)
Corporate      $  (18,320) $    (9,397) $     8,923  $   (9,497) $    8,823

Adjusted SG&A  $   50,319  $    53,836  $     3,517  $   55,086  $    4,767
----------------------------------------------------------------------------
Canada         $   13,893  $    14,247  $       354  $   15,106  $    1,213
U.S. south     $   15,838  $    19,092  $     3,254  $   19,092  $    3,254
U.S. northeast $    7,650  $     7,742  $        92  $    7,742  $       92
Corporate      $   12,938  $    12,755  $      (183) $   13,146  $      208

Adjusted
 EBITDA(A)     $  126,868  $   137,068  $    10,200  $  140,961  $   14,093
----------------------------------------------------------------------------
Canada         $   67,973  $    71,571  $     3,598  $   75,855  $    7,882
U.S. south     $   46,602  $    53,784  $     7,182  $   53,784  $    7,182
U.S. northeast $   25,231  $    24,468  $      (763) $   24,468  $     (763)
Corporate      $  (12,938) $   (12,755) $       183  $  (13,146) $     (208)

                                             Nine months ended September 30
----------------------------------------------------------------------------
                     2010         2011       Change        2011      Change
----------------------------------------------------------------------------


                                              (2011
                                         holding FX
                                           constant
                           (holding FX     with the                (2011 as
                              constant  comparative                reported
                              with the  period less               less 2010
                      (as  comparative      2010 as         (as          as
                reported)      period)    reported)   reported)   reported)
----------------------------------------------------------------------------

Revenues       $  999,886  $ 1,350,908  $   351,022  $1,382,884  $  382,998
----------------------------------------------------------------------------
Canada         $  402,557  $   540,028  $   137,471  $  572,004  $  169,447
U.S. south     $  343,548  $   537,889  $   194,341  $  537,889  $  194,341
U.S. northeast $  253,781  $   272,991  $    19,210  $  272,991  $   19,210

Operating
 expenses      $  584,712  $   803,240  $   218,528  $  820,784  $  236,072
----------------------------------------------------------------------------
Canada         $  214,533  $   296,297  $    81,764  $  313,841  $   99,308
U.S. south     $  210,294  $   326,771  $   116,477  $  326,771  $  116,477
U.S. northeast $  159,885  $   180,172  $    20,287  $  180,172  $   20,287

SG&A (as
 reported)     $  136,679  $   156,853  $    20,174  $  160,422  $   23,743
----------------------------------------------------------------------------
Canada         $   33,446  $    43,748  $    10,302  $   46,339  $   12,893
U.S. south     $   35,708  $    53,562  $    17,854  $   53,562  $   17,854
U.S. northeast $   22,513  $    23,503  $       990  $   23,503  $      990
Corporate      $   45,012  $    36,040  $    (8,972) $   37,018  $   (7,994)

EBITDA(A)(as
 reported)     $  278,495  $   390,815  $   112,320  $  401,678  $  123,183
----------------------------------------------------------------------------
Canada         $  154,578  $   199,983  $    45,405  $  211,824  $   57,246
U.S. south     $   97,546  $   157,556  $    60,010  $  157,556  $   60,010
U.S. northeast $   71,383  $    69,316  $    (2,067) $   69,316  $   (2,067)
Corporate      $  (45,012) $   (36,040) $     8,972  $  (37,018) $    7,994

Adjusted SG&A  $  122,937  $   157,690  $    34,753  $  161,425  $   38,488
----------------------------------------------------------------------------
Canada         $   33,446  $    43,748  $    10,302  $   46,339  $   12,893
U.S. south     $   35,708  $    53,562  $    17,854  $   53,562  $   17,854
U.S. northeast $   22,513  $    23,503  $       990  $   23,503  $      990
Corporate      $   31,270  $    36,877  $     5,607  $   38,021  $    6,751

Adjusted
 EBITDA(A)     $  292,237  $   389,978  $    97,741  $  400,675  $  108,438
----------------------------------------------------------------------------
Canada         $  154,578  $   199,983  $    45,405  $  211,824  $   57,246
U.S. south     $   97,546  $   157,556  $    60,010  $  157,556  $   60,010
U.S. northeast $   71,383  $    69,316  $    (2,067) $   69,316  $   (2,067)
Corporate      $  (31,270) $   (36,877) $    (5,607) $  (38,021) $   (6,751)

Revenues

Gross revenue by service type

(prepared on a comparable basis)

The following tables compare gross revenues on a comparable basis. Accordingly, gross revenues derived from assets that were divested of in accordance with the Canadian Competition Bureau consent agreement have been excluded from the prior period results. In addition, WSI's results for the period January 1, 2010 through June 30, 2010 have been included in year-to-date gross revenues presented for the nine months ended September 30, 2010.


                                       Three months ended September 30, 2011
----------------------------------------------------------------------------
                              Canada       Canada          U.S.         U.S.
----------------------------------------------------------------------------
                           stated in
                        thousands of
                            Canadian   percentage                 percentage
                             dollars     of gross                   of gross
                              ("C$")      revenue                    revenue
----------------------------------------------------------------------------

Commercial             $      76,237         33.4 $      84,839         26.0
Industrial                    37,898         16.6        49,484         15.1
Residential                   35,291         15.5        65,969         20.2
Transfer and disposal         62,780         27.5       103,310         31.6
Recycling commodities
 and other                    16,005          7.0        23,266          7.1
----------------------------------------------------------------------------
Gross revenues         $     228,211        100.0 $     326,868        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total collection       $     165,431         72.5 $     223,558         68.4
Transfer and disposal         62,780         27.5       103,310         31.6
----------------------------------------------------------------------------
Gross revenues         $     228,211        100.0 $     326,868        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                       Three months ended September 30, 2010
----------------------------------------------------------------------------
                          Canada (2)       Canada      U.S. (2)         U.S.
----------------------------------------------------------------------------
                           stated in   percentage                 percentage
                        thousands of     of gross                   of gross
                                  C$      revenue                    revenue
----------------------------------------------------------------------------

Commercial             $      71,223         33.1 $      75,613         26.0
Industrial                    37,600         17.5        42,178         14.5
Residential                   34,623         16.1        60,456         20.8
Transfer and disposal         57,596         26.8        96,428         33.1
Recycling commodities
 and other                    13,952          6.5        16,229          5.6
----------------------------------------------------------------------------
Gross revenues         $     214,994        100.0 $     290,904        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total collection       $     157,398         73.2 $     194,476         66.9
Transfer and disposal         57,596         26.8        96,428         33.1
----------------------------------------------------------------------------
Gross revenues         $     214,994        100.0 $     290,904        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------



Note:
(2)  Prior period amounts have been adjusted for divestitures and have been
     adjusted to conform to the current period's presentation.


