|By Marketwired .||
|March 26, 2014 08:45 PM EDT||
MONTREAL, QUEBEC -- (Marketwired) -- 03/26/14 -- Pursuant to Sections 3.01, 3.03 and 3.07 of the Indenture (the "Indenture"), dated as of April 15, 2008, by and among Videotron Ltd. ("Videotron"), a corporation under the laws of the Province of Quebec, each subsidiary guarantor party thereto, and Wells Fargo Bank, National Association, as trustee and paying agent (the "Trustee"), notice is hereby given that, subject to the terms of the Indenture, Videotron is electing to redeem US$260,000,000 aggregate principal amount of its outstanding 9 1/8% Senior Notes due April 15, 2018 (the "Notes") at a redemption price of 103.042% 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$335,000,000 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: April 24, 2014 (the "Redemption Date"). Redemption Price: US$1,030.42 in principal amount and premium per US$1,000.00 principal amount redeemed, plus approximately US$32.70 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: ---------------------------------------------------------------------------- Wells Fargo Bank, National Wells Fargo Bank, Wells Fargo Bank, Association National Association National Association Corporate Trust Operations Corporate Trust Corporate Trust Services MAC N9303-121 Operations Northstar East Building P.O. Box 1517 MAC N9303-121 - 12th Floor Minneapolis, MN 55480 6th St & Marquette 608 Second Avenue South Avenue Minneapolis, MN 55402 Minneapolis, MN 55479
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 Videotron defaults in paying the Redemption Price, interest on the Notes or portions of them called for redemption will cease to accrue on and after the Redemption Date. Notes and portions of Notes selected will be in amounts of US$1,000 or integral multiples of US$1,000, except that if all the Notes of a Holder are to be redeemed, the entire outstanding amount of Notes held by such Holder, even if not an integral multiple of US$1,000, will be redeemed.
Neither Videotron nor the Trustee shall be held responsible for the selection or use of the CUSIP numbers listed in this notice, nor is any representation made by Videotron or the Trustee as to the correctness or accuracy of the CUSIP numbers 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, Vice President, at (514) 380-4144 or via mail c/o Videotron Ltd., 612 St-Jacques Street, Montreal, Quebec, Canada, H3C 4M8.
IMPORTANT NOTICE AND TAXPAYER INFORMATION
Under current United States federal income tax law, backup withholding, at a current 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 1-800-344-5128 or by Fax at 612-667-6282.
Videotron Ltd./Videotron Ltee
By: Wells Fargo Bank, National Association, As Trustee
This notice of redemption is dated and given this 26th day of March, 2014.
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