YRC Worldwide, Carlyle file details of exchange pact

On December 22, Carlyle Strategic Partners II, "CSP II” and CSP II Coinvestment, “CSP II Coinvest” entered into an exchange agreement with YRC Worldwide, pursuant to which CSP II and CSP II Coinvest agreed to exchange $20,190,552 in aggregate principal amount of the issuer’s 10% Series B Convertible Senior Secured Notes due 2015 for an aggregate of 1,386,044 shares of common stock. The common stock will be issued pursuant to an exemption from registration in Rule 506 of Regulation D promulgated under Section 4(a)(2) of the Securities Act...Also on December 22, CSP II, CSP II Coinvest and CSP III entered into a registration rights agreement with YRC Worldwide, pursuant to which the YRC Worldwide agreed to file, within three business days of the closing date, a registration statement registering the resale by CSP II, CSP II Coinvest and CSP III of the shares received by them pursuant to the Exchange Agreement and the Stock Purchase Agreement. Also on December 22, CSP III entered into a stock purchase agreement with YRC Worldwide, pursuant to which CSP III has agreed to purchase 2,333,333 shares of common stock for total consideration of $35,000,000, or $15 per share of common stock.

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