Back to News
Montreal (Quebec), October 19, 2023 — Yellow Pages Limited (TSX: Y) (the “Company”), a leading Canadian digital media and marketing company, today announced that the Board has approved a distribution to the Company’s shareholders (the “Shareholders”) of approximately $50 million by way of a share repurchase from all shareholders pursuant to a statutory arrangement under the Business Corporations Act (British Columbia). The arrangement will be effected pursuant to a plan of arrangement (the “Arrangement”) which provides that the Company will repurchase from Shareholders pro rata an aggregate of 4,440,497 common shares at a purchase price of $11.26 per share, which represents the volume weighted average price for the five consecutive trading days ending the trading day immediately prior to October 19, 2023.
Under the Arrangement, the Company will also advance the previously announced voluntary incremental cash contributions to the Company’s defined benefit pension plan’s (the “Pension Plan”) wind-up deficit by an amount of $12 million during the year ending December 31, 2023, bringing 2023 cash payments to the Pension Plan’s wind-up deficit to $18 million by the end of the year. The incremental voluntary cash infusion of $12 million during the year ended December 31, 2023 represents advancing the voluntary $6 million contributions intended in years 2025 and 2026 that were part of the Deficit Reduction Plan announced in May of 2021 to increase the probability that the Pension Plan will be fully funded by 2030. The probability of achieving a wind-up ratio of 100% by 2030 is dependent upon certain uncontrollable factors, including, among others, market returns and discount rates. The Board will continue to review the Deficit Reduction Plan annually.
The Arrangement is subject to the approval of at least 66 2/3% of the votes cast by the holders of shares at a special meeting of shareholders that is scheduled to be held virtually on November 30, 2023 to approve the Arrangement. The record date for the meeting has been set at the close of business on October 23, 2023. The Arrangement is expected to be completed before the end of 2023. Shareholders holding in excess of 77% of the outstanding shares have agreed with the Company to vote in favor of the arrangement. The Arrangement is also subject to the receipt of the approval of the Supreme Court of British Columbia.
About Yellow Pages Limited
Yellow Pages Limited (TSX: Y) is a Canadian digital media and marketing company that creates opportunities for buyers and sellers to interact and transact in the local economy. Yellow Pages holds some of Canada’s leading local online properties including YP.ca, Canada411.ca and 411.ca. The Company also holds the YP, Canada411 and 411 mobile applications and Yellow Pages print directories. For more information visit www.corporate.yp.ca.
Caution Concerning Forward-Looking Statements
This press release contains certain forward-looking statements about the Arrangement within the meaning of applicable securities laws. Completion of the Arrangement is subject to a number of risks. Risks that could cause our results to differ materially from our current expectations, and that could impact the Arrangement, are discussed in section 5 of our August 8, 2023 Management’s Discussion and Analysis. We disclaim any intention or obligation to update any forward-looking statements, except as required by law, even if new information becomes available, as a result of future events or for any other reason.
Investors & Media
Senior Vice-President and Chief Financial Officer