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Published on 9/21/2007 in the Prospect News Special Situations Daily.

BCE shareholders approve privatization plans

By Susanna Moon

Chicago, Sept. 21 - BCE Inc. said its shareholders approved the acquisition of the company by the Ontario Teachers' Pension Plan Board, affiliates of Providence Equity Partners Inc., Madison Dearborn Partners, LLP and others.

A shareholders meeting was held on Sept. 21 for the purpose of voting on the company's privatization.

More than 97% of the votes cast were in favor of the acquisition, according to a company news release. Of the common and preferred shares outstanding, 62.5% were voted at the meeting or by proxy.

Under the terms of the July 2 agreement, the investor group will acquire all of the common shares of BCE not owned by Ontario Teachers for C$42.75 each and all of the company's preferred shares at between $25.25 and $25.87 each.

The C$42.75 price represents a 40% premium over the average closing price of BCE shares for the three months ended March 28, according to the release.

As previously reported, the all-cash transaction is valued at C$51.7 billion, including C$16.9 billion of debt, preferred equity and minority interests.

The BCE board of directors had unanimously recommended that shareholders vote to accept the offer. The company expects the deal to close in the first quarter of 2008.

On Aug. 14, the company detailed its leveraged buyout financing package, including plans for a credit facility of up to C$23.05 billion and issuance of up to C$11.3 billion of high-yield notes.

BCE is a Montreal-based communications company that provides telephone, internet, television and information services.


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