Yellow Pages prices note offering at $315-million
YELLOW PAGES Ltd.’s wholly owned subsidiary, Yellow Pages Digital & Media Solutions Ltd., has priced its previously announced offering of senior secured notes. The issuer will issue $315-million in aggregate principal amount of 10 per cent senior secured notes due Nov. 1, 2022, at an issue price of $980 per $1,000 principal amount of notes. The notes will accrue interest from Oct. 19, 2017, at a rate of 10 per cent per year, payable in equal semi-annual instalments in arrears on May 1 and Nov. 1 of each year commencing May 1, 2018.
The notes will be guaranteed by the company and the company’s subsidiaries and secured by first-priority liens and security interests, subject to permitted liens, in substantially all of the assets (other than the assets securing the issuer’s asset-based debt facility) now owned or hereafter acquired by the issuer and the guarantors. The notes will be senior secured obligations of the issuer. The notes will rank equally in right of payment with all indebtedness of the issuer that is not expressly subordinated in right of payment to the notes, and the notes will rank senior in right of payment to all existing and future subordinated indebtedness of the company.
The offering is being underwritten by BMO Capital Markets and National Bank Financial Markets, as joint bookrunners, in a syndicate that includes Canaccord Genuity, RBC Capital Markets, Beacon Securities and Casgrain.
The notes will be offered in a private placement in Canada under available prospectus exemptions. The notes will also be offered in the United States to persons reasonably believed to be qualified institutional buyers under Rule 144A under the U.S. Securities Act of 1933, as amended, and outside the United States to non-U.S. persons as defined in and in accordance with Regulation S under the Securities Act.
The offering is expected to close on or about Oct. 19,
2017, subject to customary closing conditions.
The issuer will use the net proceeds from the sale of the notes, after deducting the underwriters’ commissions and estimated expenses of the offering, to refinance its existing 9.25 per cent senior secured notes due Nov. 30, 2018. The offering is expected to enhance Yellow Pages’ credit profile by positioning the company for further deleveraging and extending its debt maturity.
About Yellow Pages Ltd.
Yellow Pages is a Canadian digital media and marketing company that creates opportunities for buyers and sellers to discover, find, interact and transact in the local economy. In addition, Yellow Pages is a leader in national advertising through its businesses devoted to servicing the marketing needs of large North American brands, including Mediative and Juice.
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