MONTREAL, QUEBEC--(Marketwire - Oct 3, 2012) - Pursuant to Sections 3.01, 3.03 and 3.07 of the Indenture (the "Indenture"), dated as of October 5, 2007 by and among Quebecor Media Inc. ("QMI"), a corporation under the laws of the Province of Québec, each subsidiary guarantor party thereto, and U.S. Bank, National Association, as trustee and paying agent (the "Trustee"), notice is hereby given that, subject to the terms of the Indenture, QMI is electing to redeem $320,000,000 aggregate principal amount of outstanding 7 3/4% Senior Notes due March 15, 2016 (the "Notes") at a redemption price of 102.583% of the principal amount redeemed, plus accrued and unpaid interest on the Notes redeemed to, but not including, the Redemption Date (as defined below), on the terms set forth below. As at the date of this notice, US$700,000,000 aggregate principal amount of the Notes is outstanding. Capitalized terms used but not defined in this Notice of Redemption have the meaning specified in the Indenture.
|Redemption Date:||November 2, 2012 (the "Redemption Date").|
|Redemption Price:||US$1,025.83 in principal amount per $1,000.00 principal amount redeemed, plus approximately $29.49 in accrued and unpaid interest to but not including the Redemption Date (the "Redemption Price").|
|Paying Agent:||Holders of the Notes will be paid the Redemption Price upon presentation and surrender of their Notes for redemption at the Paying Agent''s address indicated below. Notes called for redemption must be so surrendered in order to collect the Redemption Price. The Paying Agent''s address for delivery of the Notes is as follows:|
|Registered & Certified Mail:||Regular Mail or Courier:||In Person by Hand Only:|
|U.S. Bank, National Association||U.S. Bank, National Association||U.S. Bank, National Association|
|Corporate Trust Services||Corporate Trust Services||Corporate Trust Services|
|1350 Euclid Ave.||1350 Euclid Ave.||1350 Euclid Ave.|
|Cleveland, OH 44115||Cleveland, OH 44115||Cleveland, OH 44115|
To facilitate prompt payment, the Notes called for redemption should be surrendered as soon as possible to the Paying Agent. SECURITIES HELD IN BOOK-ENTRY FORM WILL BE REDEEMED IN ACCORDANCE WITH THE APPLICABLE PROCEDURES OF THE DEPOSITORY TRUST CORPORATION.
The Notes called for redemption are being redeemed pursuant to Section 3.07 of the Indenture and will become due on the Redemption Date. The Redemption Price will be paid promptly following the later of the Redemption Date and the time of surrender of the Notes called for redemption to the Paying Agent. On the Redemption Date, the Redemption Price will become due and payable upon each Note to be redeemed, and, unless QMI defaults in paying the Redemption Price, interest on the Notes will cease to accrue on and after the Redemption Date.
Neither QMI nor the Trustee shall be held responsible for the selection or use of the CUSIP number listed in this notice, nor is any representation made by QMI or the Trustee as to the correctness or accuracy of the CUSIP number listed in this notice or printed on the Notes. They are included solely for the convenience of the Holders.
If you have any questions concerning this notice of redemption, please contact Jean-Francois Pruneau, Chief Financial Officer, at (514) 380-4144 or via mail c/o Quebecor Media Inc., 612 St-Jacques Street, Montréal, Québec, Canada, H3C 4M8.
IMPORTANT NOTICE AND TAXPAYER INFORMATION
Under current United States federal income tax law, backup withholding, at a rate of 28%, generally may apply to the payment of gross redemption proceeds, unless (i) in the case of a non-corporate holder that is a beneficial owner of Notes and that is a United States person (as determined for U.S. federal income tax purposes), the paying agent has received a properly completed IRS Form W-9 setting forth the holder''s taxpayer identification number, or (ii) the holder otherwise establishes an exemption. A holder that is a beneficial owner of Notes and that is not a United States person (as determined for U.S. federal income tax purposes) generally may establish an exemption from backup withholding by providing to the paying agent an IRS Form W-8BEN, upon which it certifies its foreign status.
Direct inquiries to the Trustee by telephone at 800-934-6802 or by Fax at 216-623-9202.
Quebecor Media Inc.
By: U.S. Bank, National Association, As Trustee
This notice of redemption is dated and given this 3rd day of October, 2012.
Chief Financial Officer