                                        Nine months ended September 30, 2011
----------------------------------------------------------------------------
                              Canada       Canada          U.S.         U.S.
----------------------------------------------------------------------------
                           stated in   percentage                 percentage
                        thousands of     of gross                   of gross
                                  C$      revenue                    revenue
----------------------------------------------------------------------------

Commercial             $     223,155         35.1 $     248,979         26.9
Industrial                   106,688         16.8       139,251         15.0
Residential                  101,106         15.9       188,511         20.4
Transfer and disposal        164,370         25.8       291,081         31.4
Recycling commodities
 and other                    40,710          6.4        58,045          6.3
----------------------------------------------------------------------------
Gross revenues         $     636,029        100.0 $     925,867        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total collection       $     471,659         74.2 $     634,786         68.6
Transfer and disposal        164,370         25.8       291,081         31.4
----------------------------------------------------------------------------
Gross revenues         $     636,029        100.0 $     925,867        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------


                                        Nine months ended September 30, 2010
----------------------------------------------------------------------------
                          Canada (2)       Canada      U.S. (2)         U.S.
----------------------------------------------------------------------------
                           stated in   percentage                 percentage
                        thousands of     of gross                   of gross
                                  C$      revenue                    revenue
----------------------------------------------------------------------------

Commercial             $     208,060         34.8 $     221,663         27.1
Industrial                   105,091         17.5       118,302         14.4
Residential                   99,038         16.5       167,789         20.4
Transfer and disposal        151,629         25.3       264,230         32.2
Recycling commodities
 and other                    35,471          5.9        48,649          5.9
----------------------------------------------------------------------------
Gross revenues         $     599,289        100.0 $     820,633        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total collection       $     447,660         74.7 $     556,403         67.8
Transfer and disposal        151,629         25.3       264,230         32.2
----------------------------------------------------------------------------
Gross revenues         $     599,289        100.0 $     820,633        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Note:

(2) Prior period amounts have been adjusted for divestitures and have been
    adjusted to conform to the current period's presentation.

Gross revenue by service type

(prepared on a reportable basis)

The following tables compare gross revenues for the three and nine months ended September 30, 2011 to the comparative periods by service offering. Unlike reportable revenues, gross revenues include intercompany revenues. These tables have been prepared on a reportable basis. Accordingly, gross revenues derived from assets that were divested of are included in the prior period results until the date of divestiture. In addition, WSI's results for the period January 1, 2010 through June 30, 2010 are excluded from year-to-date gross revenues presented for the nine months ended September 30, 2010.


                                       Three months ended September 30, 2011
----------------------------------------------------------------------------
                              Canada       Canada          U.S.         U.S.
----------------------------------------------------------------------------
                           stated in   percentage                 percentage
                        thousands of     of gross                   of gross
                                  C$      revenue                    revenue
----------------------------------------------------------------------------

Commercial             $      76,237         33.4 $      84,839         26.0
Industrial                    37,898         16.6        49,484         15.1
Residential                   35,291         15.5        65,969         20.2
Transfer and disposal         62,780         27.5       103,310         31.6
Recycling commodities
 and other                    16,005          7.0        23,266          7.1
----------------------------------------------------------------------------
Gross revenues         $     228,211        100.0 $     326,868        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total collection       $     165,431         72.5 $     223,558         68.4
Transfer and disposal         62,780         27.5       103,310         31.6
----------------------------------------------------------------------------
Gross revenues         $     228,211        100.0 $     326,868        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

                                      Three months ended September 30, 2010
---------------------------------------------------------------------------
                             Canada       Canada          U.S.         U.S.
---------------------------------------------------------------------------
                          stated in   percentage                 percentage
                       thousands of     of gross                   of gross
                                 C$      revenue                    revenue
---------------------------------------------------------------------------

Commercial            $      76,926         34.9 $      75,613         26.0
Industrial                   38,345         17.4        42,178         14.5
Residential                  34,464         15.6        60,456         20.8
Transfer and disposal        59,497         26.9        96,428         33.1
Recycling commodities
 and other                   11,574          5.2        16,229          5.6
---------------------------------------------------------------------------
Gross revenues        $     220,806        100.0 $     290,904        100.0
---------------------------------------------------------------------------
---------------------------------------------------------------------------

Total collection      $     161,309         73.1 $     194,476         66.9
Transfer and disposal        59,497         26.9        96,428         33.1
---------------------------------------------------------------------------
Gross revenues        $     220,806        100.0 $     290,904        100.0
---------------------------------------------------------------------------
---------------------------------------------------------------------------

                                        Nine months ended September 30, 2011
----------------------------------------------------------------------------
                              Canada       Canada          U.S.         U.S.
----------------------------------------------------------------------------
                           stated in   percentage                 percentage
                        thousands of     of gross                   of gross
                                  C$      revenue                    revenue
----------------------------------------------------------------------------

Commercial             $     223,155         35.1 $     248,979         26.9
Industrial                   106,688         16.8       139,251         15.0
Residential                  101,106         15.9       188,511         20.4
Transfer and disposal        164,370         25.8       291,081         31.4
Recycling commodities
 and other                    40,710          6.4        58,045          6.3
----------------------------------------------------------------------------
Gross revenues         $     636,029        100.0 $     925,867        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total collection       $     471,659         74.2 $     634,786         68.6
Transfer and disposal        164,370         25.8       291,081         31.4
----------------------------------------------------------------------------
Gross revenues         $     636,029        100.0 $     925,867        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------


                                        Nine months ended September 30, 2010
----------------------------------------------------------------------------
                              Canada       Canada          U.S.         U.S.
----------------------------------------------------------------------------
                           stated in   percentage                 percentage
                        thousands of     of gross                   of gross
                                  C$      revenue                    revenue
----------------------------------------------------------------------------

Commercial             $     171,078         35.7 $     172,948         25.1
Industrial                    81,661         17.0        93,819         13.6
Residential                   70,731         14.7       147,807         21.4
Transfer and disposal        129,462         27.0       236,344         34.3
Recycling commodities
 and other                    26,777          5.6        38,255          5.6
----------------------------------------------------------------------------
Gross revenues         $     479,709        100.0 $     689,173        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Total collection       $     350,247         73.0 $     452,829         65.7
Transfer and disposal        129,462         27.0       236,344         34.3
----------------------------------------------------------------------------
Gross revenues         $     479,709        100.0 $     689,173        100.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Gross revenue growth or decline components - expressed in percentages and excluding FX

(prepared on a comparable basis - 2011 only)

The tables below have been prepared on a "comparable basis" as outlined above. However, component percentages presented for the 2010 year-to-date period have not been prepared on a comparable basis and accordingly do not include WSI's results.


                                    Three months ended    Three months ended
                                    September 30, 2011    September 30, 2010
----------------------------------------------------------------------------
                                     Canada       U.S.     Canada       U.S.
                                                              (3)        (3)
----------------------------------------------------------------------------

Price
  Price                                 3.5        1.2        3.1        2.2
  Fuel surcharges                       1.1        1.2        0.5        0.5
----------------------------------------------------------------------------
  Total price growth                    4.6        2.4        3.6        2.7

Volume                                  1.2        0.8        4.2        1.2
----------------------------------------------------------------------------
Total gross organic revenue
 growth                                 5.8        3.2        7.8        3.9

Acquisitions                            0.3        9.2        4.0        8.1
----------------------------------------------------------------------------
Total gross revenue growth              6.1       12.4       11.8       12.0
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Note:
(3)  Prior period amounts have been adjusted to conform to the current
     period's presentation.

