Yellow Pages Group Acquires Advertising Directory Solutions

On May 25, 2005, Yellow Pages Group (YPG) through Yellow Pages Income Fund acquired Advertising Directory Solutions Inc. (ADS)—Canada's second largest directory publisher, and publishes directories under the SuperPages brand name. ADS is the incumbent telephone directories publisher in Alberta and British Columbia, and is the official directory publisher for TELUS. YPG purchased the business from an affiliate of Bain Capital, a leading global investment firm, for a purchase price of approximately C$2.55 billion payable with cash at closing, subject to a deduction for indebtedness. The completion of this transaction followed regulatory clearance from the Competition Bureau on May 17, 2005. The ADS operating company has been renamed Yellow Pages Inc./Pages Jaunes Inc. YPG operates Canada's leading online directories including YellowPages.ca, Canada411.ca as well as the CanadaPlus.ca network.

YPG's legal team was headed by François Ramsay, vice-president, general counsel and secretary of YPG, assisted by Martin Joyal, director of legal affairs and in-house counsel Marie-Josée Lapierre. YPG was represented by Blake, Cassels & Graydon LLP on the acquisition, while Stikeman Elliott LLP represented YPG on related tax matters. The Blakes team included Peter Gilchrist, John Tuzyk, Frank Guarascio, Bryson Stokes, Kim Harle, Kate McGilvray, Michael Stevenson, Elizabeth Sale and Bonny Miller (M&A), Cal Goldman, Q.C., Brian Facey, Chris Hersh and Micah Wood (competition/regulatory), Jeff Sommers and Karen Shaver (pensions) and Minami Ganaha (IP). The Stikeman team included Robert Hogan, Frédéric Harvey and Christian Meighen (tax).

Bain Capital was represented by a team from Ropes & Gray LLP in Boston that included Newcomb Stillwell, Howard Glazer and Rom Watson, and a team from Davies Ward Phillips & Vineberg LLP that included Timothy Moran and Jennifer Pankratz (M&A), Sonny Bhalla (banking), Siobhan Monaghan and Ian Crosbie (tax), Andrea Burke (litigation) and George Addy, John Bodrug, Mark Katz and Elisa Kearney (competition/regulatory).