TORONTO, ONTARIO -- (Marketwired) -- 05/01/13 -- Progressive Waste Solutions Ltd. (the "Company") (TSX: BIN)(NYSE: BIN) reported financial results for the three months ended March 31, 2013.
-- Consolidated revenues of $486.6 million in the first quarter, up 11.0%
-- Consolidated organic revenue growth of 1.8%. Excluding the 0.5% decline
in revenues due to lower recycled commodity prices, organic revenue grew
2.3% versus the same period a year ago
-- Adjusted EBITDA(A) of $129.1 million, up 11.0%, and adjusted operating
income or adjusted operating EBIT(A) of $58.4 million, up 10.1%
-- Free cash flow(B) of $44.9 million, up 2.6%; Excluding internal
infrastructure investments, free cash flow(B) of $59.3 million, up 25.2%
-- Reported and adjusted net income per share(A) of $0.25 and $0.24,
respectively, versus $0.19 and $0.20 in the same period last year
Management Commentary
(All amounts are in United States ("U.S.") dollars, unless otherwise stated)
"We are pleased with the results of our first quarter, in which we achieved solid revenue and earnings growth," said Joseph Quarin, Vice Chairman and Chief Executive Officer, Progressive Waste Solutions Ltd. "Consolidated revenues and adjusted EBITDA(A) both increased 11.0% in the period, while adjusted operating EBIT(A) increased 10.1%, principally on higher operating income. Our growth was driven by contributions from the strategic 'tuck-in' acquisitions we completed last year, as well as by improvements in our organic base of revenues. On a consolidated basis, organic revenues increased 2.3%, if we exclude the revenue decline of 0.5% related to lower recycled commodity prices, compared with the first quarter a year ago. Core price increased by 1.2% on a consolidated basis, representing total price growth across all of our collection and transfer and disposal operations, reflecting our focused pricing initiatives. Our customer retention and sales execution programs contributed to consolidated volume growth of 0.8%, and our U.S. northeast segment also experienced higher-than-anticipated waste volumes related to Superstorm Sandy ("Sandy") clean-up efforts, which we believe are now largely completed. The additional activity in our U.S. northeast segment offset lower volumes in Canada related to three municipal contracts that concluded in the third and fourth quarters of 2012. Against this backdrop, we remain confident that we are on track to deliver on our outlook for 2013 that we provided on February 14, 2013."
"Therefore," Mr. Quarin continued, "we are reaffirming our guidance for 2013 on all measures, which includes estimated revenue of $2.00 to $2.02 billion, adjusted EBITDA(A) of $545 to $555 million, and free cash flow(B) of $200 to $215 million, excluding additional internal infrastructure investment of $40 to $45 million. Our outlook reflects expected contributions from our internal infrastructure investments and several new municipal contracts we previously announced, which together will mitigate the impact of municipal contracts that concluded in Canada and the scheduled closure of our Calgary landfill in mid-2013. Our guidance for the year assumes foreign exchange at parity, no change in the current economic environment and an average price per ton of recyclable materials equal to the 2012 average price per ton that we obtained in our markets."
First quarter ended March 31, 2013
Reported revenues increased $48.3 million or 11.0% from $438.3 million in the first quarter of 2012 to $486.6 million in the first quarter of 2013. Expressed on a reportable basis, and assuming a foreign currency exchange ("FX") rate of parity between the Canadian and U.S. dollar ("FX parity"), revenues increased 11.3% quarter over quarter due in large part to a 9.5% increase attributable to acquisitions. Higher overall core pricing, fuel surcharges and higher volumes were offset by lower recycled commodity pricing. The impact of lower recycled commodity prices on comparative revenues was 0.5%.
Operating income was $59.2 million in the first quarter of 2013 versus $50.4 million in the first quarter of 2012. Net income was $29.3 million versus $22.1 million in the first quarter of 2013 and 2012, respectively.
Adjusted amounts
Adjusted EBITDA(A) was $129.1 million, or 11.0% higher, in the first quarter of 2013 versus $116.3 million in the same quarter a year ago. Adjusted operating EBIT(A) was $58.4 million, or 10.1% higher, in the quarter compared to $53.0 million in the same period last year. Adjusted net income(A) was $27.1 million, or $0.24 per diluted share, compared to $24.1 million, or $0.20 per diluted share in the comparative period.