                                     Nine months ended     Nine months ended
                                    September 30, 2011    September 30, 2010
----------------------------------------------------------------------------
                                     Canada       U.S.     Canada       U.S.
                                                              (3)        (3)
----------------------------------------------------------------------------

Price
  Price                                 2.9        1.5        3.9        3.1
  Fuel surcharges                       1.2        1.1        0.7        0.4
----------------------------------------------------------------------------
  Total price growth                    4.1        2.6        4.6        3.5

Volume                                  1.1        0.3        5.4        2.0
----------------------------------------------------------------------------
Total gross organic revenue
 growth                                 5.2        2.9       10.0        5.5

Acquisitions                            0.9       10.0        3.8        5.6
----------------------------------------------------------------------------
Total gross revenue growth              6.1       12.9       13.8       11.1
----------------------------------------------------------------------------
----------------------------------------------------------------------------
Note:
(3)  Prior period amounts have been adjusted to conform to the current
     period's presentation.

Three months ended

Presented on a comparable basis, gross revenues in Canada increased approximately C$13,200. Our Canadian segment delivered price growth in every service line and, with the exception of industrial volumes, we also enjoyed organic volume improvements across the board. Rising diesel fuel prices contributed to the increase in fuel surcharges recorded to revenues.

Gross revenues in the U.S. south increased approximately $31,200 and approximately $23,100 of this growth is attributable to acquisitions. Higher overall pricing and volumes also contributed to this segment's quarterly performance. Our U.S. south segment enjoyed stronger pricing across all but one service line. Landfill pricing was off slightly, due principally to the mix of waste materials received. Volume growth was supported in large part by improved volumes in our recycling line, while gross revenues from residential volumes were lower due to a lost contract in this segment. Higher fuel surcharges also contributed to gross revenue growth quarter over quarter.

Gross revenues in our U.S. northeast segment increased approximately $4,800 and this increase is largely attributable to acquisitions. An increase in total volumes also contributed to overall gross revenue growth while pricing declines were a headwind in the quarter. Aside from recycling pricing, which was up comparatively, pricing was either down or flat across the remaining service lines. Weaker pricing is a function of a sluggish economy and stronger competition for an aggregate customer base that is stagnate. Volumes across most service lines were relatively flat when compared to prior year marks. Our recycling line was the only exception and was a strong contributor to total gross revenues derived from volume growth. Not unlike pricing, volumes have been impacted by this segment's economic weakness, increasing competition and the closure of a recycling collection facility that only re-opened midway through the quarter. Fuel surcharge increases contributed to the increase in comparative gross revenue growth, but have not been sufficient to cover the rise in fuel costs.

Nine months ended

On a comparable basis, gross revenues in Canada grew approximately C$36,700 due in large part to pricing strength we enjoyed across all service lines. As outlined above, industrial volumes fell short of prior year marks and weather was an impediment to landfill volumes in the first and second quarters of the year. We are, however, on track to meet our municipal solid waste volume caps at all of our cap restricted sites. All other service lines delivered comparative volume growth, which was attributable to a combination of organic and acquisition growth. Rising diesel fuel prices contributed to the increase in comparable fuel surcharges we recorded to revenues.

On a comparable basis, U.S. south segment gross revenues increased approximately $90,100. Acquisitions were a big part of this segment's gross revenue growth, contributing approximately $68,100 to the increase. Pricing growth was enjoyed across all service lines in this segment and with the exception of a residential contract loss we also enjoyed comparative volume growth in all service lines. The increase in diesel fuel prices drove the increase in comparative fuel surcharges recorded to revenues.

Year-to-date gross revenues increased approximately $15,100 in our U.S. northeast segment and approximately $14,500 is attributable to acquisitions. On a year-to-date basis, pricing, in total, is up across all service lines, excluding industrial, and volumes, in total, are down. Pricing gains that were realized in the first two quarters of the year outpaced the pull back in pricing we experienced in the third quarter of the year. Volume improvements realized during the third quarter in our recycling line only served as a partial offset to volume declines across all other service lines year-to-date. Economic softness in this segment, tighter competition and the closure of a recycling collection facility for the better part of this year, are the primary reasons for this segment's performance. Higher fuel surcharges contributed to the gross revenue growth year-to-date, but have not been sufficient to cover the rise in fuel costs.

Operating expenses

Three and nine months ended

In the current quarter, the comparative increase in operating expenses is due principally to "tuck-in" acquisitions, FX, higher fuel costs and organic growth. "Tuck-in" acquisitions is the primary reason for higher disposal, labour and vehicle operating costs, which increased comparatively by approximately $9,000, $7,600 and $14,700, respectively. In the year-to-date period, our acquisition of WSI in July 2010 was the single largest contributor to higher disposal, labour, vehicle operating and insurance costs, which increased approximately $213,000 in aggregate. As outlined for the three months ended, "tuck-in" acquisitions, FX, higher fuel costs and organic growth also contributed to the increase in year-to-date operating costs. The balance of the year-to-date increase is a function of higher franchise and royalty fees, approximately $9,600, and higher commodity rebates resulting from higher comparative commodity pricing. Higher commodity rebates were most pronounced in our U.S. northeast and Canadian businesses for both periods and the rising price of fuel also contributed to higher operating expenses for our base business in the current quarter and year-to-date periods.

As a percentage of reportable revenues, operating expenses in Canada were 55.3% for the quarter and 54.9% year-to-date, compared to 55.7% and 53.3% for the same periods a year ago. The current quarter decline is the direct result of operating efficiencies gained from integrating the assets and operations we acquired from WSI a year ago. "Tuck-in" acquisitions partially muted the benefit of operating efficiency gains as did higher fuel costs. Year-to-date, the acquisition of WSI and mix of revenues we acquired from them, together with higher fuel costs and "tuck-in" acquisitions are the primary reasons for the increase in comparative operating costs, partially offset by operating efficiency gains and synergies. Removing fuel surcharges from reportable revenues for both the current and comparative year-to-date periods, and a like amount from operating expenses, results in a comparative operating margin improvement of 60 and 50 basis points for the three and nine months ended, respectively.

As a percentage of reportable revenues, operating expenses in our U.S. south segment were 61.8% for the quarter and 60.8% year-to-date, compared to 61.5% and 61.2% in the comparative periods, respectively. The mix of revenues acquired on our acquisition of WSI, coupled with other "tuck-in" acquisitions, and the rising price of fuel are the primary contributors to the change in operating costs relative to revenues. As outlined above in the Canadian segment discussion, removing the impact of fuel surcharges from reportable revenues, and a like amount from operating expenses, for both the current and comparative year-to-date periods, results in a comparative operating margin improvement of 50 and 60 basis points for the three and nine month periods ended, respectively.

