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        Filed by: IESI-BFC Ltd.
Pursuant to Rule 425 under the Securities Act of 1933, as amended

        Subject Company: Waste Services, Inc.
Exchange Act File Number of Subject Company: 000-25955

Forward-Looking Statements

        This communication 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," "continue," and similar expressions are intended to identify such forward-looking statements. These forward-looking statements may include, without limitation, IESI-BFC Ltd.'s expectations with respect to: the synergies, efficiencies, capitalization and anticipated financial impacts of the transaction; approval of the transaction by Waste Services, Inc. stockholders; the satisfaction or waiver of the closing conditions to the transaction; and the timing of the completion of the transaction.

        These forward-looking statements involve significant risks and uncertainties that could cause actual results to differ materially from the expected results. Most of these factors are outside our control and difficult to predict. The following factors, among others, could cause or contribute to such material differences: the ability to obtain the approval of the transaction by Waste Services, Inc. stockholders; the ability to realize the expected synergies resulting for the transaction in the amounts or in the timeframe anticipated; the ability to integrate Waste Services, Inc.'s businesses into those of IESI-BFC Ltd. in a timely and cost-efficient manner; and the ability to obtain governmental approvals of the transaction or to satisfy or waive the other conditions to the transaction on the proposed terms and timeframe. Additional factors that could cause IESI-BFC Ltd.'s results to differ materially from those described in the forward-looking statements can be found in the Registration Statement on Form F-10, as amended, of IESI-BFC Ltd., and the Registration Statement on Form F-4 of IESI-BFC Ltd., each filed with the SEC and available at the SEC's Internet web site (www.sec.gov). IESI-BFC Ltd. cautions that the foregoing list of factors is not exclusive. All subsequent written and oral forward-looking statements concerning IESI-BFC Ltd., the transaction or other matters and attributable to IESI-BFC Ltd. or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. IESI-BFC 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.

Additional Information

        The proposed transaction will be submitted to Waste Services, Inc. stockholders for their consideration. IESI-BFC Ltd. has filed with the SEC a Registration Statement on Form F-4 containing a preliminary proxy statement/prospectus. Stockholders are encouraged to read the preliminary proxy statement/prospectus regarding the proposed transaction and the definitive proxy statement/prospectus when it becomes available, as well as other documents filed with the SEC because they contain important information. Stockholders may obtain a free copy of the preliminary proxy statement/prospectus, and will be able to obtain a free copy of the definitive proxy statement/prospectus when it becomes available, as well as other filings containing information about IESI-BFC Ltd. and Waste Services, Inc., without charge, at the SEC's Internet site (www.sec.gov).

        You may also obtain copies of all documents filed with the SEC regarding this transaction, without charge, from IESI-BFC's website (www.iesi-bfc.com) or by directing a request to IESI-BFC Ltd., 135 Queens Plate Drive, Suite 300, Toronto, Ontario, Canada M9W 6V1, Attention: Investor Relations, (416) 401-7729.

Proxy Solicitation

        IESI-BFC, Ltd., Waste Services, Inc., their respective directors and executive officers and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding IESI-BFC Ltd.'s and Waste Services Inc.'s directors and executive officers is available in the Registration Statement on Form F-4, which was filed with the SEC on January 19, 2010. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is also contained in the above-referenced Registration Statement on Form F-4, and in other relevant materials to be filed with the SEC when they become available.


M E D I A  R E L E A S E

GRAPHIC


IESI-BFC LTD. ANNOUNCES STRONG RESULTS FOR THE THREE MONTHS AND YEAR
ENDED DECEMBER 31, 2009

Toronto, Ontario  — February 23, 2010 —  IESI-BFC Ltd. (the "Company") (NYSE, TSX: BIN) reported financial results for the three months and year ended December 31, 2009.

(All amounts are in United States ("U.S.") dollars, unless otherwise stated)

Management Commentary

For the quarter

Revenue totalled $262.5 million in the quarter compared with $243.6 million in the year ago period. Holding foreign currency exchange ("FX") constant with the prior period, revenue in the fourth quarter would have totalled $249.3 million. In the fourth quarter of 2009 we incurred certain, or non-recurring, costs which are recorded to selling, general and administration expense. These costs include transaction costs related to the acquisition of Waste Services, Inc. ("WSI"), $3.6 million, non-cash fair value adjustments attributable to stock options, $1.0 million, and corporate reorganization expenses related to the dismantling of the income trust structure, $1.3 million. With the exception of $0.2 million of stock option expense recorded in the fourth quarter of 2008, these expenses are not comparable to the prior period. All references to adjusted EBITDA (A) , operating income, net income and net income per weighted average share, reflect the adjustment of the aforementioned costs. Accordingly, adjusted operating income was $39.4 million in the quarter compared to $34.8 million in the comparative period a year ago. Holding FX constant, adjusted operating income amounted to $37.1 million, an increase of $2.3 million over the comparative period. Adjusted EBITDA (A) was $75.4 million in 2009 versus $67.8 million in the same quarter a year ago. Holding FX constant, adjusted EBITDA (A) was $70.8 million, an increase of $3.0 million period to period.

