DBRS Assigns Provisional Ratings of Pfd-3 (high) to BCE Inc.’s Preferred Share Issuance

DBRS has today assigned a provisional rating of Pfd-3 (high) to BCE Inc.’s (BCE) proposed Series AM, Series AO and Series AQ Preferred Share Issuance. As part of BCE’s tender offer to acquire the minority interest in Bell Aliant Inc., BCE has offered to exchange all of the issued and outstanding Series A Preferred Shares, Series C Preferred Shares and Series E Preferred Shares at Bell Aliant Preferred Equity Inc. (Bell Aliant) on the basis of (a) one BCE Series AM Preferred Share for each Series A Preferred Share, (b) one BCE Series AO Preferred Share for each Series C Preferred Share and (c) one BCE Series AQ Preferred Share for each Series E Preferred Share. The assignment of final ratings is subject to the completion of the preferred share exchange as indicated above.

The following ratings are based on BCE’s Take Over Bid Circular and Offer and information provided to DBRS as of August 14, 2014.

-- Series AM Preferred Shares rated Pfd-3 (high), Stable trend
-- Series AO Preferred Shares rated Pfd-3 (high), Stable trend
-- Series AQ Preferred Shares rated Pfd-3 (high), Stable trend

BCE expects to issue 11,500,000 Offeror Series AM Preferred Shares, 4,600,000 Offeror Series AO Preferred Shares and 9,200,000 Offeror Series AQ Preferred Shares, assuming that all of the Bell Aliant Preferred Shares are acquired upon completion of the offer and any compulsory acquisition or subsequent acquisition transaction.

The newly issued BCE Preferred Shares will have the same financial terms (including, without limitation, the dividend rate) as Bell Aliant’s existing Preferred Shares. These newly issued BCE Preferred Shares will rank equally with other BCE First Preferred Shares that may be outstanding in the event of an insolvency or winding up of BCE. If BCE becomes insolvent or is wound up, BCE’s assets must be used to pay debt, including inter-company debt, before payments may be made on BCE Preferred Shares, BCE Converted Preferred Shares and other preferred shares. Please refer to BCE’s Take Over Bid Circular and Offer for further details.

Notes:
The applicable methodologies are Rating Companies in the Communications Industry, Rating Companies in the Television Broadcasting Industry, Rating Companies in the Radio Broadcasting Industry, and Rating Holding Companies and Their Subsidiaries, which can be found on our website under Methodologies.

This Rating is endorsed by DBRS Ratings Limited for use in the European Union.