BFI Canada Income Fund
TSX : BFC.UN

BFI Canada Income Fund

November 06, 2006 17:15 ET

BFI Canada Income Fund Announces Results for the Three and Nine Months Ended September 30, 2006

TORONTO, ONTARIO--(CCNMatthews - Nov. 6, 2006) - BFI Canada Income Fund (the "Fund") (TSX:BFC.UN) today reported strong continuing financial results for the three and nine months ended September 30, 2006. The Fund's 2006 financial results include a full year to date contribution from IESI Corporation ("IESI") which was acquired by the Fund on January 21, 2005. Accordingly, the comparable nine month period ended September 30, 2005 excludes IESI's financial results for the period from January 1 to January 20, 2005. All amounts are in thousands of Canadian dollars, unless otherwise stated.

Management Commentary

"BFI Canada Income Fund set a new performance standard in the third quarter, outpacing our previous quarterly results in all areas," said Keith Carrigan, Vice Chairman and Chief Executive Officer. "On the strength of 9.7% organic revenue growth in the U.S. and 11.5% organic growth in Canada as well as contributions from seven "tuck-in" acquisitions completed so far this year, we achieved a new mark for consolidated quarterly revenue. We also translated this growth effectively into unitholder value. Year-over-year third quarter and year to date EBITDA(A) grew 13.1% to $64.5 million dollars, and 12.2% to $175.7 million dollars, respectively, while free cash flow available for distribution(B) increased 17.7% and 13.7% comparatively. Consequently, our payout ratio in the third quarter was 74.8% and 82.4% year to date. Excluding the positive effects of our foreign currency hedges, we achieved a comfortable payout ratio of 77.0% on the quarter and 84.8% year to date. This performance reflects the continuous development of our assets through our market-focused strategies, the momentum we're enjoying from our platform assets acquired over the past two years and a favourable economic climate."

Financial Highlights

- Revenues for three and nine months ended September 30, 2006 increased, when compared to a year ago, by 9.4% to $200.0 million, and 14.4% to $571.5 million, respectively. Excluding the impact of foreign currency exchange fluctuations and the impact of consolidating IESI's financial results for an additional 20 days in the nine months ended September 30, 2006, consolidated revenues increased 14.1% and 15.8% for the three and nine months ended September 30, 2006, respectively.

- Free cash flow available for distribution(B) increased to $38.8 million or 17.7% in the third quarter and grew 13.7% to $102.7 million on a year to date basis compared to a year ago.

- The Fund's payout ratio of 74.8% in the third quarter and 82.4% for the nine months ended, or 77.0% and 84.8% excluding the effects of foreign currency hedges, is in line with management's annual payout ratio target of sub 90.0%.

Other Highlights for the Three and Nine months Ended September 30, 2006

- Based on the Fund's performance and consideration of the current and forecasted foreign currency exchange rate, trustees of the Fund approved a 7.1% increase to distributions from an annual rate of $1.698 per trust unit to $1.818 per trust unit effective for the distribution paid on September 15, 2006 to unitholders of record on August 31, 2006. Distributions to holders of participating preferred shares have increased by an amount equal to the increase in per trust unit distributions paid to unitholders of the Fund.

- The Fund completed seven "tuck-in" acquisitions for the nine months ended September 30, 2006. Aggregate cash consideration, including payments in respect of contingent consideration, totalled approximately $16,100 and $19,700 for the three and nine months ended September 30, 2006, respectively.

- Effective February 10, 2006, the Fund, through BFI Canada Holdings Inc. ("Holdings"), entered into a Fourth Amended and Restated Credit Agreement. The amended and restated credit agreement increases the total available credit under the facility, subject to lender consent, from $80,000 to $120,000 and matures, subject to one year extensions, on June 30, 2010. Borrowing rates under the Fourth Amended and Restated Credit Agreement are more favourable than the predecessor credit agreement.

- Effective September 30, 2006, the Fund exercised a portion of the accordion feature available through its U.S. term loan and revolving credit facility which increased the facility to U.S. $450,000 in aggregate. Available lending under the U.S. term loan and revolving credit facility increased by U.S. $10,000 and U.S. $55,000 to U.S. $195,000 and U.S. $255,000, respectively.

- Effective March 10, 2006, the Fund, through IESI, amended its Amended and Restated Revolving Credit and Term Loan Agreement in the U.S. The amendments increased the total available credit under the facility, subject to lender consent, from U.S. $500,000 to U.S. $550,000 and borrowing rates under the amended credit agreement are more favourable than the predecessor credit agreement.

- The Fund drew U.S. $17,000 of variable rate solid waste disposal revenue bonds ("IRB"). A portion of the IRB proceeds was used to repay the Fund's U.S. revolving credit facility with the balance used to finance construction activities at the Seneca Meadows landfill.