Adjusted net income for the quarter was $15.2 million, or $0.16 per diluted share, compared to $10.1 million, or $0.15 per diluted share in the comparative period. Adjusted net income excluding the impact of FX was $13.8 million, or $0.14 per diluted share, representing an increase of $3.7 million, or a decline of $0.01 per diluted share, period over period. We increased our comparative diluted share count as a result of equity offerings completed in March and June 2009.

In the quarter, organic gross revenue, which includes intercompany revenues, grew 2.9% in Canada. Continued core pricing growth, 3.2%, coupled with volume growth, 0.3%, was partially offset by a fuel surcharge decline of 0.6%. In the U.S., organic gross revenues increased 0.1% in the quarter. While we realized core price growth of 1.8% and recycling and other pricing growth of 0.6%, declines in fuel surcharges, 2.2%, and volumes, 0.1%, offset this growth.

Free cash flow (B) for the quarter totalled $23.5 million compared to $17.4 million in the comparative period last year. Excluding the impact of FX, free cash flow (B) was $20.8 million, representing a 19.4% increase over the same period a year ago.

For the year

For the year ended December 31, 2009, revenues were $1.008 billion, compared with revenues of $1.047 billion in the year ago period. Holding FX constant, year-to-date revenue would have been $1.033 billion. As in the fourth quarter, transaction and related costs, non-cash fair value adjustments for stock options and corporate reorganization costs had a similar impact on year-to date operating income, adjusted EBITDA (A) , net income and net income per weighted average share. Accordingly, adjusting for these costs, coupled with fair value

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movements in rabbi and trust units, adjusted operating income was $133.9 million compared to $122.7 million in the year ago period. Holding FX constant, adjusted operating income was $139.3 million or $16.6 million higher than the year ended December 31, 2008. Adjusted EBITDA (A) was $290.4 million year-to-date versus $290.7 million in 2008. Holding FX constant, adjusted EBITDA (A) was $299.2 million an increase of $8.5 million year over year.

Adjusted net income for the year was $60.1 million, or $0.71 per diluted share, compared to $51.3 million, or $0.75 per diluted share in the comparative period. Adjusted net income excluding the impact of FX was $63.1 million, or $0.74 per diluted share, representing an increase of $11.8 million, or a decline of $0.01 per diluted share, year over year.

For the year, organic gross revenue, which includes intercompany revenues, grew 1.4% in Canada. Continued core pricing growth, 3.2%, was partially offset by a fuel surcharge, volume and recycling and other pricing declines of 0.6%, 0.2% and 1.0%, respectively. In the U.S., organic gross revenues decreased 4.2% year-to-year. While we realized core price growth of 2.2%, declines in fuel surcharges, 2.6%, volumes, 2.3%, and recycling and other pricing, 1.5%, outpaced this growth.

Free cash flow (B) for the year totalled $114.1 million compared to $92.9 million in the comparative period last year. Excluding the impact of FX, free cash flow (B) was $118.7 million, representing a 27.8% increase over the comparative year.

"Our strong results in the fourth quarter cap a year of solid progress for our business and set us up for a promising performance in 2010," said Keith Carrigan, Vice Chairman and Chief Executive Officer, IESI-BFC Ltd. "On a reported basis, which includes the impact of FX, we achieved a revenue improvement of 7.7% in the quarter. We also achieved an 11.1% increase in adjusted EBITDA (A) and a 35.2% improvement in free cash flow (B) . Our business growth can be attributed to our market-by-market strategies for organic improvement as well as targeted tuck-in acquisitions."

Mr. Carrigan continued, "Our achievements in 2009 include two successful equity offerings, a strengthened balance sheet and a listing on the New York Stock Exchange. We also began the process of acquiring WSI, a merger that, when completed, will position us as North America's third largest solid waste management company. As we move forward, we will maintain our disciplined focus on continuous improvement and value creation. For 2010, we anticipate positive revenue and adjusted EBITDA (A) growth as indicated in our 2010 outlook."

