Yellow Media inc. acquires Canpages

March 29, 2010 Client: Yellow Media Inc.

On March 29, 2010, Yellow Media Inc., a subsidiary of Yellow Pages Income Fund and member of the Yellow Pages Group (YPG) reached a definitive agreement to acquire Canadian Phone Directories Holdings Inc. and its wholly-owned subsidiary Canpages Inc. (Canpages), 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 million.  The purchase price consideration is comprised of $75 million payable cash at closing and the issuance of $150 million of mandatory exchangeable promissory notes of Yellow Media Inc.

Headquartered in Vancouver, Canpages publishes 84 print directories for a total circulation of approximately 8 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 million with an online contribution of approximately 23%.  The company employs 700 people in Canada, of which more than 450 are sales consultants.

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 Theriault and Pascal Rodier (Transactional), Julie Dallaire (Intellectual Property); and Martin Rochette (Pension and Benefits).

In addition to the Canpages acquisition, YPG announced the contribution of its U.S. directory operations, YPG Directories, LLC, publisher of Your Community Phone Book (YCB), to Ziplocal, LP.  YCB is the publisher of independent directories in selected mid-Atlantic and south-east American markets.

In connection with the YCB transaction, Ogilvy Renault LLP acted as Canadian counsel to YPG with a team that included Steve Malas, Amar Leclair-Ghosh and Dustin Sean Isaacs.