BCE transaction set to close on March 17, 2017

On February 15, 2017, MTS announced that the Competition Bureau and Innovation, Science and Economic Development Canada (ISED) have approved the acquisition of MTS by BCE Inc. (BCE) pursuant to the previously announced plan of arrangement (the Arrangement). Closing of the Arrangement has been set for March 17, 2017.

Background

On May 1, 2016, we entered into a definitive arrangement agreement with BCE Inc. (BCE) whereby BCE agreed to purchase all the issued and outstanding common shares of MTS. Shareholders of MTS will be entitled to elect to receive $40.00 per common share in cash or 0.6756 of a common share of BCE for each MTS common share, subject to customary closing conditions and satisfaction of other required approvals, including receipt of regulatory approvals. We received the Canadian Radio-television and Telecommunications Commission (CRTC) approval on December 20, 2016 and on February 15, 2017, received approvals from the Competition Bureau and ISED.

BCE transaction information

2016
February 15
BCE acquisition of MTS set to close March 17, 2017 with today’s receipt of final regulatory approvals
L’acquisition de MTS par BCE, qui doit se conclure le 17 mars 2017, a obtenu les approbations réglementaires finales aujourd’hui
December 20
MTS receives approval from CRTC on transfer of Broadcast Distribution Undertaking
Le CRTC approuve le transfert d’entreprise de distribution de radiodiffusion de MTS
November 2
Letter of transmittal and election form
La lettre d'envoi et forumulaire de choix
Certain U.S. federal income tax considerations with respect to the Arrangement
September 27
Bell MTS to accelerate Winnipeg’s “Innovation Alley” with Canada’s fastest broadband Internet and wireless service
August 29
Bell and MTS bringing the power of the Fibe network to Churchill, Manitoba
August 26
Bell and MTS to expand LTE wireless service in Glenboro
July 7
Bell and MTS to expand broadband service in Northern Manitoba
June 29
MTS receives court approval for BCE transaction
MTS obtient l’approbation de la Cour relativement à l’opération avec BCE
June 23Special meeting of shareholders
Thursday, June 23, 2016 at 9:00 a.m. (CST)
Provencher Ballroom, Fort Garry Hotel (222 Broadway, Winnipeg, Manitoba)
MTS shareholders overwhelmingly approve acquisition by BCE
Les actionnaires de MTS approuvent massivement l'acquisition par BCE
June 15
Tax Discussion with Illustrative Numerical Examples
June 8
Second independent proxy advisory firm recommends MTS shareholders vote FOR BCE transaction
Une deuxième agence de conseil en vote indépendante recommande aux actionnaires de MTS de voter EN FAVEUR de l'opération avec BCE
June 7
Independent proxy advisory firm ISS recommends MTS shareholders vote FOR BCE transaction
L’agence de conseil en vote indépendante ISS recommande aux actionnaires de MTS de voter EN FAVEUR de l'opération avec BCE
June 1
MTS files Information Circular for special meeting of shareholders
MTS dépose la circulaire de sollicitation de procurations pour l’assemblée extraordinaire des actionnaires
Special meeting circular
Circulaire relative à l’assemblée extraordinaire
Form of proxy
Formulaire de procuration
May 20
Bell and MTS to complete wireless coverage on Manitoba Highway 75
May 2
BCE to purchase MTS
Acquisition prévue de MTS par BCE

Manitoba Telecom Services Inc. (MTS)

MTS is the leading information and communications technology provider in Manitoba. Our operating companies include MTS Inc., AAA Security, Epic Information Solutions, The Technology Consortium and MTS Data Centres. Our 2,800 employees provide a complete range of wireless, wireline, information technology and security services to residential and business customers throughout the province.

We are completely focused on being the provider of choice for our customers, delivering solutions that meet their unique needs through an unmatched customer experience.

For our residential customers we provide wireless, internet, television, home phone, and security services on the most extensive networks in the province. We provide whole home solutions through industry leading offerings such as Total Internet, MTS Ultimate TV and AAA Smarthome services. We are the leading communications supplier to residential customers in Manitoba.

For our business customers we are the trusted advisor as Manitoba’s only full-service information and communications technology provider. Our solutions include unified communications and collaboration services, IP data networking, cloud and colocation solutions, business security solutions, and information technology and desktop solutions. We serve small, medium and enterprise customers and are the number one choice for Manitoba businesses.

Q3 2016 selected financial information

 Q3 2016Q3 2015
($ millions, unless otherwise stated)
Operating revenues253.3250.9
EBITDA before restructuring and transformation costs121.5111.8
Free cash flow48.029.9
Free cash flow per share$0.65$0.38

Credit ratings

  
S&P - Senior debentures: BBB (positive)DBRS - Senior debentures: BBB (positive)
S&P - Commercial paper: A-2DBRS - Commercial paper: R-2 (high)

Our common shares are listed on the Toronto Stock Exchange (trading symbol: MBT).

Company profile

About MTS

MTS is Manitoba’s leading communications and information technology services company.  We provide consumers and businesses with a full range of wireless, high-speed internet, TV, phone, information technology, cloud and security services.  We are focused on serving the unique needs of our customers and giving back to organizations that strengthen our communities. We live where we work, and actively give back to organizations that strengthen our communities. Through MTS Future First, we provide sponsorships, grants and scholarships, value-in-kind support and volunteer commitment in Manitoba.

For more on MTS’ products and services, visit mts.ca.

Our services

Our strategic lines of business consist of broadband, wireless, information solutions and converged IP services. The following is our revenue mix which also includes our legacy lines of business.

Revenue mix (Q3 2016)

Wireless

Broadband and converged IP

Information solutions

Security & monitoring

Unified communications

Local access

Long distance and data

Other

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