UPDATE 2-YRC shareholders approve stock deal

By Carey Gillam

OVERLAND PARK, Kan., Feb 17 (Reuters) - YRC Worldwide said on Wednesday that shareholders had agreed to a series of measures aimed at giving former debt holders equity control and helping the troubled U.S. trucking giant regain its financial footing.

The approvals, the latest moves in a broad financial restructuring by YRC, should nearly clear the path for it to focus on rebuilding its business, YRC Chairman Bill Zollars said in an interview with Reuters.

'This was kind of the final piece in the puzzle,' Zollars said. 'We're now accumulating enough positive news here, I think we'll reach a tipping point with customers with which we'll see an increase in momentum of them coming back.'

YRC said in a meeting at its headquarters Wednesday morning that 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 from $1.00 to 1 cent.

Though approvals were largely considered to be a given, the company's shares still plunged nearly 29 percent to 39 cents following the news. The stock has been depressed for months amid the company's struggle to survive.

YRC said it will increase the number of authorized shares from 125 million shares to 2.05 billion of which 5 million shares shall be preferred stock with a par value $1.00 apiece, and 2 billion shares shall be common stock at a par value of a penny a share.

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 be in the first half of this year.

Due to terms of the note purchase agreement, YRC's board of directors agreed not to implement the reverse stock split and the proportionate reduction in the number of authorized shares of common stock for at least 60 days following the first closing of the new notes transaction.

The approvals were a necessary contingency for the company's private placement of $70 million in new convertible notes to help it meet $45 million in debt obligations coming due in April.

YRC has been working to restructure for more than a year and in December narrowly averted bankruptcy by exchanging $470 million in debt for equity, a move that reopened access to credit and gave the company more time to turn the struggling business around.

Not all noteholders agreed to the swap, however, which left the $45 million in noteholder obligations due in April.

Zollars said Wednesday that YRC was continuing to 'fine- tune' its operations and did not rule out more layoffs or structural changes.

(Reporting by Carey Gillam, editing by Maureen Bavdek)

(([e-mail]; [phone]; Reuters Messaging: [e-mail] )) Keywords: YRC/ (For help: Click 'Contact Us' in your desk top, click here or call 1-800-738-8377 for Reuters Products and 1-888-463-3383 for Thomson products; For client training: [e-mail] ; [phone]) COPYRIGHT Copyright Thomson Reuters 2010. All rights reserved. The copying, republication or redistribution of Reuters News Content, including by framing or similar means, is expressly prohibited without the prior written consent of Thomson Reuters.