Financial and Other Highlights

For the Three months ended December 31, 2009

Revenues increased $5.7 million or 2.3%, excluding the impact of FX

Adjusted EBITDA (A) increased $3.0 million or 4.5%, excluding the impact of FX

Free cash flow increased $3.4 million or 19.4%, excluding the impact of FX

Adjusted net income per diluted share, $0.16, or $0.14 excluding the impact of FX

Core price increased 3.2% in Canada and 1.8% in the U.S.

Volumes increased 0.3% in Canada and declined 0.1% in the U.S.

For the Year ended December 31, 2009

Revenues declined $14.0 million or 1.3%, excluding the impact of FX

Adjusted EBITDA (A) increased $8.5 million or 2.9%, excluding the impact of FX

Free cash flow increased $25.8 million or 27.8%, excluding the impact of FX

Adjusted net income per diluted share, $0.71, or $0.74 excluding the impact of FX

Core price increased 3.2% in Canada and 2.2% in the U.S.

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Volumes decreased 0.6% in Canada and 2.3% in the U.S.

Raised gross common share proceeds of $149.5 million through a U.S. public offering in June 2009 and $74.6 million through a bought deal offering in Canada in March 2009

At December 31, 2009, our consolidated leverage was 2.16 times adjusted EBITDA (A) and funded debt to EBITDA ratios, as defined and calculated in accordance with our Canadian and U.S. long-term debt facilities, are 1.92 and 2.56 times, respectively

Quarterly Dividend Declared

The Company also announced that its Board of Directors declared a quarterly dividend of $0.125 Canadian per share for shareholders of record on March 31, 2010. The dividend will be paid on April 15, 2010.

2010 Outlook

The Company provided its outlook for 2010 assuming no change in the current economic environment and excluding the impact of any additional acquisitions, including WSI, and the associated expenses to close the WSI acquisition. For the purposes of these estimates, the Company is assuming a Canadian to U.S. currency exchange rate of $0.952.

The outlook provided below is forward looking, and actual results may differ materially depending on risks and uncertainties detailed in the section on forward-looking statements at the end of this press release.

Revenue is estimated to be in a range of $1.065 to $1.100 billion

Adjusted EBITDA (A) is estimated to be in a range of $315 to $325 million

Amortization expense, as a percentage of revenue, is estimated to be in a range of 14.5% to 15.0%

Capital and landfill expenditures are estimated to be in a range of $105 to $120 million

Free cash flow (B) is estimated to be in a range of $135 to $145 million

Expected annual cash dividend of $0.50 Canadian per share, payable on a quarterly basis

FX Rates

Our consolidated financial position and operating results have been translated to U.S. dollars applying the following FX rates:

 
  2009   2008  
 
  Consolidated
Balance Sheet
  Consolidated
Statement of
Operations and
Comprehensive Income
  Consolidated
Balance Sheet
  Consolidated
Statement of
Operations and
Comprehensive Income
 
 
  Current   Average   Cumulative
Average
  Current   Average   Cumulative
Average
 

March 31

  $ 0.7935   $ 0.8030   $ 0.8030   $ 0.9729   $ 0.9959   $ 0.9959  

June 30

  $ 0.8602   $ 0.8568   $ 0.8290   $ 0.9817   $ 0.9901   $ 0.9930  

September 30

  $ 0.9327   $ 0.9113   $ 0.8547   $ 0.9435   $ 0.9599   $ 0.9817  

December 31

  $ 0.9555   $ 0.9467   $ 0.8760   $ 0.8166   $ 0.8248   $ 0.9371  

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Financial Highlights

(in thousands of U.S. dollars,
except per weighted average share or trust unit amounts, unless otherwise stated)

 
  Three months ended
December 31
  Year ended
December 31
 
 
  2009   2008   2009   2008  
 
  (unaudited)
  (unaudited)
   
   
 

Operating results

                         

Revenues

  $ 262,462   $ 243,606   $ 1,008,466   $ 1,046,803  

Operating expenses

    152,135     145,247     588,104     629,748  

Selling, general and administration ("SG&A")

    40,897     30,717     136,846     123,426  

Amortization

    36,000     33,562     156,702     168,859  

Net gain on sale of capital and landfill assets

    (70 )   (511 )   (198 )   (862 )
                   

Operating income

    33,500     34,591     127,012     125,632  

Interest on long-term debt

    7,979     11,379     34,225     51,490  

Net foreign exchange loss (gain)

    38     5     276     (612 )