Summarized Financial Highlights

Three months Nine months
ended ended
September 30, September 30,
2006 2006
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Revenues September 30, 2005 $ 182,716 $ 499,537
Organic growth and acquisitions
(includes fuel surcharges) 25,837 78,888
Additional IESI 20 days - 20,782
Foreign currency exchange impact (8,572) (27,707)
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Revenues September 30, 2006 $ 199,981 $ 571,500
% Revenue growth before additional
IESI 20 days and foreign currency
exchange impact 14.1% 15.8%
Total revenue growth % 9.4% 14.4%

EBITDA (A) September 30, 2005 $ 56,994 $ 156,587
Organic growth and acquisitions 9,988 21,272
Additional IESI 20 days - 5,416
Foreign currency exchange impact (2,527) (7,593)
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EBITDA (A) September 30, 2006 $ 64,455 $ 175,682
%EBITDA (A) growth before additional
IESI 20 days and foreign currency
exchange impact 17.5% 13.6%
Total EBITDA (A) growth % 13.1% 12.2%

Free cash flow available for
distribution (B) September 30, 2005 $ 32,951 $ 90,310
Organic growth and acquisitions 9,108 13,560
Additional IESI 20 days - 2,373
Foreign currency exchange impact (3,260) (3,559)
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Free cash flow available for
distribution (B) September 30, 2006 $ 38,799 $ 102,684
% Free cash flow available for
distribution (B) growth before additional
IESI 20 days and foreign currrency exchange
impact 27.6% 15.0%
Total free cash flow available for
distribution (B) growth % 17.7% 13.7%

Free cash flow available for
distribution (B) without hedge $ 37,683 $ 99,717
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Aggregate distributions declared $ 29,029 $ 84,583
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Payout ratio with foreign currency hedge 74.8% 82.4%
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Payout ratio without foreign currency hedge 77.0% 84.8%
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Foreign Currency Exchange Impact

A significant portion of the Fund's revenues, EBITDA(A), capital and landfill expenditures, interest expense, and cash income taxes reported in Canadian dollars, originate in the U.S. Capital and landfill expenditures, interest expense, and cash income taxes originating in the U.S. are settled in U.S. dollars generated from U.S. operations resulting in a natural cash flow hedge. A portion of the resultant free cash flow available for distribution(B) originating from the U.S. is hedged by three, three year single rate hedge agreements through February 2008 to purchase $4,500 Canadian dollars monthly at an average foreign currency exchange rate of approximately $1.222. The Fund reports its financial results in Canadian dollars. Changes in the foreign currency exchange rate between Canada and the U.S. impacts the translated value of the Fund's U.S. operating results to Canadian dollars. IESI's operating results for the three and nine months ended September 30, 2006 and 2005 have been translated to Canadian dollars applying an average foreign currency exchange rate of $1.121, $1.203, $1.133 and $1.224, respectively. The financial impact of changes in the foreign currency exchange rate on the Fund's consolidation of IESI's financial results is included in Management's Discussion and Analysis ("MD&A") for the three and nine months ended September 30, 2006.



Financial Highlights

Three months ended Nine months ended
September 30 September 30
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(in thousands, except per
weighted average trust
unit, participating
preferred share, and 2006 2005 2006 2005
subscription receipt ---------- ---------- ---------- ----------
amounts) (unaudited) (unaudited) (unaudited) (unaudited)
---------------------------------------------------------------------------

Revenues $ 199,981 $ 182,716 $ 571,500 $ 499,537
Operating expenses 111,991 103,911 324,433 281,026
Selling, general and
administration expenses 23,535 21,811 71,385 61,924
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Income before the following 64,455 56,994 175,682 156,587
Amortization 38,587 38,753 110,831 108,745
Interest on long-term debt 8,767 7,204 24,996 19,510
Financing costs - - 79 36,710
Net gain on sale of
capital assets (54) (30) (409) (30)
Net loss (gain) on
derivative financial
instruments 3,260 (9,610) (539) (10,723)
Foreign exchange (gain) loss (809) 10,199 6,051 11,173
Other expenses 28 461 187 2,072
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Income (loss) before income
taxes and non-controlling
interest 14,676 10,017 34,486 (10,870)
Income tax expense (recovery) 1,200 1,763 4,804 (18,089)
Non-controlling interest 2,427 1,958 5,345 1,629
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Net income $ 11,049 $ 6,296 $ 24,337 $ 5,590
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Net income per weighted
average trust unit,
basic & diluted $ 0.21 $ 0.13 $ 0.46 $ 0.12

