2. Forward Looking Statements
2
Forward-Looking Statement
This presentation includes "forward-looking statements" within the meaning of the safe harbor provisions of the
United States Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Words
such as "expect," "estimate," "project," "budget," "forecast," "anticipate," "intend," "plan," "may," "will," "could,"
"should," "believes," "predicts," "potential," and "continue" or variations of such words, other similar words or
similar expressions are intended to identify such forward-looking statements. These forward-looking statements
may include, without limitation, statements relating to future financial and operating results, our financial condition
and our plans, objectives, prospects, expectations and intentions. These forward-looking statements involve
significant risks and uncertainties and other factors and assumptions that could cause actual results to differ
materially from the forward-looking statements. Most of these factors and assumptions are outside of our control
and are difficult to predict. In addition to the factors and assumptions contained in this presentation, the following
factors and assumptions, among others, could cause or contribute to such material differences: downturns in the
worldwide economy; our ability to realize all of the anticipated benefits of future acquisitions; our ability to obtain,
renew and maintain certain permits, licenses and approvals relating to our landfill operations; and fuel cost and
commodity price fluctuations. Additional factors and assumptions that could cause Progressive Waste Solutions Ltd.'s
results to differ materially from those described in the forward-looking statements can be found in the most recent
annual information form under the heading “Risk Factors”. Progressive Waste Solutions Ltd. cautions that the
foregoing list of factors is not exclusive and that investors should not place undue reliance on such forward-looking
statements. All subsequent written and oral forward-looking statements concerning Progressive Waste Solutions
Ltd., or other matters attributable to Progressive Waste Solutions Ltd. or any person acting on its behalf are expressly
qualified in their entirety by the cautionary statements above. Progressive Waste Solutions Ltd. does not undertake
any obligation to update any forward-looking statement, whether written or oral, relating to the matters discussed in
this communication, except as required by law.
3. Snapshot
• One of the largest solid waste management companies in N.A.
• Over 4 million Commercial, Industrial and Residential customers
• Top 3 market share position by number of collection routes in over 80% of the
markets in which we operate
• Strong vertically integrated asset base in the U.S. and Canada with significant
and strategic landfill internalization rates
• More than 7,000 employees
• Quarterly cash dividend of $0.15 per share ($0.60/share annually)
• Listed on the NYSE & TSX : “BIN”
3
4. Industry Dynamics
• $60 billion+ industry in N.A. with scale concentrated in top four players
• Essential service with multi-year contracts
• Strong and predictable cash flow
• Recession resistance with operating leverage to an economic recovery due to high fixed
cost infrastructure (typically a late-cycle performer)
• Assets are underutilized, presenting margin expansion opportunity
• Competitive dynamics vary by local market and success is driven by local market
customer density and asset mix
• Top players represent ~36% of industry revenues with many further consolidation
opportunities remaining
• Industry growth driven by price and volume improvements, with recycling and waste
diversion growth creating new revenue opportunities
4
5. Consistent Strong Results
5
$170
$208
$257
$291 $292
$416
$535 $520
2005 2006 2007 2008 2009 2010 2011 2012
$559
$680
$854
$1,047 $1,008
$1,430
$1,840 $1,897
2005 2006 2007 2008 2009 2010 2011 2012
Revenue
US $MM
$48 $50
$64
$95
$119
$194
262.5
172.5
2005 2006 2007 2008 2009 2010 2011 2012
Adjusted EBITDA (A)
US $MM
Free Cash Flow (B)
US$MM
Revenue 5-year CAGR is 17.3%
Adjusted EBITDA(A) 5-year CAGR is 15.2%
Free Cash Flow(B) 5-year CAGR is 22.8%
$199(1)
(A) Please refer to the definition and explanation of (A) on slide 36. (B) Please refer to the definition and explanation of (B) on slide 38.
(1) Free cash flow excluding $26.5 million on discretionary infrastructure projects in 2012
2012 includes
$30 MM revenue
& EBITDA impact
of lower recycled
commodities
prices
6. Q2 2013 Highlights
• Strong second-quarter performance.
