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Competition Bureau clears sale of GLENTEL to BellGLENTEL announces Shareholder Election Deadline BURNABY, BC, May 5, 2015 /CNW/ - GLENTEL Inc. (TSX: GLN) today announced that Canada's Competition Bureau has issued a "no action letter" with regard to GLENTEL's previously announced acquisition by BCE Inc. (TSX, NYSE: BCE; Bell). The Bureau has also issued a "no action letter" for the subsequent sale by Bell of 50% of GLENTEL to Rogers Communications Inc. (TSX: RCI.A, RCI.B; NYSE: RCI; Rogers). With these letters, the regulatory conditions under the plan of arrangement entered into by GLENTEL and Bell (the Arrangement), and the subsequent agreement between Bell and Rogers, have been fulfilled. Headquartered in Burnaby, BC and operating as a standalone entity with independent management, GLENTEL will continue with its strategy of offering competing dual-carrier wireless brands to Canadian consumers and business customers. Outside Canada, GLENTEL owns, operates, and franchises approximately 734 retail locations in the United States, as well as 141 points of sale in Australia and the Philippines. Further to the Bureau's approval, GLENTEL and Bell have agreed the Arrangement will be completed on May 20th, 2015. Based on the scheduled closing date, the deadline for GLENTEL shareholders to elect the form of consideration they wish to receive in respect of their GLENTEL common shares pursuant to the Arrangement is 5:00 p.m. PDT on May 14th, 2015. A detailed description of the Arrangement is set forth in the GLENTEL management information circular dated December 11th, 2014. Shareholders can obtain a copy of the Circular as filed with Canadian provincial securities regulatory authorities at www.sedar.com. Election of Consideration Registered shareholders may make an effective election by depositing with the depositary under the Arrangement, on or prior to 5:00 p.m. PDT on May 14th, 2015, a duly completed letter of transmittal and election form indicating their election, together with the certificates if applicable) representing their GLENTEL shares. The election form can be found on GLENTEL's website www.glentel.com as well as on www.sedar.com. Non-registered shareholders that hold shares through an intermediary, such as a broker, investment dealer, bank or trust company, should carefully follow the instructions and deadlines from the intermediary that holds shares on their behalf and should contact such intermediary with any questions about their election. Shareholders who may have made an election through an intermediary prior to the date of this press release may wish to contact their intermediary prior to the election deadline to verify that their election has been made properly. Any GLENTEL shareholder that fails to properly make an election prior to 5:00 p.m. PDT on May 14th, 2015 will be deemed to have elected to receive (a) the cash consideration, if elections have exceeded the maximum share consideration available under the Arrangement, (b) the share consideration, if elections have exceeded the maximum cash consideration available under the Arrangement or (c) a combination of cash and BCE common shares, if elections have exceeded neither the maximum share consideration nor the maximum cash consideration. A GLENTEL shareholder who elects to receive only the Share Consideration but, because of proration, 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. Caution Concerning Forward-Looking Statements 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. Notice to US Security holders of GLENTEL For additional information on assumptions and risks underlying certain forward-looking statements made in this news release, please consult the Circular filed by GLENTEL with the Canadian provincial securities regulatory authorities (available at www.sedar.com). About GLENTEL 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. SOURCE Glentel Inc. |