Weighted average number
of trust units outstanding 53,617 49,879 53,469 46,263
Weighted average number of
participating preferred
shares outstanding 11,774 15,512 11,922 16,278
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Weighted average number of
trust units and
participating preferred
shares outstanding 65,391 65,391 65,391 62,541
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Aggregate number of trust
units and participating
preferred shares outstanding 65,391 65,391 65,391 65,391
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Maintenance capital and
landfill expenditures $ 13,935 $ 13,227 $ 40,752 $ 37,362
Growth capital and landfill
expenditures 20,668 12,011 58,817 37,836
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Total capital and landfill
expenditures $ 34,603 $ 25,238 $ 99,569 $ 75,198
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Free cash flow available
for distribution(B) $ 38,799 $ 32,951 $ 102,684 $ 90,310
Free cash flow available
for distribution(B) per
weighted average trust
unit and participating
preferred share $ 0.59 $ 0.50 $ 1.57 $ 1.44

Aggregate distributions
declared on weighted
average trust units $ 23,802 $ 20,672 $ 69,352 $ 55,035
Aggregate distributions
declared on weighted
average subscription
receipts - - - 1,175
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Aggregate distributions
declared on weighted
average trust units and
subscription receipts 23,802 20,672 69,352 56,210
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Distributions attributable
to participating
preferred shareholders 5,227 6,429 15,231 19,766
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Aggregate distributions
declared $ 29,029 $ 27,101 $ 84,583 $ 75,976
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Aggregate distributions
declared per weighted
average trust unit and
participating preferred
share $ 0.44 $ 0.41 $ 1.29 $ 1.20

Aggregate distributions
declared per weighted
average trust unit,
participating preferred
share, and subscription
receipt $ 0.44 $ 0.41 $ 1.29 $ 1.21


Management's Discussion

(all amounts are in thousands of Canadian dollars, except per trust unit, participating preferred share, and foreign currency exchange rate amounts)

Consolidation of IESI

The Fund acquired IESI effective January 21, 2005. Accordingly, the comparative financial information presented for the nine months ended September 30, 2005 does not include IESI's financial results for the period January 1 to January 20, 2005. IESI's financial results for the period January 1 to January 20, 2005 are included in the Fund's MD&A for the three and nine months ended September 30, 2006.

Foreign Currency Exchange

The Fund reports its financial results in Canadian dollars, and consequently changes in the foreign currency exchange rate between Canada and the U.S. impacts the translated value of the Fund's U.S. operating results to Canadian dollars. IESI's financial position and operating results have been translated to Canadian dollars applying the following U.S. to Canadian dollar foreign exchange rates:



2006 2005
---------------------------------- ----------------------------------
Current Average Cumulative average Current Average Cumulative average
---------------------------------- ----------------------------------

March
31 $ 1.167 $ 1.155 $ 1.155 $ 1.210 $ 1.228 $ 1.228
June
30 $ 1.115 $ 1.122 $ 1.138 $ 1.226 $ 1.244 $ 1.237
Sept-
ember
30 $ 1.115 $ 1.121 $ 1.133 $ 1.161 $ 1.203 $ 1.224


The impact of changes in the foreign currency exchange rate on the Fund's consolidated financial results is included in the Fund's MD&A for the three and nine months ended September 30, 2006.



Operating Highlights
(in thousands)

Three months ended September 30 Nine months ended September 30
-------------------------------- --------------------------------
2006 2005 $ Change 2006 2005 $ Change
-------------------------------- --------------------------------
(unaudited)(unaudited)(unaudited)(unaudited)(unaudited)(unaudited)
-------------------------------- --------------------------------

Revenues $ 199,981 $ 182,716 $ 17,265 $ 571,500 $ 499,537 $ 71,963
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Canada $ 76,891 $ 65,573 $ 11,318 $ 213,697 $ 185,646 $ 28,051
U.S. south $ 67,183 $ 62,710 $ 4,473 $ 197,024 $ 170,549 $ 26,475
U.S.
northeast $ 55,907 $ 54,433 $ 1,474 $ 160,779 $ 143,342 $ 17,437

Operating
expenses $ 111,991 $ 103,911 $ 8,080 $ 324,433 $ 281,026 $ 43,407
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Canada $ 38,712 $ 33,226 $ 5,486 $ 107,992 $ 93,918 $ 14,074
U.S. south $ 44,302 $ 44,166 $ 136 $ 132,003 $ 118,038 $ 13,965
U.S.
northeast $ 28,977 $ 26,519 $ 2,458 $ 84,438 $ 69,070 $ 15,368

admins-
tration
expenses $ 23,535 $ 21,811 $ 1,724 $ 71,385 $ 61,924 $ 9,461
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Canada $ 9,493 $ 8,566 $ 927 $ 27,864 $ 24,824 $ 3,040
U.S. south $ 8,837 $ 7,436 $ 1,401 $ 26,440 $ 21,201 $ 5,239
U.S.
northeast $ 5,205 $ 5,809 $ (604) $ 17,081 $ 15,899 $ 1,182