– Growth in revenue, adjusted EBITDA and free cash flow driven by acquisitions completed in 2012
and organic growth programs
– Core price increased across collection and transfer and disposal service lines in U.S. and Canadian
operations
– Industrial collection volumes up 8.0% on a consolidated basis
– Gaining traction in U.S. northeast segment, while Canadian and U.S. south operations continue
to perform as expected.
• Better positioned capital structure.
– Established a structure that results in a lower effective corporate tax rate
– Corresponding increase to adjusted net income and free cash flow in 2013 and beyond
• Increased quarterly cash dividend by 7.1% to 15 cents per share.
• Quarter marks a turning point.
– New management team in place, with strengthened major corporate support functions and field
management leadership
– Renewed commitment to execution and value creation
6
7. 7
$U.S. MM
Except per share amounts
Q2/12 Q2/13 QoQ
Canada $198.2 $198.8 0.3%
U.S. South 195.5 221.0 13.0%
U.S. Northeast 81.7 97.0 18.6%
Total Revenues $475.4 $516.8 8.7%
Adjusted Net Income(A)
Reported Net Income
$28.8
$28.4
$35.3
$32.3
22.3%
13.8%
Adjusted EPS(A) (diluted)
Reported EPS (diluted)
$0.25
$0.24
$0.31
$0.28
24.0%
12.0%
Adjusted Operating EBIT(A)
$64.7 $67.0 3.7%
Adjusted EBITDA(A)
$132.7 $134.9 1.7%
Adjusted EBITDA(A)
Margins 27.9% 26.1% (180bps)
Adjusted EBITA(A)
$77.2 $76.3 (1.2%)
Free Cash Flow(B)
$56.5 $61.5 8.8%
Weighted Average Share Count 116,416 115,167
Total Actual Outstanding Share Count 115,167
Q2 2013 Financial Highlights
(A) Please refer to the definition and explanation of (A) on slide 36.
(B) Please refer to the definition and explanation of (B) on slide 38.
8. 8
Components of Revenue
Growth (Decline)
CAN
Q2/12
U.S.
Q2/12
Total
Company
Q2/12
CAN
Q2/13
U.S.
Q2/13
Total
Company
Q2/13
Core Price(1) 2.7% 0.9% 1.6% 0.9% 0.5% 0.7%
Fuel Surcharges 0.3% 0.4% 0.4% 0.2% (0.1%) -
Recycling and Other (1.1%) (1.6%) (1.4%) (0.8%) (0.3%) (0.5%)
Total Price Growth (Decline) 1.9% (0.3%) 0.6% 0.3% 0.1% 0.2%
Volume Growth (Decline) 1.3% (2.8%) (1.1%) (2.9%)(2) 4.4% 1.3%
Total Organic
Revenue Growth (Decline)
3.2% (3.1%) (0.5%) (2.6%) 4.5% 1.5%
Acquisitions 1.8% 4.7% 3.5% 4.2% 10.2% 7.7%
Total Growth Excluding FX 5.0% 1.6% 3.0% 1.6% 14.7% 9.2%
FX (0.5%)
Total Growth Including FX 8.7%
Q2 2013 Revenue Growth
Q2 2013 reported revenues increased 8.7% QoQ to $516.8 MM
(1) Core Price reflects organic average price change, net of rollbacks and excludes fuel surcharges, across the Company’s customer base.
(2) Canadian volume decline reflects impact of (520 bps) from three municipal contracts completed in 2012 and the temporary closure of a transfer station which
reopened in late June 2013. This resulted in a negative volume impact of (220 bps) to total Company volume.
