Thayer Capital Partners announced today, following the joint announcement by BFI Canada Income Fund and IESI Corporation of a transaction to combine their two businesses, that two investment funds managed by Thayer Capital Partners (Thayer Equity Investors IV, L.P. and Thayer Equity Investors III, L.P.), will receive an aggregate indirect interest in BFI Canada Income Fund of approximately 24% upon the closing of the transaction. The exact number of units represented by this indirect interest will be fixed at the closing of the transaction. Thayer Capital Partners is the current majority owner of IESI.

Thayer Capital Partners will also acquire indirect control over certain voting rights associated with a single Class A unit of BFI Canada Income Fund (the "Class A Unit") to be issued to IESI on closing of the transaction.

Pursuant to the terms of the transaction, Thayer Capital Partners will be entitled to designate a director of IESI who will in turn be entitled to vote the Class A Unit and to appoint up to two trustees of BFI Canada based on certain conditions. Dan Dickinson, a Managing Partner of Thayer Capital Partners, and Jim Forese, Operating Partner and Chief Operating Officer of Thayer Capital Partners, will serve as the trustee appointees. Mickey Flood, IESI founder, President and CEO, will also serve as one of the seven BFI trustees.

Thayer Capital Partners is a strategically focused private equity investment firm based in Washington, D.C., managing three private equity funds totaling approximately $1.5 billion. The firm manages buyouts, consolidations, and growth equity investments with a focus on industrial products and services.

IESI is one of the leading regional, non-hazardous solid waste management companies in the United States, providing collection, transfer, disposal and recycling services to more than 560,000 residential customers and 56,000 commercial and industrial customers in nine states.

The transaction is expected to close in January 2005, subject to several conditions, including BFI unitholder approval and the receipt of all necessary regulatory approvals.

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