Bell Canada Enterprises might be taken private

Wednesday, April 18, 2007 

Bell Canada Enterprises (BCE), one of Canada's largest telecommunications companies, announced Tuesday that it is in talks with a consortium of Canadian pension funds to explore the possible sale of the company.

If successful in their bid, the consortium would take the publicly-traded company private, which would mean an end to the trading of BCE shares on the Toronto (TSX: BCE), New York (NYSE: BCE) and the Swiss (SWX: BCE) stock exchanges. BCE is one of the most widely held stocks in Canada.

BCE revealed that the potential takeover group includes the Canada Pension Plan Investment Board, the Caisse de dépôt et placement du Québec, and Canada's Public Sector Pension Investment Board. Each of the pension funds involved have signed non-disclosure and standstill agreements with BCE. It was also revealed that New York-based private equity firm Kohlberg Kravis Roberts (KKR) would join the Canadian-led consortium as a minority partner.

"We are pleased to be a partner with this consortium of leading Canadian institutional fund managers and look forward to working closely together in this transaction." said Henry Kravis, co-founding member of KKR. "Our experience in large, complex transactions of comparable size will be of significant value to this process," continued Kravis.

BCE is also leaving the door open to rival bids, "taking into consideration the need to meet all legislative and regulatory requirements, including ensuring the Company remains Canadian to meet existing foreign ownership restrictions," the company stated. In addition, BCE may retain the status quo if it does not receive a bid that it feels would enhance shareholder value.

One other pension fund that has expressed interest is the Ontario Teachers' Pension Plan (OTPP). "We are pleased that this process is not exclusive and we will continue to review our options, including leading an alternative Canadian consortium," said Jim Leech, Senior Vice-President, Teachers' Private Capital. OTPP is currently BCE’s largest single shareholder, with an approximate ownership stake of 5.3 percent.

BCE, as Bell Canada, has been in business for 127 years. It provides phone service, satellite television, Internet access, wireless services, and other technologies to residential and business customers.

If analyst estimates are accurate, the sale of BCE could be worth about CA$32 billion or roughly $40 per share. On Tuesday, BCE shares were up CA$2.34 to close at $38.60 on the TSX, and up US$2.03 to close at $34.10 on the NYSE.

Sources

• News Release. "BCE reviewing strategic alternatives: Includes privatization talks with Canadian-led consortium" — Bell Canada Enterprises, April 17, 2007
• Tavia Grant and Andrew Willis. "BCE surges as it confirms talks" — Globe and Mail, April 17, 2007
• "Teachers' mulling Canadian consortium bid for BCE" — Reuters Canada, April 17, 2007
• News Release. "Teachers’ encouraged by commencement of BCE process" — Teachers' Pension Plan, April 17, 2007
• Press Release. "Canadian-led consortium in discussions with BCE Inc." — Kohlberg Kravis Roberts, April 17, 2007