On a comparative basis, the U.S. northeast region experienced an increase in its cost of operations relative to reportable revenues. The increase is due to higher transportation costs to transport waste to our Seneca Meadows landfill and to third party sites, which is due in large part to the rising cost of fuel, coupled with an increase in leachate treatment costs. The increase in disposal costs is also due to "tuck-in" acquisitions which introduced more collection operations in this segment. Vehicle operating costs have also increased as a result of both increasing fuel prices and mix of service offering due to "tuck-in" acquisitions. Removing the impact of fuel surcharges from revenues and operating expenses on a comparative current quarter and year-to-date basis, had a negligible impact on operating margins for both periods.

SG&A expenses

Three and nine months ended

Fair value movements in stock options contributed approximately $5,600 to the comparative decline in current quarter SG&A expense and approximately $4,100 year-to-date. FX, approximately $1,000, partially offset stock option recoveries in the quarter. Higher salaries and facility costs, due in part to "tuck-in" acquisitions and organic growth, coupled with higher professional fees, approximately $1,400, were partially offset by lower bad debt expense. On a year-to-date basis, higher SG&A expense is due to the acquisition of WSI, "tuck-in" acquisitions, FX and organic growth. Salaries, facility cost increases and higher professional fees combined to increase SG&A expense approximately $29,800 on a year-to-date basis.

As a percentage of reportable revenues, SG&A expense, expressed on an adjusted basis, which excludes transaction and related costs, fair value movements in stock options and restricted share expense, is 11.2% and 11.7% for the quarter and year-to-date periods, respectively, compared to 11.5% and 12.3% in the same periods last year. These changes represent a 30 and 60 basis improvement over the respective periods in the prior year. The primary reason for the comparative improvement is the result of rationalizing personnel and operating locations since our acquisition of WSI.

Corporate SG&A includes certain executive, legal, accounting, internal audit, treasury, investor relations, corporate development, environmental management, information technology, human resources and other administrative costs. Corporate SG&A also includes transaction and related costs, fair value changes to stock options and restricted share expense. On a comparative basis, transaction and related costs declined approximately $1,100 quarter over quarter and approximately $4,400 year-to-date. In the prior periods, acquisition and related costs were incurred, principally, in anticipation of closing the WSI acquisition. Since we did not complete an acquisition of this size in either the third quarter or year-to-date periods ended September 30, 2011, acquisition and related costs declined accordingly. Fair value movements in stock options also contributed to the comparative decline in corporate SG&A expense. In the current period, we recognized approximately $8,400 less expense, while expenses on a year-to-date basis were down approximately $10,300. The balance of the change in corporate SG&A expense for the quarter is due largely to higher professional fees partially offset by a decline in salaries. For the year-to-date period, corporate salaries, facility and office costs and professional fees were higher due in large part to our acquisition of WSI.

Free cash flow(B)

Purpose and objective

The purpose of presenting this non-GAAP measure is to provide similar disclosures presented by other U.S. publicly listed companies in our industry and to provide investors and analysts with an additional measure of our value and liquidity. We use this non-GAAP measure to assess our relative performance and to assess the availability of funds for growth investment, share repurchases, debt repayment or dividend increases.


Free cash flow(B)- cash flow approach
                            Three months ended            Nine months ended
                                  September 30                 September 30
----------------------------------------------------------------------------
                        2011     2010   Change       2011     2010   Change
----------------------------------------------------------------------------

Cash generated from
 operating
 activities
(statement of cash
 flows)             $133,203 $ 47,958 $ 85,245  $ 280,489 $173,194 $107,295
----------------------------------------------------------------------------

Operating and
 investing
Stock option
 (recovery) expense   (5,643)   2,730   (8,373)    (4,123)   6,170  (10,293)
Acquisition and
 related costs           966    2,084   (1,118)     1,739    6,174   (4,435)
Restructuring
 expenses                 73    3,792   (3,719)     1,198    3,792   (2,594)
Other expenses            32      586     (554)       827      644      183
Changes in non-cash
 working capital
 items               (14,842)  42,015  (56,857)    38,850   43,767   (4,917)
Capital and landfill
 asset purchases     (46,876) (36,007) (10,869)  (116,692) (84,611) (32,081)

Financing
Interest on long-
 term debt - high
 yield
 defeasance interest       -    1,663   (1,663)         -    1,663   (1,663)
Financing and
 landfill
 development costs
 (net of non-cash
 portion)                  -     (290)     290          -     (290)     290
Purchase of
 restricted shares    (4,226)  (1,241)  (2,985)    (4,226)  (1,241)  (2,985)
Net realized foreign
 exchange gain           (51)     (40)     (11)       (83)      14      (97)
----------------------------------------------------------------------------
Free cash flow(B)   $ 62,636 $ 63,250 $   (614) $ 197,979 $149,276 $ 48,703
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Free cash flow(B)- adjusted
 EBITDA(A)approach
                            Three months ended   Nine months ended September
                                  September 30                            30
----------------------------------------------------------------------------
                        2011     2010   Change       2011     2010    Change
----------------------------------------------------------------------------

Adjusted EBITDA(A)  $140,961 $126,868 $ 14,093  $ 400,675 $292,237 $108,438
----------------------------------------------------------------------------

Purchase of
 restricted shares    (4,226)  (1,241)  (2,985)    (4,226)  (1,241)  (2,985)
Capital and landfill
 asset purchases     (46,876) (36,007) (10,869)  (116,692) (84,611) (32,081)
Landfill closure and
 post-closure
 expenditure          (1,102)  (1,609)     507     (3,162)  (3,161)      (1)
Landfill closure and
 post-closure cost
 accretion expense     1,271    1,030      241      3,816    2,792    1,024
Interest on long-
 term debt           (15,303) (17,783)   2,480    (48,363) (33,964) (14,399)
Interest on long-
 term debt - high
 yield defeasance
 interest                  -    1,663   (1,663)         -    1,663   (1,663)
Non-cash interest
 expense               1,640    1,985     (345)     4,355    3,410      945
Current income tax
 expense             (13,729) (11,656)  (2,073)   (38,424) (27,849) (10,575)
----------------------------------------------------------------------------
Free cash flow(B)   $ 62,636 $ 63,250 $   (614) $ 197,979 $149,276 $ 48,703
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Three and nine months ended

Excluding FX, approximately $1,700, free cash flow(B) decreased slightly in the current quarter. Adjusted EBITDA(A) improvements in the quarter were due to a combination of organic growth and other "tuck-in" acquisitions. The improvement in adjusted EBIDTA(A) was partially offset by higher capital and landfill asset purchases, higher restricted share purchases and higher current income tax expense. Higher capital and landfill asset purchases is largely due to timing as current year first and second quarter spending trailed prior year spending on a proportional basis. Higher restricted share purchases were due to current period awards to retain and incent certain management. Higher current income tax is due to higher income subject to tax resulting from organic and "tuck-in" acquisition growth.