9. Operating Model for Continuous Improvement
9
Business model
drives improvement
year-over-year
Build dense collection network
organically or by acquisition
Revenue/hour
Balance with franchise markets
Complement with strategic
landfills
Drive internalization
opportunities
Decentralized decision-making
Local market execution and accountability
Goal oriented and execution to a result
Performance driven by metrics
Commitment to year over year performance improvement
Critical mass matters
Density drives productivity
Strategic plans that drive
revenue and EBITDA per asset
up year over year
Year over year ROC
improvement
Culture
Passion
Training
Teamwork
10. Transfer station
Material recovery
Recycled goods
Landfill
Gas-to-Energy Plant
Natural GasElectricity
126
non-hazardous
solid waste
collection
operations
67
transfer stations*
strategically
located near many
collection routes
49
material
recovery
facilities*
process a variety
of materials
30landfill sites*
5gas-to-energy systems
Integrated Assets Support
Operating Strategy
Market focused strategy
Leading collection operations
in dense urban markets
Strategically located landfills
in close proximity to
urban markets
*Owned and / or operated
11. Positioning Asset Base for the Future
• Integrated assets are critical.
– The right combinations of collection, recycling, transfer and disposal assets
provide operating leverage
• Acquisitions can contribute incremental operating leverage.
– ‘Tuck-in’ collection companies that integrate into existing routes and assets
can help achieve higher route density and landfill internalization
• The right assets, at the right price, will position our company for future
success.
– Strategic assets, including acquisitions and internal infrastructure projects,
both collection and post-collection, need to meet our measures for return on
invested capital
11
12. Focusing on Operational Execution
• Management focused on internal execution.
– Drive productive organic growth
– Maintain an optimized cost structure
• Sales initiatives are taking hold.
– Upgraded field sales teams
– Added strategic price management tools and field sales training programs
• Positioned well for the longer term.
– Serve higher growth, open markets that are most levered to an economic
recovery
– Opportunity to continue to grow in the markets we serve
12
13. Committed to Improving Return on Invested Capital
• Focused on the disciplined investment of free cash flow(B), with
the goal of improving our return on invested capital (“ROIC”).
• Deploying cash to generate the highest available returns for our
shareholders.
• Compensation programs directly tied to improving ROIC at the
company level.
13 (B) Please refer to the definition and explanation of (B) on slide 36.
14. Capital Expenditures
14
As a % of revenue:
Replacement
Growth
61%
71%
74%
70% 60%-
64%
39%
29%
26%
30% 36%-
40%
0
50
100
150
200
250
2009 2010 2011 2012 2013E
Growth
Replacement
$171
$220(2)
$143
$USD (MM) 2013 Replacement CAPEX
• Includes capital for
construction at several
landfills and utility
relocation at Seneca
Meadows.
• Also reflects sale of
redundant properties in
2013.
2013 Growth CAPEX
• Includes capital related to
municipal contract wins.
$122
2.9%4.8% 2.4%
7.0%7.3% 6.9%
(1) Does not include anticipated internal infrastructure investments of $39MM - $44MM.
(2) Does not include internal infrastructure investments of $26.5MM.
$208 -$218(1)
3.5%
8.2%
15. 15
Internal Infrastructure Investments
Key Areas Strategic Positioning
Internal Infrastructure
Investment Opportunities
Expected
More strategic and discretionary than normal growth CAPEX
Projects span 12-24 months
Timing dependent on factors such as permitting and equipment lead times
What we expect
Capital expenditures of $80MM
Roughly $26MM spent in 2012, and $39-44MM of capital outlay expected in
2013, with balance of spend in 2014.
Impact
Higher internalization, incremental organic revenue and free cash flow
starting in 2013 and beyond
Low-risk projects resulting in high margin, long-term free cash flow and high
return on capital
Expect aggregate return in the mid-to-high teens
Project Capital
Allocation
Total
Expected EBITDA Contribution
2012 2013 2014
2012 ~$26MM ~$1MM
2013 ~$39-44MM
~$6MM
Incremental
2014 $8-14MM
~$11-13 MM
Incremental, on an annualized basis
Total ~$80MM
16. 2013 Capital Allocation
• Reduced debt leverage in 1H2013.
– In YTD 2013, applied approximately $40 million to debt reduction
– At June 30, 2013, total funded debt to EBITDA ratio was 2.96x, down from
3.07x at March 31, 2013
– Target long-term leverage range is 2.5x to 3.0x
• Focused on the optimal allocation of our cash.
• Balance sheet stability combined with strong levels of free cash flow provide
flexibility to direct capital where we expect to generate the most value.