EBITDA (A) $ 64,455 $ 56,994 $ 7,461 $ 175,682 $ 156,587 $ 19,095
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Canada $ 28,686 $ 23,781 $ 4,905 $ 77,841 $ 66,904 $ 10,937
U.S. south $ 14,044 $ 11,108 $ 2,936 $ 38,581 $ 31,310 $ 7,271
U.S.
northeast $ 21,725 $ 22,105 $ (380) $ 59,260 $ 58,373 $ 887


The discussions that follow are in addition to the consolidation of IESI for the full nine months ended September 30, 2006 and the impact of foreign currency exchange fluctuations for the three and nine months ended September 30, 2006.

Revenues - Three and nine months ended September 30

Canadian and U.S. segment price increases, organic growth, and higher fuel surcharges are the primary reasons for the increases. Acquisitions completed in the Fund's Canadian and U.S. segments through September 2006 also contributed to the increases.

Operating expenses - Three and nine months ended September 30

Higher Canadian and U.S. segment disposal, labour, operating equipment repairs and maintenance, and fuel expenditures, related principally to the collection and acceptance of additional waste volumes, and higher costs to service new and existing customers and contracts are the primary reasons for the increases, coupled with acquisitions.

Selling, general and administration expenses - Three and nine months ended September 30

Higher professional fees, including amounts incurred in defense of the Lachenaie landfill statement of claim, and long-term incentive plan ("LTIP") expenses, which are being accrued at a rate of 2.25% of budgeted free cash flow available for distribution(B), are the primary reasons for the Canadian and aggregate U.S. segment increases. Acquisitions and the write-off of deferred costs in respect of certain discontinued corporate development activities in the Fund's U.S. segments account for the balance of the increases in aggregate.

Free Cash Flow Available for Distribution(B)

Free cash flow available for distribution(B) totalled $38,799 and $102,684 for the three and nine months ended September 30, 2006, respectively, versus $32,951 and $90,310 for the comparative three and nine months ended September 30, 2005. The resulting increases are due in large part to higher cash generated from operating activities, partially offset by higher maintenance capital expenditures and lower non-cash working capital uses. For the nine months ended September 30, lower financing costs, which were incurred on the retirement of IESI's senior subordinated notes in 2005, represent the bulk of the remaining period over period change.

Free cash flow available for distribution(B) per weighted average trust unit and participating preferred share for the three and nine months ended September 30, 2006 amounted to $0.59 and $1.57, respectively, and is $0.09 to and $0.13 higher than the comparative periods ended September 30, 2005.



Free Cash Flow Available for Distribution(B) - Cash Flow Approach
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(in thousands) Three months ended Nine months ended
September 30 September 30
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2006 2005 Change 2006 2005 Change
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Cash generated from
operating activities
(per statement of
cash flows) $ 52,508 $ 39,574 $ 12,934 $ 129,277 $ 75,445 $ 53,832
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Operating

Changes in non-cash
working capital
items 1,813 4,726 (2,913) 12,114 14,832 (2,718)
Net change in
landfill closure
and post-closure
costs (1,315) 1,858 (3,173) 3,135 1,746 1,389
Maintenance
expenditures (13,935) (13,227) (708) (40,752) (37,362) (3,390)

Financing

Amortization of
gain, or gain, on
settlement of bond
forward contracts 56 56 - 168 168 -
Financing costs
(net of non-cash
portion) (91) (36) (55) (418) 35,481 (35,899)
Withholding taxes
on foreign source
income (592) - (592) (1,762) - (1,762)
Effect of foreign
currency hedges to
support Canadian
dollar distributions 1,116 - 1,116 2,967 - 2,967
Realized foreign
exchange gain (761) - (761) (2,045) - (2,045)
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Free cash flow
available for
distribution (B) $ 38,799 $ 32,951 $ 5,848 $ 102,684 $ 90,310 $ 12,374
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Free Cash Flow Available for Distribution(B) - Operations Approach
---------------------------------------------------------------------------
(in thousands) Three months ended Nine months ended
September 30 September 30
---------------------------------------------------------------------------
2006 2005 Change 2006 2005 2004
---------------------------------------------------------------------------