For the year-to-date period, free cash flow(B) increased comparatively. The acquisition of WSI contributed to our free cash flow(B) and adjusted EBITDA(A) growth year-to-date. In addition, we also realized improvements to free cash flow(B) and adjusted EBITDA(A) from organic growth and "tuck-in" acquisitions. Capital and landfill asset purchases were also higher on a comparative basis for the same reasons as adjusted EBITDA(A) growth. While total capital and landfill asset purchases were lower in the year-to-date period ended June, proportionally they are now on pace with the prior year for the year-to-date period ended September. Higher debt levels resulting from our acquisition of WSI and "tuck-in" acquisitions is the primary reason for the increase in interest on long-term debt. Cash taxes also increased comparatively which is most pronounced in our Canadian business. The acquisition of WSI, "tuck-in" acquisitions, organic growth, net of divestitures, is the root cause of the rise in cash taxes in Canada.

Capital and landfill purchases

Capital and landfill purchases characterized as replacement and growth expenditures are as follows:


                              Three months ended           Nine months ended
                                    September 30                September 30
----------------------------------------------------------------------------
                         2011     2010    Change      2011     2010   Change
----------------------------------------------------------------------------

Replacement          $ 37,006 $ 25,317 $  11,689  $ 88,067 $ 57,159 $ 30,908
Growth                  9,870   10,690      (820)   28,625   27,452    1,173
----------------------------------------------------------------------------
Total                $ 46,876 $ 36,007 $  10,869  $116,692 $ 84,611 $ 32,081
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Capital and landfill purchases - replacement

Capital and landfill purchases characterized as "replacement" expenditures represent cash outlays to sustain current cash flows and are funded from free cash flow(B). Replacement expenditures include the replacement of existing capital assets and all construction spending at our landfills.

Three and nine months ended

In total, replacement expenditures increased comparatively in both the current quarter and year-to-date periods. Replacement expenditures in Canada increased approximately $6,600 in the quarter and approximately $4,200 of the increase pertains to landfill cell construction. The balance of the increase is largely due to the timing of spend for landfill equipment and vehicle purchases. Third quarter spending in the U.S. was also up in the quarter, approximately $5,100. Similar to Canada, the timing of cell construction and capital spending contributed to the increase in U.S. spending as well. Additionally, acquisitions completed in the U.S. have also contributed to the increase in replacement spending.

For the year, the acquisition of WSI was the largest single contributor to the comparative increase in replacement expenditures. As noted for the three months ended, additional cell construction and a larger business base due to recently completed acquisitions, has also contributed to the increase in comparative spending.

Capital and landfill purchases - growth

Capital and landfill purchases characterized as "growth" expenditures represent cash outlays to generate new or future cash flows and are generally funded from free cash flow(B). Growth expenditures include capital assets, including facilities (new or expansion), to support new contract wins and organic business growth.

Three and nine months ended

Growth expenditures were slightly off prior year levels for the quarter and only slightly above them year-to-date. For the quarter, growth expenditures were down in the U.S., approximately $1,600, while growth expenditures in Canada were up marginally, approximately $800. The decline in growth expenditures is due in part to weakness in the U.S. northeast while the increase in comparative growth expenditures in Canada is due principally to organic business growth.

On a year-to-date basis, growth expenditures are only up marginally, approximately $1,200. The U.S. increase is approximately $2,300 on the year, while Canadian growth expenditures have declined. Facility investment, approximately $1,000, coupled with spending for a municipal contract win, approximately $1,100, were the primary contributors to the increase in U.S. growth expenditures. Our Canadian business experienced a decline as a result of fewer comparative contract wins.

Readers are reminded that revenue, adjusted EBITDA(A), and cash flow contributions realized from growth expenditures will materialize over future periods.

Long-term debt

(all amounts are in thousands of U.S. dollars, unless otherwise stated)

Summary details of our long-term debt facilities at September 30, 2011 are as follows:


                         Available      Facility    Letters of     Available
                           lending         drawn        credit      capacity
----------------------------------------------------------------------------
Canadian long-term
 debt facilities -
 stated in Canadian
 dollars
Senior secured
 debenture, series B $      58,000 $      58,000 $           - $           -
Revolving credit
 facility            $     525,000 $     332,000 $      55,725 $     137,275

U.S. long-term debt
 facilities - stated
 in U.S. dollars
Revolving credit
 facility            $   1,122,500 $     828,500 $     143,655 $     150,345
Variable rate demand
 solid waste disposal
 revenue bonds
 ("IRBs")(4)         $     194,000 $     109,000 $           - $      85,000
Other                $       3,701 $       3,701 $           - $           -
Note:

(4)  IRB drawings at floating rates of interest, will, under the terms of
     the underlying agreement, typically be used to repay revolving credit
     advances on our U.S. facility. However, IRB drawings bearing interest
     at floating rates requires us to issue letters of credit equal to the
     principal amount of the IRB drawn.

Funded debt to EBITDA (as defined and calculated in accordance with our Canadian and U.S. long-term debt facilities)

At September 30, 2011, funded long-term debt to EBITDA is as follows:


                                  September 30, 2011       December 31, 2010
----------------------------------------------------------------------------
                                  Canada        U.S.      Canada        U.S.
----------------------------------------------------------------------------
Funded debt to EBITDA               1.83        3.24        1.91        3.20
Funded debt to EBITDA
 maximum                            3.00        4.00        3.00        4.00

Canadian facility

On September 30, 2011, advances under our Canadian facility were C$332,000 and total letters of credit amounted to approximately C$55,700. Available capacity at September 30, 2011, excluding the accordion, was approximately C$137,300 and our funded debt to EBITDA ratio (as defined and calculated in accordance with our Canadian facility) was 1.83 times.

We increased Canadian facility advances since December 31, 2010 by C$7,000. Satisfaction of accrued dividends, income taxes payable, payments made on accrued management compensation amounts owing for 2010 and share repurchases are the primary reasons for the increase. We applied any excess free cash flow(B) to Canadian facility borrowings.

Effective July 15, 2011, we amended pricing on our Canadian facility. Pricing on advances drawn under the facility declined by 62.5 basis points. Pricing ranges from 50 to 175 basis points over bank prime for borrowings on prime and 150 to 275 basis points over Bankers' Acceptances ("BAs") for borrowings on BAs. Pricing on financial letters of credit decreased by similar amounts and pricing ranges from 150 to 275 basis points. Standby fees declined between 15 and 17.5 basis points, and pricing ranges from 37.5 to 68.8 basis points, while non-financial letters of credit decreased between 41.3 and 41.7 basis points. All other significant terms remain unchanged.

U.S. facility

On September 30, 2011, advances under our U.S. facility were $828,500 and total letters of credit amounted to approximately $143,700. Available capacity under the facility at September 30, 2011, excluding the accordion, was approximately $150,300 and our funded debt to EBITDA ratio (as defined and calculated in accordance with our U.S. facility) was 3.24 times.

The increase in U.S. facility advances since December 31, 2010 totals $67,500 and is due in part to the purchase of 1,000 shares in the secondary public offering at a cost of $23,500. We also completed "tuck- in" acquisitions in the current year-to-date period for total cash consideration of approximately $135,900. These amounts were partially offset by debt repayments from excess free cash flow(B).

