This news release contains forward-looking statements. For a
description of the related risk factors and assumptions, please see
the section entitled "Caution Concerning Forward-Looking
Statements" later in this news release.
MONTRÉAL, Nov. 12, 2021 /CNW/ -
Bell Canada ("Bell") announced today
it has successfully completed the previously announced consent and
proxy solicitation (the "Solicitation") with respect to proposed
amendments (the "Proposed Amendments") to its trust indenture dated
as of July 1, 1976 (as amended or
supplemented, the "1976 Indenture"), pursuant to which the
debentures listed below were issued (the "Debentures").
The extraordinary resolution to approve the Proposed Amendments,
described in Bell's consent and proxy solicitation statement dated
September 29, 2021 (the "Solicitation
Statement") was approved at the special meeting of the holders of
Debentures held on November 12, 2021
by the favourable votes of holders of more than 66 2/3% of the
outstanding principal amount of Debentures represented at the
meeting.
Bell intends to execute a supplemental indenture to the 1976
Indenture pursuant to which the Proposed Amendments will become
effective. As described in the Solicitation Statement, following
the effectiveness of the Proposed Amendments, Bell will pay a fee
to Debentureholders as at the record date who responded to the
Solicitation to consent to or withhold consent from, or to vote for
or against, the Proposed Amendments of $0.50 for each $1,000 principal amount of Debentures held under
the 1976 Indenture.
Debentures under the 1976 Indenture
Series
|
CUSIP
|
10% Debentures,
Series EH, due November 15, 2041
|
N/A
|
9.7% Debentures,
Series EJ, due December 15, 2032
|
078149DK4
|
9.25% Debentures,
Series EO, due May 15, 2053
|
078149DN8
|
10% Debentures,
Series EU, due December 1, 2054
|
078149DR9
|
7% Debentures, Series
EZ, due September 24, 2027
|
078149DW8
|
BMO Nesbitt Burns Inc. acted as the Solicitation Agent for the
Solicitation. D.F. King Canada now
part of TMX Group acted as the Information Agent for the
Solicitation.
Caution Concerning Forward-Looking Statements
This
press release contains forward-looking statements about certain
matters, including the Proposed Amendments and implementation
thereof and the fee payment, that are not historical facts. A
statement we make is forward-looking when it uses what we know and
expect today to make a statement about the future. Forward-looking
statements are typically identified by the words assumption, goal,
guidance, objective, outlook, project, strategy, target and other
similar expressions or future or conditional verbs such as aim,
anticipate, believe, could, expect, intend, may, plan, seek,
should, strive and will. All such forward-looking statements are
made pursuant to the "safe harbour" provisions of applicable
Canadian securities laws and of the United States Private
Securities Litigation Reform Act of 1995.
Unless otherwise indicated by us, forward-looking statements
contained in this news release describe Bell's expectations as at
the date hereof. Except as may be required by Canadian securities
laws, we do not undertake any obligation to update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise.
Forward-looking statements, by their very nature, are subject to
inherent risks and uncertainties and are based on several
assumptions, both general and specific, which give rise to the
possibility that actual results or events could differ materially
from our expectations expressed in or implied by such
forward-looking statements. As a result, we cannot guarantee that
any forward-looking statement made in this news release will
materialize and we caution you against relying on any of these
forward-looking statements. Forward-looking statements are provided
herein for the purpose of informing Debentureholders about Bell's
plans with respect to the Proposed Amendments. Readers are
cautioned, however, that such information may not be appropriate
for other purposes.
Forward-looking statements made in this news release are based
on a number of assumptions that Bell believed were reasonable on
the day it made the forward-looking statements, including that the
Proposed Amendments would have the effects described in the
Solicitation Statement. If our assumptions turn out to be
inaccurate, actual results or events could be materially different
from what we expect. There is a risk that the Proposed Amendments,
if implemented, may not ultimately have some or all of the effects
anticipated by us.
Important factors that could cause actual results or events to
differ materially from those expressed in or implied by Bell's
forward-looking statements made in this news release are disclosed
in section 9 entitled "Business risks" of BCE's annual MD&A for
the year ended December 31, 2020, as
such disclosure has been updated in BCE's 2021 First Quarter
MD&A dated April 28, 2021, 2021
Second Quarter MD&A dated August 4,
2021, and 2021 Third Quarter MD&A dated November 3, 2021, as filed with Canadian
securities regulatory authorities and available on SEDAR at
sedar.com and with the U.S. Securities and Exchange Commission and
available on EDGAR at sec.gov. These documents are also available
on BCE's website at bce.ca. Readers are cautioned that the risks
referred to above are not the only ones that could affect
forward-looking statements made in this news release. Additional
risks and uncertainties not currently known to us or that we
currently deem to be immaterial may also have a material adverse
effect on forward-looking statements made in this news release.
About Bell
Bell is Canada's largest communications
company, providing advanced broadband wireless, TV, Internet, media
and business communication services throughout the country. Founded
in Montréal in 1880, Bell is wholly owned by BCE Inc. To learn
more, please visit Bell.ca or BCE.ca.
Through Bell for Better, we are investing to create a better
today and a better tomorrow by supporting the social and economic
prosperity of our communities with a commitment to the highest
environmental, social and governance (ESG) standards. This includes
the Bell Let's Talk initiative, which promotes Canadian mental
health with national awareness and anti-stigma campaigns like Bell
Let's Talk Day and significant Bell funding of community care and
access, research and workplace leadership initiatives throughout
the country. To learn more, please visit Bell.ca/LetsTalk.
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SOURCE Bell Canada