Highlights for the three months ended March 31, 2013
-- Consolidated organic revenue grew 1.8%. Excluding the impact of lower
recycled commodity prices in the quarter, organic revenue grew 2.3%;
-- Consolidated core price increased 1.2%, reflecting organic average price
change, net of rollbacks and excluding fuel surcharges, across the
Company's customer base;
-- Consolidated organic volume growth of 0.8%:
-- After adjusting for one fewer weekday in the quarter, compared with
the same period a year ago, consolidated organic volume increased
1.2%.
-- Of the consolidated organic volume growth in the quarter, there was
a decline of 180 basis points related to the completion of three
municipal contracts and the temporary closure of a transfer station
in the Company's Canadian operations, which was fully offset by the
positive contribution of Sandy-related volumes in our U.S. northeast
segment.
-- Adjusted EBITDA(A) of $129.1 million, up 11.0%, resulting in adjusted
EBITDA(A) margins of 26.5%, flat with the same period last year;
-- Free cash flow(B) of $44.9 million, up 2.6%; Excluding internal
infrastructure investments, free cash flow(B) grew 25.2% to $59.3
million, representing 12.2% of revenue compared with 10.8% of revenue in
the same period a year ago;
-- The Company returned nearly $16.0 million to shareholders through its
quarterly dividend;
-- The Company reduced its total funded debt to EBITDA ratio to 3.07 times
from a total funded debt to EBITDA ratio of 3.14 times at December 31,
2012, as defined and calculated in accordance with its consolidated
credit facility.
Progressive Waste Solutions Ltd.
Condensed Consolidated Statements of Operations and Comprehensive Income or
Loss
("Statement of Operations and Comprehensive Income or Loss")
For the periods ended March 31, 2013 and 2012 (unaudited - stated in
accordance with accounting principles generally accepted in the U.S. and
in thousands of U.S. dollars, except share and net income or loss per
share amounts)
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Three months ended
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2013 2012
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REVENUES $ 486,560 $ 438,275
EXPENSES
OPERATING 296,888 265,341
SELLING, GENERAL AND ADMINISTRATION 59,816 59,292
AMORTIZATION 71,299 63,654
NET GAIN ON SALE OF CAPITAL ASSETS (617) (384)
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OPERATING INCOME 59,174 50,372
INTEREST ON LONG-TERM DEBT 15,243 14,264
NET FOREIGN EXCHANGE (GAIN) LOSS (1) 7
NET GAIN ON FINANCIAL INSTRUMENTS (2,265) (545)
OTHER EXPENSES - 53
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INCOME BEFORE INCOME TAX EXPENSE AND NET LOSS
FROM EQUITY ACCOUNTED INVESTEE 46,197 36,593
INCOME TAX EXPENSE
Current 9,799 10,425
Deferred 7,024 4,095
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16,823 14,520
NET LOSS FROM EQUITY ACCOUNTED INVESTEE 33 4
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NET INCOME 29,341 22,069
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OTHER COMPREHENSIVE (LOSS) INCOME:
Foreign currency translation adjustment (11,296) 9,623
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Derivatives designated as cash flow hedges,
net of income tax $288 (2012 - ($388)) (535) 721
Settlement of derivatives designated as cash
flow hedges, net of income tax ($149) (2012 -
($137)) 276 256
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(259) 977
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TOTAL OTHER COMPREHENSIVE (LOSS) INCOME (11,555) 10,600
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COMPREHENSIVE INCOME $ 17,786 $ 32,669
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Net income per weighted average share, basic $ 0.25 $ 0.19
Net income per weighted average share, diluted $ 0.25 $ 0.19
Weighted average number of shares outstanding
(thousands), basic 115,167 117,887
Weighted average number of shares outstanding
(thousands), diluted 115,167 117,887
Progressive Waste Solutions Ltd.