Effective July 7, 2011, we entered into a Second Amended and Restated Senior Secured Revolving Credit Facility (the "amended U.S. facility"). By entering into the amended U.S. facility we increased the total commitment to $1,377,500, which is up from $1,250,000. Available lending under the amended U.S. facility is $1,122,500, up $45,000 from $1,077,500, and the facility has an "accordion feature" equal to $255,000. Financial covenants remained principally unchanged. However, the amended U.S. facility permits a maximum total funded debt to rolling four-quarter EBITDA ratio of 4.5 times and a maximum senior secured debt to rolling four-quarter EBITDA ratio of 3.5 times should the parent company, Progressive Waste Solutions Ltd., borrow an amount no less than $150,000 and loan these borrowings to IESI. In addition, the restriction precluding IESI from paying dividends if their funded debt to EBITDA ratio exceeds 3.9 times will increase to 4.4 times should IESI receive monies from parent company borrowings. The amended U.S. facility was also modified to allow IESI to be in compliance with the requirement to maintain interest rate hedges at fixed rates for at least 40% of total funded debt so long as its' in place interest rate hedges are not more than $10,000 under the 40% hedging requirement. This test is performed quarterly.

Pricing declined on advances drawn under the facility by 75 basis points. Pricing ranges from 175 to 250 basis points over LIBOR for borrowings on LIBOR and 75 to 150 basis points over bank prime for prime rate advances. Pricing on financial letters of credit are 175 to 250 basis points which represents a decline of 75 basis points from previous pricing points. Fronting fees of 12.5 basis points on financial letters of credit are payable at all pricing levels. Standby fees declined by 12.5 basis points and range from 25 to 50 basis points. All other significant terms remain unchanged.

Long-term debt to pro forma adjusted EBITDA(A)

Our pro forma adjusted EBITDA(A) ratio prepared on a combined basis, assuming FX parity, is 2.60 times.

Definitions of Adjusted EBITDA and Free cash flow

(A) All references to "Adjusted EBITDA" in this press release are to revenues less operating expense and SG&A, excluding certain non-operating or non-recurring SG&A expense, on the condensed consolidated statement of operations and comprehensive income. Adjusted EBITDA excludes some or all of the following: certain SG&A expenses, restructuring expenses, amortization, net gain or loss on sale of capital assets, interest on long-term debt, net foreign exchange gain or loss, net gain or loss on financial instruments, other expenses, income taxes and income or loss from equity accounted investee. Adjusted EBITDA is a term used by us that does not have a standardized meaning prescribed by U.S. GAAP and is therefore unlikely to be comparable to similar measures used by other companies. Adjusted EBITDA is a measure of our operating profitability, and by definition, excludes certain items as detailed above. These items are viewed by us as either non-cash (in the case of amortization, net gain or loss on financial instruments, net foreign exchange gain or loss, deferred income taxes and net income or loss from equity accounted investee) or non-operating (in the case of certain SG&A expenses, restructuring expenses, net gain or loss on sale of capital assets, interest on long-term debt, other expenses, and current income taxes). Adjusted EBITDA is a useful financial and operating metric for us, our Board of Directors, and our lenders, as it represents a starting point in the determination of free cash flow(B). The underlying reasons for the exclusion of each item are as follows:

Certain SG&A expenses - SG&A expense includes certain non-operating or non-recurring expenses. These expenses include transaction costs related to acquisitions, fair value adjustments attributable to stock options and restricted share expense. These expenses are not considered an expense indicative of continuing operations. Certain SG&A costs represent a different class of expense than those included in adjusted EBITDA.

Restructuring expenses - restructuring expenses includes costs to integrate various operating locations with our own, exiting certain property and building and office leases, employee severance and employee relocation costs incurred in connection with our acquisition of WSI. These expenses are not considered an expense indicative of continuing operations. Accordingly, restructuring expenses represent a different class of expense than those included in adjusted EBITDA.

Amortization - as a non-cash item amortization has no impact on the determination of free cash flow(B).

Net gain or loss on sale of capital assets - proceeds from the sale of capital assets are either reinvested in additional or replacement capital assets or used to repay revolving credit facility borrowings.

Interest on long-term debt - interest on long-term debt is a function of our debt/equity mix and interest rates; as such, it reflects our treasury/financing activities and represents a different class of expense than those included in adjusted EBITDA.

Net foreign exchange gain or loss - as non-cash items, foreign exchange gains or losses have no impact on the determination of free cash flow(B).

Net gain or loss on financial instruments - as non-cash items, gains or losses on financial instruments have no impact on the determination of free cash flow(B).

Other expenses - other expenses typically represent amounts paid to certain management of acquired companies who are retained by us post acquisition and amounts paid to certain executives in respect of acquisitions successfully completed. These expenses are not considered an expense indicative of continuing operations. Accordingly, other expenses represent a different class of expense than those included in adjusted EBITDA.

Income taxes - income taxes are a function of tax laws and rates and are affected by matters which are separate from our daily operations.

Net income or loss from equity accounted investee - as a non-cash item, net income or loss from our equity accounted investee has no impact on the determination of free cash flow(B).

Adjusted EBITDA should not be construed as a measure of income or of cash flows. The reconciling items between adjusted EBITDA and net income are detailed in the condensed consolidated statement of operations and comprehensive income or loss beginning with operating income before restructuring expenses, amortization and net gain or loss on sale of capital assets and ending with net income and includes certain adjustments for expenses recorded to SG&A, which management views as not being indicative of continuing operations. A reconciliation between operating income and adjusted EBITDA is provided in the table that follows. Adjusted operating income and adjusted net income are also presented in the reconciliation below.


                               Three months ended         Nine months ended
                                     September 30              September 30
----------------------------------------------------------------------------
                                2011      2010(5)         2011      2010(5)
----------------------------------------------------------------------------
Operating income         $    76,221  $    54,854  $   204,657  $   129,681
Transaction and related
 costs - SG&A                    966        2,084        1,739        6,174
Fair value movements in
 stock options - SG&A         (5,643)       2,730       (4,123)       6,170
Restricted share expense
 - SG&A                        1,028          568        1,381        1,398
Restructuring expenses            73        3,792        1,198        3,792
----------------------------------------------------------------------------
Adjusted operating
 income                       72,645       64,028      204,852      147,215
----------------------------------------------------------------------------
Net (gain) or loss on
 sale of capital assets       (1,092)          50       (2,871)        (381)
Amortization                  69,408       62,790      198,694      145,403
----------------------------------------------------------------------------
Adjusted EBITDA          $   140,961  $   126,868  $   400,675  $   292,237
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Net income               $    40,347  $    23,941  $   100,052  $    60,486
Transaction and related
 costs - SG&A                    966        2,084        1,739        6,174
Fair value movements in
 stock options - SG&A         (5,643)       2,730       (4,123)       6,170
Restricted share expense
 - SG&A                        1,028          568        1,381        1,398
Restructuring expenses            73        3,792        1,198        3,792
Interest on long-term
 debt                              -        2,409            -        2,409
Net (gain) or loss on
 financial instruments        (1,528)      (1,498)      (3,883)      (3,248)
Other expenses                    32          586          827          644
Net income tax expense
 or recovery                    (170)      (2,083)        (183)      (2,635)
----------------------------------------------------------------------------
Adjusted net income      $    35,105  $    32,529  $    97,008  $    75,190
----------------------------------------------------------------------------

Note:

(5) Prior period amounts have been adjusted to conform to the current period's presentation.

