The Canadian Radio-Television and Telecommunications Commission (CRTC) is inviting comments on announced plans by BCE to sell part ownership in Bell Globemedia, the division that owns CTV Inc. and the Globe and Mail newspaper.
The deal would see BCE's ownership stake in BGM fall to 20 per cent from 68.5 per cent; it requires approval from the CRTC.
Under terms of the deal, announced last year, the private holding firm of former Globe and Mail owner Ken Thomson and his family, Woodbridge Co., would become the biggest shareholder in BGM with a 40 per cent stake.
The Ontario Teachers Pension Plan, Torstar Corp. and BCE are to control the remaining 60 per cent.
The CRTC has asked for comments by April 5, stating in its call:
1.Application by Bell Globemedia Inc. (BGM), on behalf of its licensed broadcasting undertakings, seeking the authority to change its effective control in accordance with section 14(4) of the Television Broadcasting Regulations, 1987 and section 10(4) of the Specialty Services Regulations, 1990.
2.BCE Inc. (BCE) currently holds 68.5% of the voting interest in BGM. The Woodbridge Company Limited and its wholly-owned subsidiary, 1565117 Ontario Limited (collectively "Woodbridge") hold the remaining 31.5% of the voting interest.
3.BGM owns and controls CTV Inc. (CTV), Canada's largest private broadcaster. Through its wholly-owned subsidiary CTV Television Inc. (CTV Television), CTV owns 25 conventional and 2 transitional digital television stations with their respective transmitters, a satellite-to-cable service Atlantic Satellite Network (ASN) and 2 television networks. Furthermore, BGM has a leading presence in the specialty television business with an ownership interest in numerous specialty services including The Sports Network (TSN), le Réseau des sports (RDS), Discovery Channel, The Comedy Network, Report on Business Television (ROBTv) and CTV Newsnet. BGM, through a subsidiary, also owns The Globe and Mail, a leading national newspaper. A list of the licensed broadcasting undertakings affected by the proposed transactions is attached as Appendix 1 to this public notice.
4.The applicant proposes a series of transactions that would result in the reorganization of the ownership structure of BGM. The value of the proposed transactions is $685,195,257. It involves the following:
§ Ontario Teachers' Pension Plan Board would acquire from BCE, for a consideration of $282,554,745, a total of 800,000,000 common shares in BGM (20% voting interest);
§ Torstar Corporation would acquire from BCE, for a consideration of $282,554,745, a total of 800,000,000 common shares in BGM (20% voting interest); and
§ Woodbridge would acquire from BCE, for a total consideration of $120,085,767, a total of 340,000,000 common shares in BGM (increasing its voting interest to 40%).
5.The applicant indicated that the proposed transactions will result in a change of effective control of BGM rather than a transfer of effective control, as no new entity or shareholder will be acquiring legal or effective control of BGM. The applicant further submitted that the proposed transaction does not, therefore, entail any benefit obligations pursuant to the Commission's benefits policy set out in Building on success - A policy framework for Canadian television, Public Notice CRTC 1999-97, 11 June 1999.
6.The applicant confirmed its commitment to fulfil the outstanding benefit commitments involving various broadcasting undertakings under BGM as a result of previous transactions.
7.The Commission invites comments on the proposed transactions.
http://www.cablecastermagazine.com/issues/ISArticle.asp?id=53217&issue=03022006
The deal would see BCE's ownership stake in BGM fall to 20 per cent from 68.5 per cent; it requires approval from the CRTC.
Under terms of the deal, announced last year, the private holding firm of former Globe and Mail owner Ken Thomson and his family, Woodbridge Co., would become the biggest shareholder in BGM with a 40 per cent stake.
The Ontario Teachers Pension Plan, Torstar Corp. and BCE are to control the remaining 60 per cent.
The CRTC has asked for comments by April 5, stating in its call:
1.Application by Bell Globemedia Inc. (BGM), on behalf of its licensed broadcasting undertakings, seeking the authority to change its effective control in accordance with section 14(4) of the Television Broadcasting Regulations, 1987 and section 10(4) of the Specialty Services Regulations, 1990.
2.BCE Inc. (BCE) currently holds 68.5% of the voting interest in BGM. The Woodbridge Company Limited and its wholly-owned subsidiary, 1565117 Ontario Limited (collectively "Woodbridge") hold the remaining 31.5% of the voting interest.
3.BGM owns and controls CTV Inc. (CTV), Canada's largest private broadcaster. Through its wholly-owned subsidiary CTV Television Inc. (CTV Television), CTV owns 25 conventional and 2 transitional digital television stations with their respective transmitters, a satellite-to-cable service Atlantic Satellite Network (ASN) and 2 television networks. Furthermore, BGM has a leading presence in the specialty television business with an ownership interest in numerous specialty services including The Sports Network (TSN), le Réseau des sports (RDS), Discovery Channel, The Comedy Network, Report on Business Television (ROBTv) and CTV Newsnet. BGM, through a subsidiary, also owns The Globe and Mail, a leading national newspaper. A list of the licensed broadcasting undertakings affected by the proposed transactions is attached as Appendix 1 to this public notice.
4.The applicant proposes a series of transactions that would result in the reorganization of the ownership structure of BGM. The value of the proposed transactions is $685,195,257. It involves the following:
§ Ontario Teachers' Pension Plan Board would acquire from BCE, for a consideration of $282,554,745, a total of 800,000,000 common shares in BGM (20% voting interest);
§ Torstar Corporation would acquire from BCE, for a consideration of $282,554,745, a total of 800,000,000 common shares in BGM (20% voting interest); and
§ Woodbridge would acquire from BCE, for a total consideration of $120,085,767, a total of 340,000,000 common shares in BGM (increasing its voting interest to 40%).
5.The applicant indicated that the proposed transactions will result in a change of effective control of BGM rather than a transfer of effective control, as no new entity or shareholder will be acquiring legal or effective control of BGM. The applicant further submitted that the proposed transaction does not, therefore, entail any benefit obligations pursuant to the Commission's benefits policy set out in Building on success - A policy framework for Canadian television, Public Notice CRTC 1999-97, 11 June 1999.
6.The applicant confirmed its commitment to fulfil the outstanding benefit commitments involving various broadcasting undertakings under BGM as a result of previous transactions.
7.The Commission invites comments on the proposed transactions.
http://www.cablecastermagazine.com/issues/ISArticle.asp?id=53217&issue=03022006