EBITDA (A) $ 64,455 $ 56,994 $ 7,461 $ 175,682 $ 156,587 $ 19,095
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Amortization of
capitalized
landfill asset
closure and
post-closure
costs, net of
revisions to
estimated cash
flows (2,888) (1,990) (898) (6,202) (4,465) (1,737)
Interest on
long-term debt (8,767) (7,204) (1,563) (24,996) (19,510) (5,486)
Management
transaction
bonuses (other
expenses) (28) (461) 433 (187) (2,072) 1,885
Current income taxes (618) (1,253) 635 (2,234) (2,948) 714
Withholding
taxes on foreign
source income (592) - (592) (1,762) - (1,762)
Maintenance
expenditures (13,935) (13,227) (708) (40,752) (37,362) (3,390)
Effect of foreign
currency hedges
to support
Canadian dollar
distributions 1,116 36 1,080 2,967 (88) 3,055
Amortization of
gain on settlement
of bond forward
contracts 56 56 - 168 168 -
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Free cash flow
available for
distribution (B) $ 38,799 $ 32,951 $ 5,848 $ 102,684 $ 90,310 $ 12,374
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Maintenance and Growth Capital and Landfill Expenditures

---------------------------------------------------------------------------
(in thousands) Three months ended Nine months ended
September 30 September 30
---------------------------------------------------------------------------
2006 2005 Change 2006 2005 Change
---------------------------------------------------------------------------

Total $ 34,603 $ 25,238 $ 9,365 $ 99,569 $ 75,198 $ 24,371

Maintenance:
Canada $ 4,493 $ 3,355 $ 1,138 $ 13,127 $ 12,959 $ 168
U.S. $ 9,442 $ 9,872 $ (430) $ 27,625 $ 24,403 $ 3,222

Growth:
Canada $ 4,888 $ 4,122 $ 766 $ 19,658 $ 10,955 $ 8,703
U.S. $ 15,780 $ 7,889 $ 7,891 $ 39,159 $ 26,881 $ 12,278


Three and nine months ended September 30

Maintenance Capital and Landfill Expenditures ("Maintenance Expenditures")

The Canadian segment increases are due principally to the timing and receipt of, and increasing cost to purchase, vehicles and equipment. Increases in the U.S. segment are related principally to a larger business base, increasing costs to purchase various capital and landfill assets, and higher expenditures incurred on account of landfill cell development and vehicle and equipment purchases, coupled with maintenance expenditures incurred for acquisitions completed through the Fund's U.S. segments to September 2006.

Maintenance expenditures are generally concentrated in the first three quarters of each year, which may result in the declaration and payment of distributions that are in excess of free cash flow available for distribution(B) for these quarters. For fiscal 2006, the Fund is again targeting an annual payout ratio below 90.0%, which is consistent with the Fund's historical cumulative payout ratio of 85.3% from its inception to September 30, 2006.

Three and nine months ended September 30

Growth Capital and Landfill Expenditures ("Growth Expenditures")

Growth expenditures for the Fund's Canadian and U.S. segment are principally on account of acquired land for future landfill expansion, vehicles, equipment and containers to service organic revenue growth, including new contracts, and landfill cell development which benefits a future period or periods.

Growth expenditures represent capital required to meet the demands of acquired or organic growth or capital that specifically benefits a future period or periods. For 2006, management expects to incur growth expenditures to develop landfill airspace capacity that will benefit a future period or periods and to grow the Fund's collection operations.

Distributions

In August 2006, the Fund increased its distribution rate by an additional 7.1% to an annualized rate of $1.818 per trust unit and participating preferred share beginning with the distribution payable on September 15, 2006 to trust unitholders and participating preferred shareholders of record on August 31, 2006.

The Fund declared distributions to trust unitholders and participating preferred shareholders for the three and nine months ending September 30, 2006, totalling $0.44 and $1.29, respectively, per weighted average trust unit and participating preferred share. The Fund declared a distribution payable to unitholders of record on September 30, 2006, payable October 16, 2006, of $0.1515 per trust unit and participating preferred share.



Long-term debt

Summarized details of the Fund's long-term debt facilities are as follows:

Letters of credit
(not reported
as long-term
debt on the
Facility drawn Consolidated Current
Available at September Balance available
lending 30, 2006 Sheets) capacity
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Canadian long-term
debt facilities -
stated in Canadian
dollars
Senior secured
debentures, series A $ 47,000 $ 47,000 $ - $ -
Senior secured
debentures, series B $ 58,000 $ 58,000 $ - $ -
Revolving credit
facility $ 80,000 $ 43,500 $ 22,455 $ 14,045

U.S. long-term debt
facilities -
stated in U.S.
dollars
Term loan $ 195,000 $ 195,000 $ - $ -
Revolving credit
facility $ 255,000 $ 89,500 $ 102,362 $ 63,138
IRB $ 45,000 $ 37,000 $ - $ 8,000


Both the Canadian and U.S. long-term debt facilities have an accordion feature which can increase the available capacity of the Canadian revolving credit facility from $80,000 to $120,000 and can increase the available capacity of the U.S term loan and revolving credit facility from U.S. $385,000, in aggregate, to U.S. $550,000, in aggregate, subject to certain restrictions. The Fund exercised a portion of its accordion feature available through its U.S. term loan and revolving credit facility. Available lending under the U.S. term loan and revolving credit facility increased by U.S. $10,000 and U.S. $55,000 to U.S. $195,000 and U.S. $255,000, respectively.