Condensed Consolidated Balance Sheets ("Balance Sheet")
March 31, 2013 (unaudited) and December 31, 2012 (stated in accordance with
accounting principles generally accepted in the United States of America
("U.S.") and in thousands of U.S. dollars except for issued and
outstanding share amounts)
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March 31, December 31,
2013 2012
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ASSETS
CURRENT
Cash and cash equivalents $ 30,168 $ 29,940
Accounts receivable 235,199 238,958
Other receivables 448 440
Prepaid expenses 40,313 38,762
Income taxes recoverable 4,971 2,928
Restricted cash 477 476
Other assets 2,018 1,573
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313,594 313,077
OTHER RECEIVABLES 50 72
FUNDED LANDFILL POST-CLOSURE COSTS 9,772 9,885
INTANGIBLES 270,077 287,847
GOODWILL 922,024 929,114
LANDFILL DEVELOPMENT ASSETS 21,509 19,715
DEFERRED FINANCING COSTS 18,920 20,060
CAPITAL ASSETS 924,373 927,518
LANDFILL ASSETS 951,970 963,720
INVESTMENT IN EQUITY ACCOUNTED INVESTEE 3,946 4,062
OTHER ASSETS 1,195 491
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$ 3,437,430 $ 3,475,561
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LIABILITIES
CURRENT
Accounts payable $ 102,464 $ 120,341
Accrued charges 126,070 131,528
Dividends payable 15,875 16,206
Income taxes payable 2,486 1,986
Deferred revenues 18,195 19,002
Current portion of long-term debt 6,964 6,907
Landfill closure and post-closure costs 8,195 8,871
Other liabilities 2,401 2,527
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282,650 307,368
LONG-TERM DEBT 1,659,940 1,681,370
LANDFILL CLOSURE AND POST-CLOSURE COSTS 106,807 104,281
OTHER LIABILITIES 6,242 6,166
DEFERRED INCOME TAXES 109,918 103,795
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2,165,557 2,202,980
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SHAREHOLDERS' EQUITY
Common shares (authorized - unlimited,
issued and outstanding - 114,852,617
(December 31, 2012 - 114,993,864)) 1,773,539 1,773,530
Restricted shares (issued and outstanding -
314,136 (December 31, 2012 - 172,500)) (6,466) (3,460)
Additional paid in capital 2,650 2,166
Accumulated deficit (438,179) (451,539)
Accumulated other comprehensive loss (59,671) (48,116)
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Total shareholders' equity 1,271,873 1,272,581
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$ 3,437,430 $ 3,475,561
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Progressive Waste Solutions Ltd.
Condensed Consolidated Statements of Cash Flows ("Statement of Cash Flows")
For the periods ended March 31, 2013 and 2012 (unaudited - stated in
accordance with accounting principles generally accepted in the U.S. and
in thousands of U.S. dollars)
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Three months ended
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2013 2012
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NET INFLOW (OUTFLOW) OF CASH RELATED TO THE
FOLLOWING ACTIVITIES
OPERATING
Net income $ 29,341 $ 22,069
Items not affecting cash
Restricted share expense 490 734
Accretion of landfill closure and post-
closure costs 1,409 1,308
Amortization of intangibles 15,360 12,928
Amortization of capital assets 38,076 33,899
Amortization of landfill assets 17,863 16,827
Interest on long-term debt (amortization of
deferred financing costs) 856 1,690
Net gain on sale of capital assets (617) (384)
Net gain on financial instruments (2,265) (545)
Deferred income taxes 7,024 4,095
Net loss from equity accounted investee 33 4
Landfill closure and post-closure expenditures (795) (1,534)
Changes in non-cash working capital items (11,999) (25,743)
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Cash generated from operating activities 94,776 65,348
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INVESTING
Acquisitions (95) (6,544)
Restricted cash deposits (1) (2)
Investment in other receivables (134) -
Proceeds from other receivables 139 124
Funded landfill post-closure costs (102) (86)
Purchase of capital assets (51,380) (37,386)
Purchase of landfill assets (10,006) (12,705)
Proceeds from the sale of capital assets 1,121 719
Investment in landfill development assets (1,776) (2,266)
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Cash utilized in investing activities (62,234) (58,146)
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FINANCING
Payment of deferred financing costs (48) (55)
Proceeds from long-term debt 19,824 98,941
Repayment of long-term debt (32,042) (65,845)
Proceeds from the exercise of stock options 3 310
Repurchase of common shares - (29,308)
Purchase of restricted shares (3,006) -
Dividends paid to shareholders (15,981) (14,769)
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Cash utilized in financing activities (31,250) (10,726)
Effect of foreign currency translation on cash
and cash equivalents (1,064) 381
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NET CASH INFLOW (OUTFLOW) 228 (3,143)
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CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 29,940 14,143
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CASH AND CASH EQUIVALENTS, END OF PERIOD $ 30,168 $ 11,000
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SUPPLEMENTAL CASH FLOW INFORMATION:
Cash and cash equivalents are comprised of:
Cash $ 30,163 $ 10,998
Cash equivalents 5 2
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$ 30,168 $ 11,000
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Cash paid during the period for:
Income taxes $ 11,692 $ 16,510
Interest $ 15,278 $ 13,844
FX Impact on Consolidated Results
The following tables have been prepared to assist readers in assessing the
FX impact on selected results for the three months ended March 31, 2013.