16
17. Progressive Waste Solutions Priorities
1. Optimization of asset base, including post-collection, to position for the
future.
Investments in assets will be strategic, not thematic, and need to meet our
measures for return on invested capital
2. Operational execution to deliver organic growth and cost efficiency.
Continued focus on internal execution at the field level to drive productive
organic growth and maintain an optimized cost structure
3. Disciplined deployment of capital to improve ROIC.
Strict oversight of replacement and growth capital
Allocation of free cash flow to generate the highest available returns for our
shareholders
17
21. 21
198 199
195 221
82
97
0
100
200
300
400
500
Q2 2012 Q2 2013
U.S. Northeast
U.S. South
Canada
Reported Revenue by Segment
$U.S. (MM)
$475
• CAD $ weakened vs. U.S. $ in
Q2/13 impacting total
company revenue by $2.5 MM
on translation to U.S. dollars
• At parity, total Company
consolidated revenue
increased 9.2%
• Q2/13 Canadian revenue
increased 0.3% QoQ
• Q2/13 U.S. South revenue
increased 13% QoQ
• Q2/13 U.S. Northeast
revenue increased 18.6% QoQ
• OCC average price based on
RISI pricing weighted to BIN
regions
Q2/13 = $104/ton
Q1/13 = $99/ton
Q2/12 = $117/ton
% of Total Revenues
Canada
U.S. South
U.S. Northeast
38.4%
42.8%
18.8%
$517
41.7%
41.1%
17.2%
8.7% QoQ
Growth
Revenue increased in all three regional segments
despite weaker commodity pricing QoQ.
22. Q2 2013 Reported and Gross Revenues(1)
Strong Revenue from Canadian and U.S. Operations
Total Reported Revenues $516.8 million
U.S.
Canada
$318.0 million
$198.8 million
(1) Gross Revenue includes intercompany revenue on a consolidated basis and includes the impact of FX.
Gross Revenue From Operations(1)
000’s Consolidated
$US
% of Gross Revenue
Commercial $176,483 34.1
Industrial 95,424 18.5
Residential 118,774 23.0
Transfer and Disposal 185,213 35.8
Recycling 14,416 2.8
Other 11,491 2.2
Gross Revenues 601,801 116.4
Intercompany (84,994) (16.4%)
Revenues $516,807 100%
22
23. Q2 2013 Gross Revenues by Service Line(1) in Canada and the U.S.
000’s Canada
(Canadian dollars)
Canada % of
Revenue
U.S.
(U.S. dollars)
U.S. % of
Revenue
Commercial $80,340 39.5 $97,967 30.8
Industrial 39,815 19.6 56,472 17.8
Residential 38,784 19.1 80,836 25.4
Transfer and Disposal 65,920 32.4 120,709 38.0
Recycling 7,518 3.7 7,070 2.2
Other 6,153 3.0 5,473 1.7
Gross Revenues 238,530 117.3 368,527 115.9
Intercompany (35,177) (17.3%) (50,575) (15.9%)
Revenues $203,353 100% $317,952 100%
23
(1) Gross Revenue includes intercompany revenue on a consolidated basis and includes the impact of FX.
