Yellow Pages Income Fund Completes $1B IPO

On August 1, 2003, Yellow Pages Income Fund, completed its initial public offering of one hundred million trust units for gross proceeds of $1 billion.

Concurrent with the closing of the offering, the fund acquired an indirect 30.6 per cent ownership interest in Yellow Pages Group Co. (YPG). Montreal-headquartered YPG, is indirectly owned by the fund, which is managed by New York-based Kohlberg Kravis Roberts & Co., Ontario Teachers’ Pension Plan Board and BCE Inc. YPG used the offering proceeds, together with borrowings under new credit facilities, to repay existing indebtedness.

The offering was underwritten by a syndicate of underwriters led by CIBC World Markets Inc., Scotia Capital Inc. and RBC Dominion Securities Inc., and including BMO Nesbitt Burns Inc., TD Securities Inc., National Bank Financial Inc., HSBC Securities (Canada) Inc., Credit Suisse First Boston Canada Inc., Canaccord Capital Corporation, Desjardins Securities Inc., Dundee Securities Corporation and Raymond James Ltd.

The fund and YPG were represented by Stikeman Elliott LLP and Torys LLP. The Stikeman Elliott team was led by André Roy, and included Jean Marc Huot, Bill Braithwaite, Steeve Robitaille, Robert Carelli and Nicolas Vanasse (corporate), Frédéric Harvey, Luc Bernier and Derek Chiasson (tax) and Jean Lamothe (banking). The Torys team included Matthew Cockburn, Adam Armstrong, Phil Brown, Jamie Scarlett, Suh Kim and Paul Guthrie (corporate), Corrado Cardarelli and Ron Nobrega (tax), Edwin Nordholm and Janie Tremblay (banking) and Carolyn Naiman (competition). YPG was also represented in-house by François Ramsay, vice-president, general counsel and secretary.

The underwriters were represented by Goodmans LLP, with a team led by Stephen Pincus and including Neill May, Justin Beber, Steve Cohen, Richard Warren and Erin Nicholas (corporate/securities), Neil Harris, Mitchell Sherman, Jon Northup and Sam Tyler (tax) and Amalia Trister (intellectual property). CIBC World Markets and Scotiabank were also represented in-house by Robert Richardson, vice-president and associate general counsel, and Deborah Alexander, executive vice-president, general counsel and secretary, respectively.