The notes will not be secured by any assets of the Company or BFI. Therefore, holders of secured indebtedness of the Company or BFI would have a claim on the assets securing such indebtedness that effectively ranks prior to the claim of holders of the notes and would have a claim that ranks equal with the claim of holders of notes to the extent that such security did not satisfy the secured indebtedness. Furthermore, although covenants given by the Company in various agreements may restrict incurring secured indebtedness, such indebtedness may, subject to certain conditions, be incurred.

The notes will rank equal in right of payment to the existing BFI senior notes and any of BFI's future unsecured, unsubordinated senior indebtedness. BFI issued or became an obligor under (as the case may be) the existing BFI senior notes, which are an aggregate principal amount of approximately US$9.15 billion and such indebtedness will rank equally to the notes offered hereby. In addition, the notes will be effectively subordinated in right of payment to any of BFI's future secured indebtedness, to the extent of the value of the assets securing such indebtedness. BFI will not be restricted in its ability to make investments or incur debt.