Yellow Media Acquires Canpages

On June 23, 2010, Yellow Media Inc., owner of Yellow Pages Group (“YPG”), closed its acquisition of Canadian Phone Directories Holdings Inc. and its wholly owned subsidiary Canpages Inc., a local search and directories publisher in Canada, from an investor group led by private equity firm HM Capital Partners, for a purchase price consideration of approximately $225,000,000. The purchase price consideration is comprised of cash and the issuance of mandatory exchangeable promissory notes of Yellow Media Inc.

Headquartered in Vancouver, Canpages publishes 84 print directories for a total circulation of approximately eight million copies. The company's website, www.canpages.ca, attracts more than 3.5 million unique visitors each month. Canpages generates annualized revenues of $110,000,000 with an online contribution of approximately 23 per cent. The company employs 700 people in Canada, of whom more than 450 are sales consultants.

YPG's in-house team was led by François Ramsay, Senior Vice President, General Counsel and Secretary, with the assistance of Marie-Josée Lapierre, Director, Legal Affairs, Martin Leblanc, Director, Legal Affairs, Treena Cooper, Legal Counsel and Adam Sargon, Legal Counsel. YPG was represented by Ogilvy Renault LLP with a team led by Steve Malas and Amar Leclair-Ghosh and including Dustin Sean Isaacs and Amy Grubb (corporate/M&A/securities); Michael Horvat (employment and labour); Miguel Manzano and Jean-Nicolas Prévost (real estate); Martin Thériault and Pascal Rodier (transactional), Julie Dallaire (intellectual property) and Martin Rochette (pension and benefits). YPG was advised on competition and regulatory matters by Blake, Cassels & Graydon LLP with a team that comprised Calvin Goldman, Brian Facey, Jason Gudofsky, Micah Wood and Angie Morris, and on tax and banking matters by Stikeman Elliott LLP with a team that comprised Jean Lamothe, Sylvia Avedis and Lana Rabinovitch (banking); Robert Carelli (securities) and Luc Bernier, Christian Meighen and Nadia Rusak (tax).

Canpages was led by its in-house counsel Paula Pépin and was represented by Davies Ward Phillips & Vineberg LLP with a team that included Sarbjit Basra, Conrad Druzeta, Anthony Spadaro and Tiffany Jung (corporate/M&A/securities); Derek Vesey (banking); Natasha vandenHoven (employment and labour); George Addy, John Bodrug, Mark Katz and Jim Dinning (competition) and Raj Juneja (tax).

In addition to the Canpages acquisition, YPG announced the contribution of its US directory operations, YPG Directories, LLC, publisher of Your Community PhoneBook (“YCB”), to Ziplocal, LP. YCB is the publisher of independent directories in selected mid-Atlantic and southeast American markets.

In connection with the YCB transaction, YPG was represented in the US by Ropes & Gray LLP with a team led by Jane Goldstein and including Michael Mano and Lee Allison. Ogilvy Renault LLP acted as Canadian counsel to YPG with a team that included Steve Malas, Amar Leclair-Ghosh and Dustin Isaacs. YPG was advised on US antitrust and regulatory matters by Howrey LLP with a team led by James Rill, John Taladay and Stacy Turner.

Ziplocal, LP was represented by Weil, Gotshal & Manges LLP with a team that included Glenn West, Jeffrey Hitt, Matt Newby and Kevin Crews.