24. 24
110 111
120 139
57
69
0
100
200
300
400
500
Q2 2012 Q2 2013
U.S. Northeast
U.S. South
Canada
Q2 2013 Operating Expenses
$U.S. (MM)
$287
•Operating expenses increased
11.1% QoQ
• Operating expenses totaled
61.7% of total revenue
•Acquisitions and organic
volume growth mainly
contributed to higher expenses
•Weather impacted revenue
and expenses in Q2 2013
$319
25. 25
16 18
19 22
8
8
13
15
0
10
20
30
40
50
60
70
80
90
100
Q2 2012 Q2 2013
Corporate
U.S. Northeast
U.S. South
Canada
Q2 2013 Adjusted Selling, General & Administration (“SG&A”)
Expenses
$U.S. (MM)
$56
• Adjusted SG&A expenses up
$7.3 million or 13% to $63
million QoQ
•Primarily due to expenses
related to acquisitions and
salaries in support of organic
growth initiatives
•One-time items include $1.1
million related to consulting
fees and implementation of a
long-term financing structure
and consulting fees
$63
26. 26
72 70
56 60
18 20
-13 -15
-20
5
30
55
80
105
130
155
180
Q2 2012 Q2 2013
Corporate
U.S. Northeast
U.S. South
Canada
Q2 2013 Adjusted EBITDA(A)
$U.S. (MM)
$133
• Adjusted EBITDA(A) up 1.7%
to $134.9 million QoQ
•Excluding FX impact,
Adjusted EBITDA(A) up 2.3%
to $135.7 million QoQ
•Adjusted EBITDA(A) Margins
down (180 bps) to 26.1% due
to mix of revenue including
acquisitions, higher industrial
volumes, and lower special
waste revenue, as well as
impact of one-time expenses
in Q2 2013
$135
Adjusted EBITDA(A) Margins
Total Company
Canada
U.S. South
U.S. Northeast
35.3%
26.9%
20.3%
36.3%
28.6%
21.6%
Remain within Adjusted EBITDA(A)
guidance range for the year, revised for
change in FX
(A) Please refer to the definition and explanation of (A) on slide 36.
27.9% 26.1%
27. 35%
62%
65%
38%
0
10
20
30
40
50
60
70
Q1 Q2
Growth
Replacement
$61
$63
27
2013 YTD Replacement & Growth CAPEX
$U.S. MM
• Total Q2/13 CAPEX was
$63.1MM in-line with plan
• Includes $39.3 MM of
replacement capital and
$23.8 MM of growth capital
spending
•Of the total growth CAPEX
spend in Q2/13, approx
$13.7 MM was spent on
infrastructure projects.
•Anticipate replacement and
growth expenditures of
$208 MM to $218 MM
including net the sale of
redundant assets.
• Expect $39 - $44 million of
growth capital related to
infrastructure projects of
which we have spent $28.1
MM year-to-date.
28. 28
$57
$61
55
56
57
58
59
60
61
62
Q2 2012 Q2 2013
$75(1)
$60(1)
Q2 2013 Free Cash Flow(B)
$U.S. (MM)
• Free cash flow(B) was $61.5
million up 8.8% QoQ
• Free cash flow(B) as a
percentage of revenue was
11.9%
• Excluding spending on
discretionary infrastructure
investments, free cash flow(B)
was $75.2 MM or 14.6% of
revenues
• Free cash flow(B) guidance
increased for 2013
(B) Please refer to the definition and explanation of (B) on slide 36.
(1) Free cash flow(B) excluding discretionary infrastructure expenditures of $3.3MM in Q2 2012 and $13.7 MM in Q2 2013 , respectively.
29. Long-Term Debt Summary at June 30, 2013
• Total long-term debt is $1.62B at June 30, 2013 vs. $1.66B at March 31, 2013
• Funded debt to EBITDA, as defined and calculated in accordance with our consolidated facility,was 2.96x
compared with 3.07x as at March 31, 2013
• Comfortable with current leverage level and believe optimal long-term leverage range for the Company is
between 2.5x and 3.0x.
• Interest expense on total outstanding debt was $15.2 million for the three months ended June 30, 2013
Long-Term Debt Facilities
$U.S. MM Available
Lending
Accordion Facility Drawn
Letters of
Credit
Available
Capacity
Ratings
Senior Secured Term B Facility
$497.5 _ $497.5 _ _
Moody’s
Ba1
October 1, 2012
S&P
BBB-
October 3, 2012
Senior Secured Revolving
Facility
$1,850.0 $750.0 $1,010.8 $189.2 $650.0
IRBs(1)
$194.0 $109.0 _ $85.0
Other Notes
$1.4 $1.4 _ _
(1) Variable Rate Demand Solid Waste Disposal Revenue Bonds.
29
30. 30
2013 Guidance(1)
1. Guidance assumes no change in the current economic environment and excludes the impact of any acquisitions we
may complete in 2013.