Three months ended
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March 31, March 31, March 31, March 31, March 31,
2012 2013 2013 2013 2013
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(organic,
acquisition (holding FX
and other constant
non- with the
(as operating comparative (FX (as
reported) changes) period) impact) reported)
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Condensed
Consolidated
Statement of
Operations
Revenues $ 438,275 $ 49,660 $ 487,935 $ (1,375) $ 486,560
Operating expenses 265,341 32,289 297,630 (742) 296,888
Selling, general and
administration 59,292 717 60,009 (193) 59,816
Amortization 63,654 7,847 71,501 (202) 71,299
Net gain on sale of
capital assets (384) (236) (620) 3 (617)
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Operating income 50,372 9,043 59,415 (241) 59,174
Interest on long-
term debt 14,264 1,085 15,349 (106) 15,243
Net foreign exchange
loss (gain) 7 (8) (1) - (1)
Net gain on
financial
instruments (545) (1,725) (2,270) 5 (2,265)
Other expense 53 (53) - - -
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Income before net
income tax
expense and
net loss from equity
accounted investee 36,593 9,744 46,337 (140) 46,197
Net income tax
expense 14,520 2,350 16,870 (47) 16,823
Net loss from equity
accounted investee 4 29 33 - 33
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Net income $ 22,069 $ 7,365 $ 29,434 $ (93) $ 29,341
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Adjusted EBITDA(A) $ 116,308 $ 13,180 $ 129,488 $ (437) $ 129,051
Adjusted EBITA(A) $ 65,582 $ 7,797 $ 73,379 $ (267) $ 73,112
Adjusted operating
income or adjusted
operating EBIT(A) $ 53,038 $ 5,569 $ 58,607 $ (238) $ 58,369
Adjusted net
income(A) $ 24,066 $ 3,116 $ 27,182 $ (85) $ 27,097
Free cash flow(B) $ 43,711 $ 1,087 $ 44,798 $ 58 $ 44,856
Other Financial Highlights
(all amounts are in thousands of U.S. dollars, excluding per share amounts)
Three months ended
March 31
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2013 2012
----------------------------------------------------------------------------
Operating income $ 59,174 $ 50,372
Transaction and related (recoveries) costs - SG&A (565) 288
Fair value movements in stock options - SG&A(i) (505) 1,644
Restricted share expense - SG&A(i) 265 734
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Adjusted operating income or adjusted operating
EBIT(A) 58,369 53,038
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Net gain on sale of capital assets (617) (384)
Amortization 71,299 63,654
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Adjusted EBITDA(A) 129,051 116,308
Amortization of capital and landfill assets (55,939) (50,726)
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Adjusted EBITA(A) $ 73,112 $ 65,582
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Net income $ 29,341 $ 22,069
Transaction and related (recoveries) costs - SG&A (565) 288
Fair value movements in stock options - SG&A(i) (505) 1,644
Restricted share expense - SG&A(i) 265 734
Net gain on financial instruments (2,265) (545)
Other expenses - 53
Net income tax expense (recovery) 826 (177)
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Adjusted net income(A) $ 27,097 $ 24,066
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Note:
(i)Amounts exclude long-term incentive plan ("LTIP") compensation.
