PROGRESSIVE WASTE SOLUTIONS LTD.
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(Name of Issuer)
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COMMON SHARES
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(Title of class of securities)
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74339G101
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(CUSIP number)
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Robb LeMasters
Blue Harbour Group, LP
646 Steamboat Road
Greenwich, Connecticut 06830
(203) 422-6540
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(Name, address and telephone number of person authorized to receive notices and communications)
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JUNE 27, 2013
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(Date of event which requires filing of this statement)
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CUSIP No. 74339G101
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13D
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Page 2
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1
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NAME OF REPORTING PERSON:
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Blue Harbour Group, LP
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) o
(b) x
|
3
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SEC USE ONLY
|
|
4
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SOURCE OF FUNDS:
|
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
|
Delaware
|
NUMBER OF
SHARES
|
7
|
SOLE VOTING POWER:
|
0
|
|
BENEFICIALLY
OWNED BY |
8
|
SHARED VOTING POWER:
|
6,399,428
|
|
EACH
REPORTING |
9
|
SOLE DISPOSITIVE POWER:
|
0
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER:
|
6,399,428
|
|
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
|
6,399,428
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
|
|
o
|
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
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5.6%
|
|
14
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TYPE OF REPORTING PERSON:
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PN
|
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CUSIP No. 74339G101
|
13D
|
Page 3
|
1
|
NAME OF REPORTING PERSON:
|
Blue Harbour Holdings, LLC
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS:
|
N/A
|
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
|
Delaware
|
NUMBER OF
SHARES
|
7
|
SOLE VOTING POWER:
|
0
|
|
BENEFICIALLY
OWNED BY |
8
|
SHARED VOTING POWER:
|
6,399,428
|
|
EACH
REPORTING |
9
|
SOLE DISPOSITIVE POWER:
|
0
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER:
|
6,399,428
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
|
6,399,428
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
|
|
o
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
|
5.6%
|
|
14
|
TYPE OF REPORTING PERSON:
|
OO
|
|
CUSIP No. 74339G101
|
13D
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Page 4
|
1
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NAME OF REPORTING PERSON:
|
Clifton S. Robbins
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
|
(a) o
(b) x
|
3
|
SEC USE ONLY
|
|
4
|
SOURCE OF FUNDS:
|
N/A
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e):
|
o |
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION:
|
United States of America
|
NUMBER OF
SHARES
|
7
|
SOLE VOTING POWER:
|
0
|
|
BENEFICIALLY
OWNED BY |
8
|
SHARED VOTING POWER:
|
6,399,428
|
|
EACH
REPORTING |
9
|
SOLE DISPOSITIVE POWER:
|
0
|
|
PERSON WITH
|
10
|
SHARED DISPOSITIVE POWER:
|
6,399,428
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
|
6,399,428
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES:
|
|
o |
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
|
5.6%
|
|
14
|
TYPE OF REPORTING PERSON:
|
IN
|
|
ITEM 1. | SECURITY AND ISSUER |
ITEM 2. | IDENTITY AND BACKGROUND. |
ITEM 3. | SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION. |
ITEM 4. | PURPOSE OF TRANSACTION. |
ITEM 5. | INTEREST IN SECURITIES OF THE ISSUER. |
ITEM 6. | CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. |
ITEM 7. | MATERIAL TO BE FILED AS EXHIBITS. |
Agreement as to Joint Filing of Schedule 13D, dated July 5, 2013, by and among Manager, Manager GP and Mr. Robbins.
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BLUE HARBOUR GROUP, LP
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|||
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By: Blue Harbour Holdings, LLC, its general partner | ||||
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|||
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By: |
/s/ Clifton S. Robbins
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||
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Name: |
Clifton S. Robbins
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||
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Title: |
Managing Member
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||
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BLUE HARBOUR HOLDINGS, LLC
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|||
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By: |
/s/ Clifton S. Robbins
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||
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Name: |
Clifton S. Robbins
|
||
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Title: |
Managing Member
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||
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|||
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/s/ Clifton S. Robbins
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|||
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Clifton S. Robbins
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Reporting Person
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Date
|
Transaction
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Number of
Shares of
Common Stock
|
Price Per Share*
|
||||||
Manager
|
5/31/2013
|
Purchase
|
35,650
|
$
|
23.13
|
|||||
Manager
|
6/3/2013
|
Purchase
|
164,350
|
$
|
22.77
|
|||||
Manager
|
6/24/2013
|
Purchase
|
10,450
|
$
|
20.59
|
|||||
Manager
|
6/27/2013
|
Purchase
|
549,100
|
$
|
20.80
|
|||||
Manager
|
6/28/2013
|
Purchase
|
4,600
|
$
|
21.18
|
|||||
Manager | 7/5/2013 |
Purchase
|
104,300 | $ | 21.22 |
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BLUE HARBOUR GROUP, LP
|
|||
|
|
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By: Blue Harbour Holdings, LLC, its general partner | ||||
|
|
|||
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By: |
/s/ Clifton S. Robbins
|
||
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Name: |
Clifton S. Robbins
|
||
|
Title: |
Managing Member
|
||
|
BLUE HARBOUR HOLDINGS, LLC
|
|||
|
By: |
/s/ Clifton S. Robbins
|
||
|
Name: |
Clifton S. Robbins
|
||
|
Title: |
Managing Member
|
||
|
|
|||
|
/s/ Clifton S. Robbins
|
|||
|
Clifton S. Robbins
|