(B) We have adopted a measure called "free cash flow" to supplement net income or loss as a measure of operating performance. Free cash flow is a term which does not have a standardized meaning prescribed by U.S. GAAP, is prepared before dividends declared, and is therefore unlikely to be comparable to similar measures used by other companies. The purpose of presenting this non-GAAP measure is to provide similar disclosures to other U.S. publicly listed companies in the waste industry. We use this non-GAAP measure to assess our performance relative to other publically listed companies and to assess the availability of funds for growth investment, debt repayment, share repurchases or dividend increases. All references to "free cash flow" in this press release have the meaning set out in this note.

About Progressive Waste Solutions Ltd.

As North America's third largest full-service waste management company, we provide non-hazardous solid waste collection and disposal services to commercial, industrial, municipal and residential customers in 12 U.S. states and the District of Columbia and six Canadian provinces. We serve our customers with vertically integrated collection and disposal assets. Progressive Waste Solutions Ltd.'s shares are listed on the New York and Toronto Stock Exchanges under the symbol BIN.

To find out more about Progressive Waste Solutions, visit our website at www.progressivewaste.com.


----------------------------------------------------------------------------

 Management will hold a conference call on Wednesday, October 26, 2011, at
 8:30 a.m. (ET) to discuss results for the three and nine months ended
 September 30, 2011. Participants may listen to the call by dialling 1-888-
 300-0053, conference ID 15539749, at approximately 8:20 a.m. (ET).
 International or local callers should dial 647-427-3420. The call will
 also be webcast live at www.streetevents.com and at
 www.progressivewaste.com.

 A replay will be available after the call until Wednesday, November 9,
 2011, at midnight, and can be accessed by dialling 1-855-859-2056,
 conference ID 15539749. International or local callers can access the
 replay by dialling 404-537-3406. The audio webcast will also be archived
 at www.streetevents.com and www.progressivewaste.com.

----------------------------------------------------------------------------

Progressive Waste Solutions Ltd. (formerly IESI-BFC Ltd.)
Condensed Consolidated Balance Sheets
September 30, 2011 (unaudited) and December 31, 2010 (stated in accordance
with accounting principles generally accepted in the United States of
America and in thousands of U.S. dollars)
----------------------------------------------------------------------------

                                                    September      December
                                                     30, 2011      31, 2010
----------------------------------------------------------------------------
ASSETS
CURRENT
  Cash and cash equivalents                     $      16,876 $      13,406
  Accounts receivable                                 223,532       207,098
  Other receivables                                       430           472
  Prepaid expenses                                     28,986        27,254
  Restricted cash                                         446           434
  Other assets                                          1,038         1,928
----------------------------------------------------------------------------
                                                      271,308       250,592

OTHER RECEIVABLES                                         458           806
FUNDED LANDFILL POST-CLOSURE COSTS                      8,929         8,949
INTANGIBLES                                           273,440       272,082
GOODWILL                                            1,120,073     1,081,868
LANDFILL DEVELOPMENT ASSETS                            14,019        12,174
DEFERRED FINANCING COSTS                               21,407        21,157
CAPITAL ASSETS                                        763,752       758,287
LANDFILL ASSETS                                       953,886       975,691
INVESTMENT IN EQUITY ACCOUNTED INVESTEE                 3,888         4,117
OTHER ASSETS                                              897         4,764
----------------------------------------------------------------------------
                                                $   3,432,057 $   3,390,487
----------------------------------------------------------------------------
----------------------------------------------------------------------------
LIABILITIES
CURRENT
  Accounts payable                              $     108,959 $     100,181
  Accrued charges                                     125,236       136,629
  Dividends payable                                    14,453        15,296
  Income taxes payable                                  9,967        14,425
  Deferred revenues                                    17,133        20,378
  Current portion of long-term debt                     1,500         1,500
  Landfill closure and post-closure costs               6,223         8,229
  Other liabilities                                     4,532         6,091
----------------------------------------------------------------------------
                                                      288,003       302,729

LONG-TERM DEBT                                      1,315,098     1,258,159
LANDFILL CLOSURE AND POST-CLOSURE COSTS               100,845        90,010
OTHER LIABILITIES                                       8,672         7,329
DEFERRED INCOME TAXES                                  91,854        85,665
----------------------------------------------------------------------------
                                                    1,804,472     1,743,892
----------------------------------------------------------------------------

SHAREHOLDERS' EQUITY
  Common shares (authorized - unlimited, issued
   and outstanding - 119,864,675 (December 31,
   2010 - 121,429,737))                             1,853,297     1,878,286
  Restricted shares (issued and outstanding -
   252,150 (December 31, 2010 - 277,150))              (5,353)       (5,169)
  Additional paid in capital                            2,711         7,092
  Accumulated deficit                                (147,143)     (188,972)
  Accumulated other comprehensive loss                (75,927)      (44,642)
----------------------------------------------------------------------------
  Total shareholders' equity                        1,627,585     1,646,595
----------------------------------------------------------------------------
                                                $   3,432,057 $   3,390,487
----------------------------------------------------------------------------
----------------------------------------------------------------------------

Progressive Waste Solutions Ltd. (formerly IESI-BFC Ltd.)
Condensed Consolidated Statements of Operations and Comprehensive Income
For the three and nine months ended September 30, 2011 and 2010 (unaudited -
stated in accordance with accounting principles generally accepted in the
United States of America and in thousands of U.S. dollars, except share and
net income per share amounts)
----------------------------------------------------------------------------

                                 Three months ended       Nine months ended
----------------------------------------------------------------------------
                                    2011       2010        2011        2010
----------------------------------------------------------------------------

REVENUES                       $ 490,522  $ 436,262  $1,382,884  $  999,886
EXPENSES
  OPERATING                      294,475    259,075     820,784     584,712
  SELLING, GENERAL AND
   ADMINISTRATION                 51,437     55,701     160,422     136,679
  RESTRUCTURING                       73      3,792       1,198       3,792
  AMORTIZATION                    69,408     62,790     198,694     145,403
  NET (GAIN) LOSS ON SALE OF
   CAPITAL ASSETS                 (1,092)        50      (2,871)       (381)
----------------------------------------------------------------------------
OPERATING INCOME                  76,221     54,854     204,657     129,681
INTEREST ON LONG-TERM DEBT        15,303     17,783      48,363      33,964
NET FOREIGN EXCHANGE (GAIN)
 LOSS                                (51)       (40)        (83)         14
NET GAIN ON FINANCIAL
 INSTRUMENTS                      (1,528)    (1,498)     (3,883)     (3,248)
OTHER EXPENSES                        32        586         827         644
----------------------------------------------------------------------------
INCOME BEFORE INCOME TAX
 EXPENSE AND NET LOSS FROM
 EQUITY
  ACCOUNTED INVESTEE              62,465     38,023     159,433      98,307
INCOME TAX EXPENSE
  Current                         13,729     11,656      38,424      27,849
  Deferred                         8,357      2,356      20,899       9,856
----------------------------------------------------------------------------
                                  22,086     14,012      59,323      37,705
NET LOSS FROM EQUITY ACCOUNTED
 INVESTEE                             32         70          58         116
----------------------------------------------------------------------------
NET INCOME                        40,347     23,941     100,052      60,486
----------------------------------------------------------------------------