Adjusted net income per weighted average share,
basic(A) $ 0.24 $ 0.20
Adjusted net income per weighted average share,
diluted(A) $ 0.24 $ 0.20
Replacement and growth expenditures
Replacement expenditures $ 21,318 $ 36,374
Growth expenditures 40,068 13,717
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Total replacement and growth expenditures $ 61,386 $ 50,091
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Free cash flow(B)
Cash generated from operating activities (statement
of cash flows) $ 94,776 $ 65,348
Free cash flow(B) $ 44,856 $ 43,711
Free cash flow (B) per weighted average share,
diluted $ 0.39 $ 0.37
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Dividends
Dividends declared (common shares) $ 15,981 $ 16,351
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Segment Highlights - Additional details regarding the FX impact on our
comparative results can be found in the Foreign Currency sections of this
report.
(all amounts are in thousands of U.S. dollars, unless otherwise stated)
Three months ended
March 31
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2012 2013 Change 2013 Change
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(holding FX
constant with
the
(as comparative (as
reported) period) reported)
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Revenues $ 438,275 $ 487,935 $ 49,660 $ 486,560 $ 48,285
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Canada $ 173,918 $ 180,469 $ 6,551 $ 179,094 $ 5,176
U.S. south $ 187,407 $ 211,567 $ 24,160 $ 211,567 $ 24,160
U.S. northeast $ 76,950 $ 95,899 $ 18,949 $ 95,899 $ 18,949
Operating
expenses $ 265,341 $ 297,630 $ 32,289 $ 296,888 $ 31,547
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Canada $ 95,638 $ 97,304 $ 1,666 $ 96,562 $ 924
U.S. south $ 116,130 $ 131,025 $ 14,895 $ 131,025 $ 14,895
U.S. northeast $ 53,573 $ 69,301 $ 15,728 $ 69,301 $ 15,728
SG&A (as
reported) $ 59,292 $ 60,009 $ 717 $ 59,816 $ 524
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Canada $ 15,914 $ 17,893 $ 1,979 $ 17,757 $ 1,843
U.S. south $ 19,599 $ 21,375 $ 1,776 $ 21,375 $ 1,776
U.S. northeast $ 7,997 $ 8,718 $ 721 $ 8,718 $ 721
Corporate $ 15,782 $ 12,023 $ (3,759) $ 11,966 $ (3,816)
EBITDA(A) (as
reported) $ 113,642 $ 130,296 $ 16,654 $ 129,856 $ 16,214
----------------------------------------------------------------------------
Canada $ 62,366 $ 65,272 $ 2,906 $ 64,775 $ 2,409
U.S. south $ 51,678 $ 59,167 $ 7,489 $ 59,167 $ 7,489
U.S. northeast $ 15,380 $ 17,880 $ 2,500 $ 17,880 $ 2,500
Corporate $ (15,782) $ (12,023) $ 3,759 $ (11,966) $ 3,816
Adjusted SG&A $ 56,626 $ 60,817 $ 4,191 $ 60,621 $ 3,995
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Canada $ 15,914 $ 17,893 $ 1,979 $ 17,757 $ 1,843
U.S. south $ 19,599 $ 21,375 $ 1,776 $ 21,375 $ 1,776
U.S. northeast $ 7,997 $ 8,718 $ 721 $ 8,718 $ 721
Corporate $ 13,116 $ 12,831 $ (285) $ 12,771 $ (345)
Adjusted
EBITDA(A) $ 116,308 $ 129,488 $ 13,180 $ 129,051 $ 12,743
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Canada $ 62,366 $ 65,272 $ 2,906 $ 64,775 $ 2,409
U.S. south $ 51,678 $ 59,167 $ 7,489 $ 59,167 $ 7,489
U.S. northeast $ 15,380 $ 17,880 $ 2,500 $ 17,880 $ 2,500
Corporate $ (13,116) $ (12,831) $ 285 $ (12,771) $ 345
Revenues
Gross revenue by service type
The table below presents gross revenue by service type prepared on a
consolidated basis and includes the impact of FX.
