Bell completes acquisition of mobile phone distributor GLENTEL and will later today divest 50% of GLENTEL to Rogers
BCE acquired all of GLENTEL’s common shares for a total consideration of approximately $594 million. GLENTEL shareholders were entitled to elect and receive either $26.50 in cash, or 0.4974 of a common BCE share, for each GLENTEL common share, subject to pro-ration. As a result of pro-ration, GLENTEL shareholders that elected cash will receive $26.50 per GLENTEL share, shareholders that elected shares will receive approximately 0.3127 BCE common shares and $9.84 in cash per GLENTEL share and shareholders that did not make a valid election will receive $26.50 in cash. BCE funded the approximate $295.6 million cash component with available liquidity and issued approximately 5,548,908 BCE common shares to fund the equity component. The acquisition gave BCE ownership of 100% of GLENTEL’s 22,311,665 common shares.
A former GLENTEL shareholder who has elected to receive only shares but, because of pro-ration, receives a combination of BCE common shares and cash, will be required to make a joint election to obtain a full or partial tax deferral. A tax instruction letter providing certain instructions on how to complete the tax election may be obtained at BCE’s website http://www.bce.ca/investors/shareholder-info/glentel-acquisition.
GLENTEL is expected to be delisted from the Toronto Stock Exchange effective at the close of business on May 22, 2015 and has applied to cease to be a reporting issuer under applicable Canadian securities laws.
Further to an agreement dated December 24, 2014, BCE will later today divest 50% of its ownership interest in GLENTEL to Rogers Communications Inc. following closing of the acquisition.
Based in Burnaby, BC, Canada, GLENTEL is a provider of innovative and reliable wireless communications services and solutions, offering a choice of network carrier and wireless or mobile products and services to consumers and commercial customers. GLENTEL is a multicarrier mobile phone retailer in Canada and Australia. In the United States, GLENTEL operates two of the six National Premium Retailers for Verizon Wireless. To its business and government customers, GLENTEL offers wireless systems and hardware, rental equipment, and system implementation services. GLENTEL celebrated its 50th anniversary in 2013.
At March 31, 2015, GLENTEL employed over 4,300 employees and operated more than 1,245 locations, including 370 retail and business locations in Canada, 734 locations in the United States; and 141 retail locations in Australia and the Philippines.
Caution Concerning Forward-Looking Statements
Certain statements made in this news release are forward-looking statements, including, but not limited to, the expected delisting of the GLENTEL common shares and other statements that are not historical facts. 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.
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 will materialize and we caution you against relying on any of these forward-looking statements. The forward-looking statements contained in this news release describe our expectations at the date of this news release and, accordingly, are subject to change after such date. Except as may be required by Canadian securities laws, we do not undertake any obligation to update or revise any forward-looking statements contained in this news release, whether as a result of new information, future events or otherwise. Forward-looking statements are provided herein for the purpose of giving information about the proposed transaction referred to above and its expected impact. Readers are cautioned that such information may not be appropriate for other purposes.
For more information
Jas Boparai, Chief Financial Officer
8501 Commerce Court
Burnaby, British Columbia
Jean Charles Robillard
1 Carrerfour Alexander Graham Bell
1 Carrerfour Alexander Graham Bell