CDP Capital D'Amérique Investissements Closes Secondary Private Placement of Quebecor Inc.

Quebecor Inc. and Caisse de dépôt et placement du Quebec (“Caisse”) closed the secondary private placement by CDP Capital d'Amérique Investissements Inc. (“CDP Capital”), a subsidiary of Caisse, of $305-million aggregate principal amount of Quebecor's 4.125 per cent convertible unsecured subordinated debentures due 2018 (the “Debentures”). All of the Debentures were sold by CDP Capital as part of the transaction announced on October 3, 2012, allowing the Caisse to rebalance its portfolio by disposing of a portion of this significant position in the media and telecommunications industry. The secondary private placement of the Debentures was led by UBS Securities LLC and TD Securities Inc. as joint book-running managers.

The transaction was led in-house by Christian Marcoux, director legal affairs, financing and M&A, with a team that included: Dominique Poulin-Gouin, senior legal counsel, corporate secretariat, and Dominique For-tin, director, compliance, corporate secretariat and assistant secretary. Norton Rose Fulbright Canada LLP acted as special Canadian and US counsel to Quebecor with a team that was led by Peter Wiazowski and which included David Millette, Meghan Stewart and Vincent Filiatrault (corporate and securities), and Jules Charette and Antoine Desroches (tax). David Saltzman, Sara Clevering and Alyssa Kollmeyer of Ropes & Gray LLP advised Quebecor Inc. with respect to US tax matters. Gabriel Castiglio and Caitlin Rose (corporate and securities) of Fasken Martineau DuMoulin LLP also advised Quebecor with respect to certain matters.

The joint book-running managers were represented by Skadden, Arps, Slate, Meagher & Flom LLP with respect to US law matters with a team that was led by Riccardo Leofanti (corporate finance and securities), Yossi Vebman (corporate finance and derivatives financial products) and Eric Sensenbrenner (tax), and included Michael Acedo, Vittoria Varalli and Patrick Gordon (corporate); Justin Michael and Michael Ena (corporate finance and derivatives financial products); and Alexander Ifill (M&A) and Matthew Donnelly (tax); and on Canadian law matters by Osler, Hoskin & Harcourt LLP with a team that included Ward Sellers, Christopher Main and Raphael Amram (corporate and securities); and Mark Brender and Alain Fournier (tax).

CDP Capital was represented in-house by Marie Giguere and Anne-Marie Laberge; and externally by Davies Ward Phillips & Vineberg LLP with a team that included Neil Kravitz, Jeffrey Nadler and Julien Brosseau (corporate and securities).

Lawyer(s)

Dominique Fortin Antoine Desroches Raphaël Amram Christopher Main Jeffrey Nadler Alain Fournier Jules Charette Peter J. Wiazowski Mark D. Brender Christian Marcoux Caitlin Rose Neil Kravitz David Millette Gabriel Castiglio Ward A. Sellers