Three months ended
March 31
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2013 % 2012 %
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Commercial $ 175,722 36.1 $ 162,362 37.0
Industrial 85,156 17.5 76,565 17.5
Residential 113,020 23.2 101,489 23.2
Transfer and disposal 160,248 32.9 140,866 32.1
Recycling(i) 14,979 3.1 16,781 3.8
Other(i) 10,106 2.1 5,360 1.2
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Gross revenues 559,231 114.9 503,423 114.8
Intercompany (72,671) (14.9) (65,148) (14.8)
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Revenues $ 486,560 100.0 $ 438,275 100.0
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Note:
(i) Prior period amounts have been adjusted to conform to the current
period's presentation.
Revenue growth or decline components - expressed in percentages and
excluding FX
The table below has been prepared assuming Canadian and U.S. dollar parity.
Three months ended
March 31
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2013 2012
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Price
Core price 1.2 1.0
Fuel surcharges 0.3 0.8
Recycling and other (0.5) (1.2)
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Total price growth 1.0 0.6
Volume 0.8 (0.9)
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Total organic growth (decline) 1.8 (0.3)
Acquisitions 9.5 4.6
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Total growth excluding FX 11.3 4.3
FX (0.3) (0.7)
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Total growth including FX 11.0 3.6
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Free cash flow(B)
Purpose and objective
The purpose of presenting this non-GAAP measure is 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 to our peers 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
March 31
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2013 (i) 2012 (i) Change
----------------------------------------------------------------------------
Cash generated from operating
activities $ 94,776 $ 65,348 $ 29,428
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Operating and investing
Stock option (recovery)
expense(i)(i) (505) 1,644 (2,149)
Restricted share expense(i)(i) (225) - (225)
Acquisition and related (recoveries)
costs (565) 288 (853)
Other expenses - 53 (53)
Changes in non-cash working capital
items 11,999 25,743 (13,744)
Capital and landfill asset purchases (61,386) (50,091) (11,295)
Proceeds from the sale of capital
assets 1,121 719 402
Financing
Purchase of restricted shares (358) - (358)
Net realized foreign exchange (gain)
loss (1) 7 (8)
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Free cash flow(B) $ 44,856 $ 43,711 $ 1,145
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Note:
(i) Capital and landfill asset purchases include infrastructure
expenditures of approximately $14,400 and $3,600 for the three months ended
March 31, 2013 and 2012, respectively.
(i)(i) Amounts exclude LTIP compensation.
Free cash flow(B)- adjusted EBITDA(A) approach
We typically calculate free cash flow(B) using an operations approach which
is a better reflection of how we manage the business and free cash
flow(B).
Three months ended
March 31
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2013 (i) 2012 (i) Change
----------------------------------------------------------------------------
Adjusted EBITDA(A) $ 129,051 $ 116,308 $ 12,743
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Purchase of restricted shares (358) - (358)
Capital and landfill asset purchases (61,386) (50,091) (11,295)
Proceeds from the sale of capital
assets 1,121 719 402
Landfill closure and post-closure
expenditures (795) (1,534) 739
Landfill closure and post-closure
cost accretion expense 1,409 1,308 101
Interest on long-term debt (15,243) (14,264) (979)
Non-cash interest expense 856 1,690 (834)
Current income tax expense (9,799) (10,425) 626
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Free cash flow(B) $ 44,856 $ 43,711 $ 1,145
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Note:
(i) Capital and landfill asset purchases include infrastructure
expenditures of approximately $14,400 and $3,600 for the three months
ended March 31, 2013 and 2012, respectively.
Funded debt to EBITDA (as defined and calculated in accordance with our consolidated facility)
The ratio of funded debt to EBITDA, which includes first year pro forma EBITDA for completed acquisitions, is 3.07 times. The ratio is higher than our target threshold due in large part to our acquisition activity in 2012 and growth and infrastructure spending. Cash flows from acquisitions beyond the first year of operation will contribute to the further improvement of funded debt relative to EBITDA in subsequent periods. Cash flow contributions from growth and infrastructure spending will materialize over future periods and will also improve this relationship.
Foreign Currency
(in thousands of U.S. dollars unless otherwise stated)
We have elected to report our financial results in U.S. dollars. However, we earn a significant portion of our revenues and earnings in Canada. We have provided our guidance assuming parity between the Canadian and U.S. dollar. If the U.S. dollar strengthens one cent our reported revenues will decline by approximately $7,600. 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 $1,000 decline. Should the U.S. dollar weaken by one cent, our reported results will improve by similar amounts.
