YELLOW PAGES INCOME FUND
TSX : YLO.UN

YELLOW PAGES INCOME FUND

June 19, 2009 11:15 ET

Yellow Pages Group Announces an Offering of $260 Million of Medium Term Notes by YPG Holdings Inc.

MONTREAL, QUEBEC--(Marketwire - June 19, 2009) - THIS MEDIA RELEASE IS NOT FOR DISTRIBUTION IN THE UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Yellow Pages Group announced today an offering by YPG Holdings Inc. (the "Company") of Medium Term Notes for gross proceeds of $260 million. The net proceeds from the issuance of the Notes will be used for general corporate purposes, to repay indebtedness outstanding under the Company's commercial paper program and to repay an amount of $200 million under its term credit facility. This offering is scheduled to close on or about June 25, 2009.

Pursuant to this offering, the Company will issue $260 million of 7.30% Series 7 Notes (compounded semi-annually), which will be dated June 25, 2009, will mature on February 2, 2015 and will be issued at a price of $100.00.

The Series 7 Notes will be guaranteed by Yellow Pages Income Fund (TSX:YLO.UN), YPG Trust, YPG LP, Yellow Pages Group Co., Trader Corporation, YPG (USA) Holdings, Inc., Yellow Pages Group, LLC and YPG Directories, LLC. The Notes have been assigned a rating of BBB (high) with a stable trend by DBRS Limited and a rating of BBB- with a stable outlook from Standard & Poor's Rating Service.

The offering of the Series 7 Notes is made pursuant to the Short Form Base Shelf Prospectus dated June 20, 2008 of the Company and a prospectus and pricing supplement relating to the Series 7 Notes which will be filed by the Company with the securities regulatory authorities in all provinces and territories of Canada. The offering is led by RBC Dominion Securities Inc., Scotia Capital Inc., and BMO Nesbitt Burns Inc., acting as joint bookrunners, with CIBC World Markets Inc., TD Securities Inc., National Bank Financial Inc., HSBC Securities (Canada) Inc., Casgrain & Company Limited and Desjardins Securities Inc. participating as co-managers.

About Yellow Pages Income Fund

Yellow Pages Income Fund indirectly holds an approximate 98% ownership interest in Yellow Pages Group and Trader Corporation. Yellow Pages Group is Canada's leading local commercial search provider. It publishes annually more than 340 Yellow Pages™ and residential directories. The Company owns and manages Canada's most visited online directories, YellowPages.ca™ and Canada411.ca™, as well as CanadaPlus.ca™, a network of seven local city sites. Trader Corporation is a Canadian leader in print and online vertical media with over 160 publications and 20 web sites covering four product verticals: automotive, real estate, generalist, as well as employment and other. Its main print brands include Auto Trader™, Auto Hebdo™, The Bargain Finder™, Buy& Sell™, Renters News™ and Home Renters' Guide™, and its online destinations, AutoTrader.ca™, HomeTrader.ca™, and LesPAC.com. For more information about the Fund, visit www.ypg.com.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

Caution Concerning Forward-Looking Statements

This press release contains forward-looking statements about the objectives, business and affairs of the Company and the Fund. These statements are forward-looking as they are based on our current expectations, as at June 19, 2009, about our business and the markets we operate in, and on various estimates and assumptions. Our actual results could materially differ from our expectations if known or unknown risks affect our business, or if our estimates or assumptions turn out to be inaccurate. As a result, there is no assurance that any forward-looking statements will materialize. We disclaim any intention or obligation to update any forward-looking statements, except as required by law, even if new information becomes available, as a result of future events or for any other reason.

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