Definitions of EBITDA and free cash flow available for distribution

(A) All references to "EBITDA" in this press release are to "income before the following" on the consolidated statement of operations. "Income before the following" excludes some or all of the following: "amortization, interest on long-term debt, financing costs, net gain or loss on sale of capital and landfill assets, net gain or loss on derivative financial instruments, foreign exchange gain or loss, write-off of deferred financing costs, other expenses, income taxes, and non-controlling interest". EBITDA is a term used by the Fund that does not have a standardized meaning prescribed by Canadian generally accepted accounting principles ("GAAP") and is therefore unlikely to be comparable to similar measures used by other issuers. EBITDA is a measure of the Fund's operating profitability, and by definition, excludes certain items as detailed above. These items are viewed by management as either non-cash (in the case of amortization, certain financing costs, write-off of deferred financing costs, net gain or loss on derivative financial instruments, foreign exchange gain or loss, and future income taxes) or non-operating (in the case of interest on long-term debt, net gain or loss on sale of capital and landfill assets, certain financing costs, other expenses, current income taxes, and non-controlling interest). EBITDA is a useful financial and operating metric for investors as it represents a starting point in the determination of free cash flow available for distribution(B). The underlying reasons for exclusion of each item are as follows:

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

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

Financing costs - financing costs are a function of the Fund's treasury/financing activities and represents a different class of expense than those included in EBITDA.

Net gain or loss on sale of capital and landfill assets - the net gain or loss on sale of capital and landfill assets has no impact on the determination of free cash flow available for distribution(B), because the proceeds were either reinvested in other capital assets or used to repay the Fund's revolving credit facility.

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

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

Write-off of deferred financing costs - as a non-cash item, write-off of deferred financing costs has no impact on the determination of free cash flow available for distribution(B).

Other expenses - other expenses represent amounts paid to management of the Fund on the closing the IESI acquisition and are not considered an expense indicative of continuing operations. Accordingly, other expenses represent a different class of expense than those included in EBITDA.

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

Non-controlling interest - non-controlling interest represents a direct non-controlling equity interest in IESI through participating preferred share holdings. Accordingly, non-controlling interest represents a different class of expense than those included in EBITDA.

(B) The Fund has adopted a measurement called "free cash flow available for distribution" to supplement net income as a measure of operating performance. Free cash flow available for distribution is a term which does not have a standardized meaning prescribed by GAAP and is therefore unlikely to be comparable to similar measures used by other issuers. The objective of presenting this non-GAAP measure is to calculate the amount which is available for distribution to trust unitholders and participating preferred shareholders. Participating preferred share holdings are presented as non-controlling interest in the consolidated financial statements of the Fund; however, management of the Fund have elected to include the shareholdings of the participating preferred shareholders in the calculation of free cash flow available for distribution as participating preferred shares receive distributions that are economically equivalent to those received by trust unitholders and participating preferred shares are exchangeable on a one-to-one basis for trust units of the Fund. Details of the calculation are included in the "Other Performance Measures - Free cash flow available for distribution(B)" section of the Fund's MD&A. Free cash flow available for distribution is not necessarily indicative of cash available to fund cash needs and should not be considered an alternative to cash flow as a measure of liquidity. All references to "free cash flow available for distribution" in this press release have the meaning set out in this note.

Forward-looking statements

This document may contain forward-looking statements relating to the Fund's operations or to the environment in which it operates, which are based on the Fund's operations, estimates, forecasts and projections. These statements are not guarantees of future performance and involve risks and uncertainties that are difficult to predict, or are beyond the Fund's control. A number of important factors could cause actual outcomes and results to differ materially from those expressed in these forward-looking statements. These factors include those set forth in the Fund's Annual Information Form for the period ended December 31, 2005. Consequently, readers should not rely on such forward-looking statements. In addition, these forward-looking statements relate to the date on which they are made. Although the forward-looking statements contained herein are based upon what management believes to be reasonable assumptions, the Fund cannot assure unitholders that actual results will be consistent with these forward looking statements, and the Fund disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