2013 2012
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Condensed Condensed
Consolidated Consolidated
Condensed Statement of Condensed Statement of
Consolidated Operations and Consolidated Operations and
Balance Comprehensive Income Balance Comprehensive Income
Sheet or Loss Sheet or Loss
----------------------------------------------------------------------------
Cumulative Cumulative
Current Average Average Current Average Average
----------------------------------------------------------------------------
December
31 $ 1.0051 $ 1.0006
March 31 $ 0.9846 $ 0.9912 $ 0.9912 $ 1.0009 $ 0.9988 $ 0.9988
Upcoming Annual General Meeting
The Company will hold its Annual General Meeting of Shareholders on May 7, 2013 at the Toronto Board of Trade in Toronto, Ontario.
Quarterly dividend declared
The Company's Board of Directors declared a quarterly dividend of $0.14 Canadian per share to shareholders of record on June 28, 2013. The dividend will be paid on July 15, 2013. The Company has designated these dividends as eligible dividends for the purposes of the Income Tax Act (Canada).
Definitions
(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).
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.
(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.
Guidance Outlook
Included in our press release for the fourth quarter and year ended December 31, 2012, issued February 14, 2013, was our guidance for the fiscal year ending December 31, 2013, including our 2013 outlook assumptions and factors. This press release is available at www.sec.gov and www.sedar.com. As of April 30, 2013, our guidance, including the related assumptions and factors provided on February 14, 2013 for fiscal year ending December 31, 2013 remains unchanged.
Caution regarding forward looking statements
The Company's 2013 outlook is subject to the same risks and uncertainties outlined in the Risk and Uncertainties section of the Company's Management Discussion and Analysis, as applicable and investors are urged to fully review these sections before making an investment decision. This press release contains forward-looking statements and forward-looking information. Forward-looking statements are not based on historical facts but instead reflect our expectations, estimates or projections concerning future results or events. These statements can generally be identified by the use of forward-looking words or phrases such as "anticipate," "believe," "budget," "continue," "could," "estimate," "expect," "forecast," "goals," "intend," "intent," "belief," "may," "plan," "foresee," "likely," "potential," "project," "seek," "strategy," "synergies," "targets," "will," "should," "would," or variations of such words and other similar words. Forward-looking statements include, but are not limited to, statements relating to future financial and operating results and our plans, objectives, prospects, expectations and intentions. These statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Numerous important factors could cause our actual results, performance or achievements to differ materially from those expressed in or implied by these forward-looking statements, including, without limitation, those factors outlined in the Risks and Uncertainties section of the Company's Management Discussion and Analysis. We caution that the list of factors is illustrative and by no means exhaustive. In addition, we cannot assure you that any of our expectations, estimates or projections will be achieved.
All forward-looking statements should be evaluated with the understanding of their inherent uncertainty. All forward-looking statements in this press release are qualified by these cautionary statements. The forward-looking statements in this press release are made as of the date of this press release and we disclaim any obligation to publicly update any forward-looking statement to reflect subsequent events or circumstances, except as required by law.
About Progressive Waste Solutions Ltd.
As one of North America's largest full-service waste management companies, we provide non-hazardous solid waste collection, recycling and disposal services to commercial, industrial, municipal and residential customers in 13 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, May 1, 2013, at 8:30 a.m. (ET) to discuss results for the three months ended March 31, 2013. Participants may listen to the call by dialing 1-888-241-0394, conference ID 30455932, at approximately 8:20 a.m. (ET). International or local callers should dial 647-427-3413. The call will also be webcast live at www.streetevents.com and at www.progressivewaste.com. A supplemental slide presentation will be available at www.progressivewaste.com.
A replay will be available after the call until Tuesday, May 14, 2013, at midnight, and can be accessed by dialing 1-855-859-2056, conference ID 30455932. International or local callers can access the replay by dialing 404-537-3406. The audio webcast will also be archived at www.streetevents.com and www.progressivewaste.com.
Contacts:
Progressive Waste Solutions Ltd.
Chaya Cooperberg
VP, Investor Relations and Corporate Communications
(905) 532-7517
chaya.cooperberg@progressivewaste.com
www.progressivewaste.com
