December 07, 2009 09:31 ET

Yellow Pages Income Fund Announces $125 Million Offering of Cumulative Rate Reset Preferred Shares

MONTREAL, QUEBEC--(Marketwire - Dec. 7, 2009) -


Yellow Pages Income Fund (the "Fund")(TSX:YLO.UN) announced today that its subsidiary, YPG Holdings Inc. (the "Issuer"), will be issuing 5,000,000 cumulative rate reset preferred shares, series 5 (the "Series 5 Preferred Shares") for aggregate gross proceeds of $125 million on a bought deal basis to a syndicate of underwriters led by BMO Capital Markets, CIBC, RBC Capital Markets and Scotia Capital Inc., acting as joint book-runners. The Series 5 Preferred Shares will pay cumulative dividends of $1.7250 per share per annum, yielding 6.90% per annum, payable quarterly, for the initial five and one-half year period ending June 30, 2015. The dividend rate will be reset on June 30, 2015 and every five years thereafter at a rate equal to the 5-year Government of Canada bond yield plus 4.26 %. The Series 5 Preferred Shares will be redeemable by the Issuer on or after June 30, 2015, in accordance with their terms.

Holders of the Series 5 Preferred Shares will have the right, at their option, to convert their shares into cumulative floating rate preferred shares, series 6, (the "Series 6 Preferred Shares") subject to certain conditions, on June 30, 2015 and on June 30 every five years thereafter. Holders of the Series 6 Preferred Shares will be entitled to receive cumulative quarterly floating dividends at a rate equal to the three-month Government of Canada Treasury Bill yield plus 4.26%.

The Issuer has also granted the underwriters the option to purchase up to 750,000 additional Series 5 Preferred Shares to cover over-allotments, exercisable in whole or in part anytime up to 30 days following closing of the offering.

Net proceeds resulting from the sale of the Series 5 Preferred Shares of the Issuer shall be used by the Issuer to repay indebtedness, and for general corporate purposes.

The Series 5 Preferred Shares will be offered for sale to the public in each of the provinces and territories of Canada pursuant to a short form prospectus of the Issuer to be filed with Canadian securities regulatory authorities in all Canadian jurisdictions.

The offering is scheduled to close on or about December 22, 2009, subject to certain conditions, including conditions set forth in the underwriting agreement.

About Yellow Pages Income Fund

Yellow Pages Income Fund indirectly holds an approximate 99% 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(TM) and residential directories. The Company owns and manages Canada's most visited online directories, and, as well as, 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(TM), Auto Hebdo(TM), The Bargain Finder(TM), Buy&Sell(TM), Renters News(TM) and Home Renters' Guide(TM), and its online destinations,,, and

For more information about the Fund, visit

The Series 5 Preferred Shares have not been, nor will be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. persons absent registration or applicable exemption from the registration requirement of such Act and applicable state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such jurisdiction.

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