The Fund, through its operating subsidiaries, is one of North America's largest full-service waste management companies, providing non-hazardous solid waste collection and disposal services for municipal, commercial, industrial and residential customers in five Canadian provinces and nine states in the United States. The Fund serves over one million customers with vertically integrated collection and disposal assets. The Fund's Canadian segment operates under the BFI Canada brand and is Canada's second largest full-service waste management company providing integrated non-hazardous solid waste collection and landfill disposal services in the provinces of British Columbia, Alberta, Manitoba, Ontario and Quebec. The Canadian segment operates one and owns and operates four landfills, carries on solid waste collection operations in 19 markets and operates four transfer collection stations, seven material recovery facilities ("MRFs") and one landfill gas to energy facility. The Fund's U.S. operations provide integrated non-hazardous solid waste collection and landfill disposal services in two geographic regions as follows: the south, consisting of various service areas in Texas, Louisiana, Oklahoma, Arkansas and Missouri, and the northeast, consisting of various service areas in New York, New Jersey, Pennsylvania and Maryland. The U.S. south and northeast segments operate in 35 markets, and include 41 collection operations, 23 transfer stations, 17 landfills and six recycling facilities. The Fund's units are listed on the Toronto Stock Exchange under the symbol BFC.UN. For more information on the Fund, visit www.bficanada.com.

Management will hold a conference call on November 7, 2006 at 8:30 am (EST) to discuss results for the three and nine months ended September 30, 2006. To access the call, participants should dial 1-800-814-4857, at approximately 8:20 am (EST). The conference call will also be webcast live at www.bficanada.com or www.ccnmatthews.com and subsequently archived on the BFI Canada web site.

A rebroadcast of the call will be available until midnight on November 14, 2006. To access the rebroadcast, dial 1-877-289-8525 and quote the reservation number 21207288#.



BFI CANADA INCOME FUND
Consolidated Balance Sheets
September 30, 2006 (unaudited) and December 31, 2005
(in thousands of dollars)
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September 30, December 31,
2006 2005
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ASSETS

CURRENT

Cash and cash equivalents $ 6,937 $ 14,142
Accounts receivable 92,157 81,855
Other receivables 1,692 1,464
Prepaid expenses 11,093 10,953
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111,879 108,414

OTHER RECEIVABLES 1,501 1,518

FUNDED LANDFILL POST-CLOSURE COSTS 3,794 2,468

INTANGIBLES 71,650 84,503

GOODWILL 466,831 466,628

DEFERRED COSTS 14,214 13,478

DEFERRED FINANCING COSTS 6,260 6,577


CAPITAL ASSETS 309,031 292,495

LANDFILL ASSETS 707,889 739,226

FUTURE INCOME TAX ASSETS - 2,435
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$ 1,693,049 $ 1,717,742
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LIABILITIES

CURRENT
Accounts payable $ 45,646 $ 50,949
Accrued charges 53,092 45,172
Distribution payable 9,907 9,253
Income taxes payable 530 1,243
Deferred revenues 10,370 9,197
Current portion of long-term debt 98 29,718
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119,643 145,532

LONG-TERM DEBT 507,069 420,398

LANDFILL CLOSURE AND POST-CLOSURE COSTS 60,789 66,405

OTHER LIABILITIES 2,190 515

FUTURE INCOME TAX LIABILITIES 25,739 26,741
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715,430 659,591
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NON-CONTROLLING INTEREST 285,531 312,614

UNITHOLDERS'EQUITY 692,088 745,537
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$ 1,693,049 $ 1,717,742
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BFI CANADA INCOME FUND
Consolidated Statements of Operations
For the periods ended September 30, 2006 and September 30, 2005
(unaudited - in thousands of dollars, except net income per trust unit
amounts)
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Three months ended Nine months ended
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2006 2005 2006 2005
--------- --------- -------- ---------
REVENUES $ 199,981 $ 182,716 $ 571,500 $ 499,537
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EXPENSES

OPERATING 111,991 103,911 324,433 281,026

SELLING, GENERAL AND
ADMINISTRATION 23,535 21,811 71,385 61,924
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INCOME BEFORE THE FOLLOWING 64,455 56,994 175,682 156,587

AMORTIZATION 38,587 38,753 110,831 108,745

INTEREST ON LONG-TERM DEBT 8,767 7,204 24,996 19,510

FINANCING COSTS - - 79 36,710

NET GAIN ON SALE OF CAPITAL ASSETS (54) (30) (409) (30)

NET LOSS (GAIN) ON DERIVATIVE
FINANCIAL INSTRUMENTS 3,260 (9,610) (539) (10,723)

FOREIGN EXCHANGE (GAIN) LOSS (809) 10,199 6,051 11,173

OTHER EXPENSES 28 461 187 2,072
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INCOME (LOSS) BEFORE INCOME
TAXES AND NON-CONTROLLING
INTEREST 14,676 10,017 34,486 (10,870)

INCOME TAX EXPENSE (RECOVERY)
Current 618 1,253 2,234 2,948
Future 582 510 2,570 (21,037)
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1,200 1,763 4,804 (18,089)
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INCOME BEFORE NON-CONTROLLING
INTEREST 13,476 8,254 29,682 7,219