2. Assumes foreign exchange rate of $0.97 U.S. for each Canadian dollar (“FX revision”), reflects long-term internal
financing structure and expected interest rate swaps (“FS revision”) and Q2 performance (“Q2 revision”).
3. Assumes an average recycled commodity price for the year that is equal to our average price for 2012.
(1) Included in our press release for the second quarter and six months ended June 30, 2013, originally issued July 30, 2013 and corrected August 7, 2013, was our
updated guidance for the fiscal year ending December 31, 2013, including our 2013 outlook assumptions and factors. This press release is filed on SEDAR and EDGAR.
(A) Please refer to the definition and explanation of (A) on slide 36.
(B) Please refer to the definition and explanation of (B) on slide 38.
Prior guidance Revised guidance Impact Reason
Revenue $2.00B to $2.02B $1.977B to $1.997B Decline FX revision
Adjusted EBITDA(A) $545M to $555M $538M to $548M Decline FX revision
Effective tax rate as a % of income before income tax expense
and net loss from equity accounted investee
40% 35% Decline FS revision
Cash taxes $52M to $54M $32M to $35M Decline
FX , FS and Q2
revisions
Adjusted net income(A) per diluted share $1.02 to $1.06 $1.09 to $1.14 Increase
FX , FS and Q2
revisions
Free cash flow(B) excluding internal infrastructure investments $200M to $215M $211M to $225M Increase
FX , FS and Q2
revisions
Capital and landfill expenditures excluding internal
infrastructure investment
$210M to $220M $208M to $218M Decline FX revision
Internal infrastructure investment $40M to $45M $39M to $44M Decline FX revision
Expected annual cash dividend, payable on a quarterly basis C0.56 per share C$0.58 per share Increase
Board of directors
approved increase
31. 31
Q2/12 Q2/13
Adjusted EBITDA(A) $132.7 $134.9
$U.S. (MM) $U.S. (MM)
Purchase of restricted shares - ($1.3)
Capital and landfill asset purchases ($49.7) ($63.1)
Proceeds from sale of capital assets $0.9 $13.3
Landfill closure/post-closure expenditures ($2.7) ($1.4)
Landfill closure/post-closure cost accretion expense $1.3 $1.4
Interest on long-term debt ($14.0) ($15.2)
Non-cash interest expense $1.7 $0.8
Current income tax expense ($13.7) ($7.9)
Free cash flow(B) $56.5 $61.5
Reconciliation of Adjusted EBITDA(A)
to Free Cash Flow(B)
(A) Please refer to the definition and explanation of (A) on slide 36.
(B) Please refer to the definition and explanation of (B) on slide 38.
32. 32
Q2/13
Reported Net Income and EPS (diluted) $32.3 $0.28
Items of note $U.S.(MM) EPS Segment
Revenue/
Expense Line
Item
Transaction and related costs $0.4 - Corporate SG&A
Fair value movements in stock options $1.8 $0.02 Corporate SG&A
Restricted share expense $0.2 - Corporate SG&A
Net gain on financial instruments $1.2 $0.01 All
Net income tax (recovery) ($0.6) -
Adjusted net income(A) and
Adjusted EPS(A) (diluted)
$35.3 $0.31
Q2 2013 Reconciliation of Reported Net Income and EPS to Adjusted
(A) Please refer to the definition and explanation of (A) on slide 36.
• Adjusted net income(A) up 22.3% to $35.3 million QoQ.
33. 33
Recycled Fiber Sensitivity
• Revenues and earnings are impacted by changes in recycled commodity prices, which principally
include old corrugated cardboard (“OCC”) and other paper fibers, including newsprint, sorted
office paper and mixed paper
• Other commodities we receive include wood, plastics, aluminum and metals
• Our results of operations may be affected by changing prices or market requirements for
recyclable materials. The resale and purchase price of, and market demand for, recyclable
materials can be volatile due to changes in economic conditions and numerous other factors
beyond our control
• These fluctuations may affect our consolidated financial condition, results of operations and
cash flows
• Based on current volumes, a $10 change in the price of an average basket of commodities
results in an ~$8.0 million change to revenues and an approximately $0.04 change to net
income per share on an annual basis
• Our outlook provided for 2013 assumes an average price per ton for OCC of $106.00, which is
equal to the 2012 average price per ton based on our market weighting of the RISI index
34. 34
FX Sensitivity
• We have provided our guidance assuming $0.97 cents U.S. for each Canadian dollar
• If the U.S. dollar strengthens one cent our reported revenues will decline by
approximately $7,800
• EBITDA(A) is similarly impacted by approximately $2,500, assuming a strengthening U.S.
