Bell Canada Initiates Cash Tender Offers for Five Debt Security Series

Bell Canada, one of the leading telecommunications companies in Canada, has announced its decision to undertake cash tender offers aimed at purchasing any or all of five different series of its outstanding debt securities. This initiative has a total consideration limit of up to US$750 million, providing investors a lucrative opportunity to liquidate their holdings.

The tender offers, officially referred to as the "Offers," commenced on March 17, 2025, and will be open for a limited period. As specified in the related Offer to Purchase, the company intends to buy securities from the series listed in an organized priority structure, ensuring that the accepted notes will be purchased in accordance with their specified acceptance priority levels. Notably, no proration will occur for any series accepted; rather, all validly tendered notes of a selected series will be acquired.

Bell's debt securities that fall under this offer are fully guaranteed by BCE Inc., the parent company of Bell Canada. This assurance adds a layer of security for the investors, potentially attracting more participation in the tender process.

Acceptance Priorities and Structure

The offered notes fall within a fixed structure, where the acceptance priority levels dictate the order in which the company will accept bids. The five series of notes included range in amount and maturity, from 3.200% notes due in 2052 to 2.150% notes due in 2032. Each series holds different principal amounts outstanding, enabling the company to clearly outline the parameters of the purchase offers.

The accepted offers will list a total consideration, which is calculated based on the fixed spread over a referenced U.S. Treasury security. Thus, investors may track how their returns align with market conditions leading up to the pricing determination date.

Conditions of the Offers

The Offers are subject to various conditions as detailed in the Tender Offer Documents. Importantly, if the total consideration for all validly tendered and accepted notes does not meet the maximum purchase condition of US$750 million, Bell reserves the right to adjust which series are accepted based on their priority level. Furthermore, investors are encouraged to be aware that participation in this tender offer is not a guarantee that their notes will be accepted.

If the Offers are not successful in fully utilizing the maximum purchase amount within the specified timeframe, there are provisions for returning the validly tendered notes to the respective holders without completing the purchase. Additionally, the Offers will expire on March 24, 2025, at 5:00 PM Eastern time unless further extended or terminated.

Settlement and Future Outlook

Following the closure of the Offers, Bell Canada anticipates settling transactions for all notes purchased within three business days, ensuring a timely return to investors for their tendered assets. This move illustrates Bell's proactive stance in managing its debt securities effectively, fostering confidence among investors in their financial practices.

As one of Canada's major communications companies, founded in 1880, Bell is not only focused on maintaining financial stability but is also dedicated to enhancing its service offerings and community support through initiatives such as Bell Let's Talk, emphasizing mental health awareness and support across Canada.

For investors and holders of the notes, it remains critical to stay abreast of updates regarding the Offers, as well as to coordinate with their brokers or financial institutions for smooth participation. Queries related to the terms and conditions of the Offers can be directed to the designated dealer managers or through the Information and Tender Agent, ensuring transparency throughout the process.

Overall, this strategic cash tender announcement highlights Bell Canada's commitment to managing its debt efficiently while offering potential benefits to investors during the buyback phase. Stakeholders are encouraged to review the detailed conditions, particularly as the deadline approaches, to make informed decisions compatible with their financial plans.