YRCW stockholders OK amendment to certificate of incorporation

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YRC truckYRC Worldwide Inc. announced Wednesday, Feb. 17, that its stockholders approved an amendment to its certificate of incorporation to immediately increase the amount of authorized shares of common stock and to reduce the par value of the common stock.

The stockholders also authorized the company’s board of directors to effect a reverse stock split and to proportionately reduce the number of authorized shares of common stock at their discretion at a future date, which is expected to occur in the first half of this year, as previously described in the company’s filings with the Securities and Exchange Commission in connection with its recently completed debt-for-equity exchange.

“This stockholder approval satisfies an important condition to closing our recently announced agreement for a private placement of $70 million in new convertible notes,” says Bill Zollars, chairman and chief executive officer of YRC Worldwide, based in Overland Park, Kan. “We thank our stockholders for their support.”

The company plans to promptly file the amended certificate of incorporation with the State of Delaware to make the amendment effective. Upon its effectiveness, the company’s transfer agent will issue common stock to convert the outstanding preferred stock issued in the debt-for equity exchange, and the newly issued common stock will be eligible to begin trading on the Nasdaq exchange.

Under the terms of that note purchase agreement, the company’s board of directors would not implement the reverse stock split and the proportionate reduction in the number of authorized shares of common stock within 60 days following the first closing of the new notes transaction.