dollar
• The impact on net income for a similar change in FX rate, results in an approximately
$700 decline
• Should the U.S. dollar weaken by one cent, our reported results will improve by similar
amounts
35. Geographical Distribution
35
Serve more than 4 million customers in North America
Revenue
Adjusted EBITDA(A)
% Margin
$723.3
$211.4
29.2%
US$ millions FY 2011 FY 2012
Revenue
Adjusted EBITDA(A)
% Margin
$359.2
$89.5
24.9%
US$ millions FY 2011 FY 2012
Revenue
Adjusted EBITDA(A)
% Margin
$757.6
$280.4
37.0%
US$ millions FY 2011 FY 2012
Canada
South
Northeast
Note: Corporate Adjusted EBITDA(A) of ($47.4) million and ($46.8) million in 2012 and 2011, respectively, are not shown.
$776.8
$278.5
35.1%
$780.3
$217.1
27.8%
$339.6
$71.5
21.1%
(A) Please refer to the definition and explanation of (A) on slide 40.
36. Non-GAAP Disclosure
36
(A) All references to “Adjusted EBITDA” in this document are to revenues less operating expense and SG&A, excluding certain non-operating or non-recurring SG&A expense, on the consolidated
statement of operations and comprehensive income or loss. Adjusted EBITDA excludes some or all of the following: certain SG&A expenses, restructuring expenses, goodwill impairment, 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, loss on extinguishment of debt, 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 goodwill impairment, 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, loss on
extinguishment of 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 or recoveries related to acquisitions, fair value
adjustments attributable to stock options, restricted share expense and payments made to senior executives on their departure. 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.
– Goodwill impairment – as a non-cash item goodwill impairment has no impact on the determination of free cash flow(B).
– 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).
– Loss on extinguishment of debt – loss on extinguishment of debt is a function of our debt financing; as such, it reflects our treasury/financing activities and represents a different class of expense
than those included in adjusted EBITDA.
– 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).
Continued on next slide.
37. Non-GAAP Disclosure – continued
37
All references to “Adjusted EBITA” in this document represent Adjusted EBITDA after deducting amortization of capital and landfill assets. All references to “Adjusted operating income or adjusted operating
EBIT” in this document represent Adjusted EBITDA after adjusting for net gain or loss on the sale of capital assets and all amortization expense. All references to “Adjusted net income” are to adjusted
operating income after adjusting for restructuring expenses and goodwill impairment, net gain or loss on financial instruments, loss on extinguishment of debt, other expenses and net income tax expense
or recovery. Adjusted EBITA, Adjusted operating income or adjusted operating EBIT, and Adjusted net income should not be construed as measures of income or of cash flows. Collectively, these terms do
not have standardized meanings prescribed by U.S. GAAP and are therefore unlikely to be comparable to similar measures used by other companies. Each of these measures are important for investors and
are used by management in the management of its business. Adjusted operating income or adjusted operating EBIT removes the impact of a company’s capital structure and its tax rates when comparing
the results of companies within or across industry sectors. Management uses Adjusted operating EBIT as a measure of how its operations are performing and to focus attention on amortization and
depreciation expense to drive higher returns on invested capital. In addition, Adjusted operating EBIT is used by management as a means to measure the performance of its operating locations and is a
significant metric in the determination of compensation for certain employees. Adjusted EBITA accomplishes a similar comparative result as Adjusted operating EBIT, but further removes amortization
attributable to intangible assets. Intangible assets are measured at fair value when we complete an acquisition and amortized over their estimated useful lives. We view capital and landfill asset
amortization as a proxy for the amount of capital reinvestment required to continue operating our business steady state. We believe that the replacement of intangible assets is not required to continue
our operations as the costs associated with continuing operations are already captured in operating or selling, general and administration expenses. Accordingly, we view Adjusted EBITA as a measure that
eliminates the impact of a company’s acquisitive nature and permits a higher degree of comparability across companies within our industry or across different sectors from an operating performance
perspective. Finally, Adjusted net income is a measure of our overall earnings and profits and is further used to calculate our net income per share. Adjusted net income reflects what we believe is our
“operating” net income which excludes certain non-operating income or expenses. Adjusted net income is an important measure of a company’s ability to generate profit and earnings for its shareholders
which is used to compare company performance both amongst and between industry sectors.