OTHER COMPREHENSIVE (LOSS)
 INCOME
  Foreign currency translation
   adjustment                    (44,594)    15,510     (25,840)     13,105
  Derivatives designated as
   cash flow hedges, net of
   income tax $2,563 and          (4,767)     1,241      (6,340)        (98)
   $3,411 (2010 - ($668) and
   $27)
  Settlement of derivatives
   designated as cash flow
   hedges, net of income tax         147        (75)        895        (185)
   ($78) and ($481) (2010 -
   $40 and $99)
----------------------------------------------------------------------------
COMPREHENSIVE (LOSS) INCOME    $  (8,867) $  40,617  $   68,767  $   73,308
----------------------------------------------------------------------------
----------------------------------------------------------------------------

NET INCOME - CONTROLLING
 INTEREST                      $  40,347  $  21,977  $  100,052  $   54,200
NET INCOME - NON-CONTROLLING
 INTEREST                      $       -  $   1,964  $        -  $    6,286
COMPREHENSIVE (LOSS) INCOME -
 CONTROLLING INTEREST          $  (8,867) $  37,285  $   68,767  $   66,110
COMPREHENSIVE INCOME - NON-
 CONTROLLING INTEREST          $       -  $   3,332  $        -  $    7,198

Net income per weighted
 average share, basic          $    0.33  $    0.20  $     0.83  $     0.59
Net income per weighted
 average share, diluted        $    0.33  $    0.20  $     0.83  $     0.59
Weighted average number of
 shares outstanding              120,767    109,866     121,067      91,632
 (thousands), basic
Weighted average number of
 shares outstanding              120,767    120,914     121,067     102,692
 (thousands), diluted


Progressive Waste Solutions Ltd. (formerly IESI-BFC Ltd.)
Condensed Consolidated Statements of Cash Flows
For the three and nine months ended September 30, 2011 and 2010 (unaudited -
stated in accordance with accounting principles generally accepted in the
United States of America and in thousands of U.S. dollars)
----------------------------------------------------------------------------

                                   Three months ended     Nine months ended
----------------------------------------------------------------------------
                                      2011       2010       2011       2010
----------------------------------------------------------------------------

NET INFLOW (OUTFLOW) OF CASH RELATED TO THE FOLLOWING ACTIVITIES
OPERATING
 Net income                      $  40,347  $  23,941  $ 100,052  $  60,486
 Items not affecting cash
  Restricted share expense           1,028        568      1,381      1,398
  Write-off of landfill
   development assets                    -        290          -        290
  Accretion of landfill closure
   and post-closure costs            1,271      1,030      3,816      2,792
  Amortization of intangibles       12,877     11,152     36,977     24,434
  Amortization of capital assets    33,145     30,980     97,745     70,019
  Amortization of landfill
   assets                           23,386     20,658     63,972     50,950
  Interest on long-term debt
   (amortization of deferred
   financing costs)                  1,640      1,985      4,355      3,410
  Net (gain) loss on sale of
   capital assets                   (1,092)        50     (2,871)      (381)
  Net gain on financial
   instruments                      (1,528)    (1,498)    (3,883)    (3,248)
  Deferred income taxes              8,357      2,356     20,899      9,856
  Net loss from equity accounted
   investee                             32         70         58        116
 Landfill closure and post-
  closure expenditures              (1,102)    (1,609)    (3,162)    (3,161)
 Changes in non-cash working
  capital items                     14,842    (42,015)   (38,850)   (43,767)
----------------------------------------------------------------------------
Cash generated from operating
 activities                        133,203     47,958    280,489    173,194
----------------------------------------------------------------------------
INVESTING
 Acquisitions, net of cash
  acquired                         (49,471)   (71,117)  (139,506)  (125,052)
 Restricted cash deposits                -         (9)       (12)       (52)
 Proceeds from other receivables       122        146        356        430
 Funded landfill post-closure
  costs                               (131)      (116)      (310)      (201)
 Purchase of capital assets        (28,100)   (24,412)   (77,033)   (59,071)
 Purchase of landfill assets       (18,776)   (11,595)   (39,659)   (25,540)
 Proceeds from the sale of
  capital assets                     1,754      1,982      5,204      2,672
 Proceeds from asset
  divestitures                           -     12,089          -     12,089
 Investment in landfill
  development assets                (1,594)      (725)    (4,711)    (1,667)
----------------------------------------------------------------------------
Cash utilized in investing
 activities                        (96,196)   (93,757)  (255,671)  (196,392)
----------------------------------------------------------------------------
FINANCING
 Payment of deferred financing
  costs                             (3,786)   (13,850)    (4,806)   (15,915)
 Proceeds from long-term debt       94,550    897,686    331,163    997,551
 Repayment of long-term debt       (86,861)  (830,492)  (257,630)  (924,517)
 Common shares issued, net of
  issue costs                            -       (144)         -       (156)
 Proceeds from the exercise of
  stock options                          -      3,741        855      3,741
 Repurchase of common shares       (15,556)         -    (39,056)         -
 Purchase of restricted shares      (4,226)    (1,241)    (4,226)    (1,241)
 Dividends paid to share and
  participating preferred share
  holders                          (15,408)   (11,240)   (46,431)   (33,824)
----------------------------------------------------------------------------
Cash (utilized in) generated
 from financing activities         (31,287)    44,460    (20,131)    25,639
Effect of foreign currency
 translation on cash and cash
 equivalents                        (1,735)       581     (1,217)        22
----------------------------------------------------------------------------
NET CASH INFLOW (OUTFLOW)            3,985       (758)     3,470      2,463
----------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS,
 BEGINNING OF PERIOD OR YEAR        12,891      8,212     13,406      4,991
----------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS, END
 OF PERIOD                       $  16,876  $   7,454  $  16,876  $   7,454
----------------------------------------------------------------------------
----------------------------------------------------------------------------
SUPPLEMENTAL CASH FLOW
 INFORMATION:
 Cash and cash equivalents are
  comprised of:
  Cash                           $  16,875  $   7,451  $  16,875  $   7,451
  Cash equivalents                       1          3          1          3
----------------------------------------------------------------------------
                                 $  16,876  $   7,454  $  16,876  $   7,454
----------------------------------------------------------------------------
----------------------------------------------------------------------------
 Cash paid during the period
  for:
  Income taxes                   $   9,206  $  17,044  $  40,598  $  23,465
  Interest                       $  15,317  $  14,637  $  46,595  $  30,494

For more information, contact:
Progressive Waste Solutions Ltd.
Chaya Cooperberg
VP, Investor Relations and Corporate Communications
(905) 532-7517
chaya.cooperberg@progressivewaste.com.
www.progressivewaste.com.

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