NON-CONTROLLING INTEREST 2,427 1,958 5,345 1,629
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NET INCOME $ 11,049 $ 6,296 $ 24,337 $ 5,590
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Net income per trust unit,
basic and diluted 0.21 $ 0.13 0.46 $ 0.12

Weighted average number of
trust units outstanding
(thousands), basic 53,617 49,879 53,469 46,263

Weighted average number of
trust units outstanding
(thousands), diluted 65,391 65,391 65,391 62,541



BFI CANADA INCOME FUND
Consolidated Statements of Cash Flows
For the periods ended September 30, 2006 and September 30, 2005
(unaudited - in thousands of dollars)
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Three months ended Nine months ended
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2006 2005 2006 2005
--------- --------- -------- ---------
NET INFLOW (OUTFLOW) OF
CASH RELATED TO THE FOLLOWING
ACTIVITIES
OPERATING
Net income $ 11,049 $ 6,296 $ 24,337 $ 5,590
Items not affecting cash
Amortization of intangibles 4,840 5,090 14,565 15,247
Amortization of deferred
financing costs 337 367 1,012 1,037
Amortization of capital assets 14,281 14,223 41,721 42,108
Amortization of landfill assets 19,129 19,073 53,533 50,353
Net gain on disposal of capital
assets (54) (30) (409) (30)
Deferred costs 91 36 418 862
Write-off of deferred
financing costs - - 79 367
Accretion of landfill closure
and post-closure costs 752 724 2,196 2,067
Unrealized foreign exchange
(gain) loss (48) 10,235 8,096 11,085
Future income taxes 582 510 2,570 (21,037)
Net loss (gain) on derivative
financial instruments 3,260 (9,610) (539) (10,723)
Non-controlling interest 2,427 1,958 5,345 1,629
Landfill closure and
post-closure expenditures (2,325) (4,572) (11,533) (8,278)
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54,321 44,300 141,391 90,277
Changes in non-cash working
capital items (1,813) (4,726) (12,114) (14,832)
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Cash generated from operating
activities 52,508 39,574 129,277 75,445
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INVESTING
Acquisitions (16,050) (11,857) (19,728) (140,332)
Investment in other receivables - - (1,484) -
Proceeds from other receivables 313 230 1,131 835
Funded landfill post-closure costs (925) (276) (2,123) (686)
Purchase of capital assets (19,867) (11,339) (60,195) (36,231)
Purchase of landfill assets (14,736) (13,899) (39,374) (38,967)
Proceeds on disposal of capital
assets 341 243 1,141 243
Investment in deferred costs (514) (1,092) (1,118) (1,567)
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Cash utilized in investing
activities (51,438) (37,990) (121,750) (216,705)
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FINANCING
Payment of deferred financing
costs (277) - (998) (4,033)
Proceeds from term and revolving
loan 71,069 61,171 152,137 465,994
Repayment of revolving loan and
acquired long-term debt (39,386) (36,114) (80,370) (601,607)
Issuance of trust units net
of issuance costs (1) - (46) 351,717
Withholding taxes on foreign
source income (592) - (1,762) -
Distributions paid to
unitholders and participating
preferred shareholders (28,375) (26,417) (83,929) (69,850)
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Cash generated from (utilized in)
financing activities 2,438 (1,360) (14,968) 142,221
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Effect of foreign exchange
changes on foreign cash and cash
equivalents 13 (138) 236 (163)
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NET CASH INFLOW (OUTFLOW) 3,521 86 (7,205) 798
CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD 3,416 13,994 14,142 13,282
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CASH AND CASH EQUIVALENTS,
END OF PERIOD $ 6,937 $ 14,080 $ 6,937 $ 14,080
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BFI CANADA INCOME FUND
Consolidated Statements of Unitholders' Equity
For the periods ended September 30, 2006 and September 30, 2005
(unaudited - in thousands of dollars)
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Three months ended Nine months ended
------------------- -------------------
2006 2005 2006 2005
--------- --------- -------- ---------

BALANCE, BEGINNING OF PERIOD $ 704,815 $ 730,113 $ 745,537 $ 209,093
Net income 11,049 6,296 24,337 5,590
Issuance of trust units, net
of issuance costs and related
tax effect (1) - (46) 385,719
Issuance of trust units on
exchange of participating
preferred shares - 164 17,197 174,243
Distributions (23,802) (20,672) (69,352) (56,210)
Foreign tax credit distributed
to unitholders (592) - (1,762) -
Cumulative foreign currency
translation adjustment 619 (32,885) (23,823) (35,419)
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BALANCE, END OF PERIOD $ 692,088 $ 683,016 $ 692,088 $ 683,016
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