Three months ended Six months ended
June 30 June 30
2013 2012 2013 2012
Operating income $ 64,636 $ 65,669 $ 123,810 $ 116,041
Transaction and related costs (recoveries) - SG&A 390 1,082 (175) 1,370
Fair value movements in stock options - SG&A(*) 1,755 (2,694) 1,250 (1,050)
Restricted share expense - SG&A(*) 261 624 526 1,358
Adjusted operating income or adjusted operating EBIT 67,042 64,681 125,411 117,719
Net gain on sale of capital assets (5,788) (366) (6,405) (750)
Amortization 73,642 68,370 144,941 132,024
Adjusted EBITDA 134,896 132,685 263,947 248,993
Amortization of capital and landfill assets (58,624) (55,483) (114,563) (106,209)
Adjusted EBITA $ 76,272 $ 77,202 $ 149,384 $ 142,784
Net income $ 32,293 $ 28,377 $ 61,634 $ 50,446
Transaction and related costs (recoveries) - SG&A 390 1,082 (175) 1,370
Fair value movements in stock options - SG&A(*) 1,755 (2,694) 1,250 (1,050)
Restricted share expense - SG&A(*) 261 624 526 1,358
Net loss (gain) on financial instruments 1,205 2,717 (1,060) 2,172
Other expenses - 52 - 105
Net income tax expense or (recovery) (614) (1,311) 212 (1,488)
Adjusted net income $ 35,290 $ 28,847 $ 62,387 $ 52,913
Note:
(*)Amounts exclude LTIP compensation.
38. Non-GAAP Disclosure – continued
38
(B) We have adopted a measure called “free cash flow” to supplement net income or loss as a measure of our 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 shares repurchased, and may not be comparable to similar measures prepared by other
companies. The purpose of presenting this non-GAAP measure is to provide disclosure similar to the disclosure provided 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 performance relative to other U.S. publicly
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
document have the meaning set out in this note.
Three months ended Six months ended
June 30 June 30
2013 (*) 2012 (*) Change 2013 (*) 2012 (*) Change
Adjusted EBITDA(A) $ 134,896 $ 132,685 $ 2,211 $ 263,947 $ 248,993 $ 14,954
Purchase of restricted
shares(*)(*) (1,334) - (1,334) (1,692) - (1,692)
Capital and landfill asset
purchases (63,090) (49,673) (13,417) (124,476) (99,764) (24,712)
Proceeds from the sale of
capital assets 13,263 848 12,415 14,384 1,567 12,817
Landfill closure and post-
closure expenditures (1,434) (2,666) 1,232 (2,229) (4,200) 1,971
Landfill closure and post-
closure cost accretion
expense 1,406 1,306 100 2,815 2,614 201
Interest on long-term debt (15,214) (13,974) (1,240) (30,457) (28,238) (2,219)
Non-cash interest expense 849 1,678 (829) 1,705 3,368 (1,663)
Current income tax expense (7,858) (13,668) 5,810 (17,657) (24,093) 6,436
Free cash flow(B) $ 61,484 $ 56,536 $ 4,948 $ 106,340 $ 100,247 $ 6,093
Note:
(*)Capital and landfill asset purchases include infrastructure expenditures of approximately $13,700 and $3,300 for the three months ended and $28,100 and $6,900 for
the six months ended June 30, 2013 and 2012, respectively.
(*)(*)Amounts exclude LTIP compensation.