YPG Holdings Files $1B MTN Shelf Prospectus

On April 7, 2004, YPG Holdings Inc., an indirect subsidiary of Yellow Pages Income Fund, filed a final short form base shelf prospectus with the securities regulatory authorities in each of the provinces and territories of Canada for the offering of up to $1 billion of medium term notes. The offering is one of the first MTN financings in connection with an income fund structure in Canada. The notes will be guaranteed by Yellow Pages Income Fund, YPG LP and Yellow Pages Group Co., a wholly-owned subsidiary of YPG Holdings.

The net proceeds from the initial issuance of notes will be used to repay amounts under existing credit facilities of YPG Holdings and for its general corporate purposes. Thereafter, the net proceeds from the issuance of the notes will be used for general corporate purposes.
The dealers for the offering were CIBC World Markets Inc., RBC Dominion Securities Inc., Scotia Capital Inc., BMO Nesbitt Burns Inc., TD Securities Inc., National Bank Financial Inc. and HSBC Securities (Canada) Inc.

Yellow Pages was represented in-house by François Ramsay, vice-president, general counsel and secretary; and assisted by Stikeman Elliott LLP, with a team that included André Roy, Jean Marc Huot, Robert Carelli, Nicolas Vanasse and Sarah Landry-Maltais (corporate/securities), Jean Lamothe (banking) and Frédéric Harvey and Christian Meighen (tax).

The dealers were represented by Ogilvy Renault, with a team that included Norman Steinberg, Renaud Coulombe, Stephen Kelly and Elliot Greenstone (corporate/securities), Christian Sioufi and Catherine Mateu (banking) and Jules Charette and Éric Gélinas (tax).