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Published on 12/17/2008 in the Prospect News Special Situations Daily.

BCE shareholder ML IBK's ownership interest is less than 1%

By Lisa Kerner

Charlotte, N.C., Dec. 17 - BCE Inc. investor ML IBK (Merrill Lynch) no longer has a commitment to purchase a minority interest in BCE Acquisition Inc. now that the agreement between BCE and BCE Acquisition has been terminated.

In addition, ML IBK may no longer collectively be deemed to constitute a "group" with Teachers' Private Capital, according to a schedule 13D/A filed with the Securities and Exchange Commission.

ML IBK beneficially owns about 1 million common shares of the Montreal communications company, or less than 1% of all common shares outstanding.

As previously reported, BCE terminated its going-private deal with an investor group led by Teachers' Private Capital, the private investment arm of the Ontario Teachers' Pension Plan.

The investor group, BCE Acquisition, included affiliates of Providence Equity Partners Inc., Madison Dearborn Partners, LLC and Merrill Lynch Global Private Equity.

KPMG said it would not be able to deliver to BCE a positive solvency opinion, which was a condition of the transaction's closing, it was previously reported.

The investor group had agreed to acquire BCE's common shares it did not already own for C$42.75 each and all of the company's preferred shares at between C$25.25 and C$25.87 each.


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