Net (gain) loss on financial instruments

    (696 )   6,367     (1,562 )   9,990  

Conversion costs

    90     921     298     3,137  

Other expenses

    53     35     162     123  
                   

Income before income taxes

    26,036     15,884     93,613     61,504  

Income tax expense

    16,161     5,965     39,885     6,545  
                   

Net income

  $ 9,875   $ 9,919   $ 53,728   $ 54,959  
                   

Net income per weighted average share, basic

  $ 0.11   $ 0.14   $ 0.64   $ 0.80  

Net income per weighted average share, diluted

  $ 0.11   $ 0.14   $ 0.63   $ 0.80  

Weighted average number of shares outstanding (thousands), basic

    82,332     57,714     73,892     57,706  

Weighted average number of shares outstanding (thousands), diluted

    93,431     68,851     85,020     68,843  

Adjusted EBITDA (A)

  $ 75,363   $ 67,801   $ 290,449   $ 290,697  

Adjusted operating income

  $ 39,433   $ 34,750   $ 133,945   $ 122,700  

Adjusted net income

  $ 15,241   $ 10,111   $ 60,094   $ 51,339  

Adjusted net income per average share, basic

  $ 0.16   $ 0.15   $ 0.71   $ 0.75  

Adjusted net income per average share, diluted

  $ 0.16   $ 0.15   $ 0.71   $ 0.75  

Replacement and growth expenditures (see page 12)

                         

Replacement expenditures

  $ 24,580   $ 30,085   $ 73,674   $ 86,291  

Growth expenditures

    9,821     8,931     48,602     54,804  
                   

Total replacement and growth expenditures

  $ 34,401   $ 39,016   $ 122,276   $ 141,095  
                   

Operating and free cash flow (B)

                         

Cash generated from operating activities

  $ 63,620   $ 49,311   $ 256,269   $ 218,481  

Free cash flow (B)

  $ 23,505   $ 17,379   $ 114,109   $ 92,909  

Free cash flow (B) per weighted average share outstanding, diluted

  $ 0.25   $ 0.25   $ 1.34   $ 1.35  

Dividends and distributions

                         

Dividends and distributions declared (shares or trust units)

  $ 19,265   $ 15,095   $ 68,825   $ 92,154  

Dividends declared (participating preferred shares ("PPSs"))

    2,608     2,922     9,748     17,830  
                   

Total dividends and distributions declared

  $ 21,873   $ 18,017   $ 78,573   $ 109,984  
                   

Total dividends or distributions declared per weighted average share or trust unit, diluted

  $ 0.23   $ 0.26   $ 0.92   $ 1.60  

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FX Impact on Consolidated Results

        The following tables have been prepared to assist readers in assessing the impact of FX on select consolidated results for the three months and year ended December 31, 2009.

 
  Three months ended  
 
  December 31,
2008
  December 31,
2009
  December 31,
2009
  December 31,
2009
  December 31,
2009
 
 
  (unaudited)
  (unaudited)
  (unaudited)
  (unaudited)
  (unaudited)
 
 
  (as reported)
  (organic,
acquisition and
other non-
operating
changes)

  (holding FX
constant with the
comparative
period)

  (FX impact)
  (as reported)
 

Consolidated Statement of Operations

                               

Revenues

  $ 243,606   $ 5,666   $ 249,272   $ 13,190   $ 262,462  

Operating expenses

    145,247     51     145,298     6,837     152,135  

SG&A

    30,717     8,816     39,533     1,364     40,897  

Amortization

    33,562     202     33,764     2,236     36,000  

Net gain on sale of capital assets

    (511 )   455     (56 )   (14 )   (70 )
                       

Operating income

    34,591     (3,858 )   30,733     2,767     33,500  

Interest on long-term debt

    11,379     (3,806 )   7,573     406     7,979  

Net foreign exchange loss

    5     36     41     (3 )   38  

Net (gain) loss on financial instruments

    6,367     (7,122 )   (755 )   59     (696 )

Conversion costs

    921     (841 )   80     10     90  

Other expenses

    35     18     53         53  
                       

Income before income taxes

    15,884     7,857     23,741     2,295     26,036  

Net income tax expense

    5,965     9,793     15,758     403     16,161  
                       

Net income

  $ 9,919   $ (1,936 ) $ 7,983   $ 1,892   $ 9,875  
                       

Adjusted EBITDA (A)

  $ 67,801   $ 3,020   $ 70,821   $ 4,542   $ 75,363  

Adjusted operating income

  $ 34,750   $ 2,363   $ 37,113   $ 2,320   $ 39,433  

Adjusted net income

  $ 10,111   $ 3,658   $ 13,769   $ 1,472   $ 15,241  

Free cash flow (B)

  $ 17,379   $ 3,375   $ 20,754   $ 2,751   $ 23,505  

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