Bce Inc. · TSX:BCE
Bce — Merger or Acquisition (November 2024)
17 slides from Bce's merger presentation, Nov 4, 2024
Slide 1: BCE Acquisition of Ziply Fiber Analyst Conference Call
BCE Acquisition of Ziply Fiber Analyst Conference Call November 4, 2024 Note: All financial figures presented on a C$ basis, unless otherwise noted. US$ converted to C$ at a rate of 1.3800
Slide 2: Safe harbour notice
Safe harbour notice Certain statements made in this presentation are forward-looking statements. These forward-looking statements include, but are not limited to, the proposed acquisition by Bell Canada of Ziply Fiber, the expected timing and completion thereof, the expected immediate and long-term
Slide 3: Mirko Bibic, President & Chief Executive Officer
Mirko Bibic President & Chief Executive Officer BCE & Bell Canada
Slide 4: Transaction overview
Transaction overview • Acquiring Ziply Fiber for an equity value of ~US$3.65B (~C$5.0B) in a transaction valued at ~US$5.1B (~C$7.0B) including acquired debt • Ziply Fiber is the leading fibre network and broadband provider in the U.S. Pacific Northwest – Well advanced fibre buildout with substantia
Slide 5: Strategic rationale
Strategic rationale • Shared fibre strategic vision • 64% of Ziply Fiber’s ILEC footprint currently with fibre Ziply Fiber • Compelling growth opportunity given fibre penetration runway in Ziply Fiber’s is a fibre company current footprint and sizeable fibre expansion opportunity going forward • Att
Slide 6: Strengthens BCE’s position as a top fibre provider in N.A.
Strengthens BCE’s position as a top fibre provider in N.A. Number of homes with fibre offering (M) U.S. fibre market ~51% • Fibre superiority driving industry growth 135 Fibre • U.S. fibre deployment and access lags behind Canada No fibre – ~51% of U.S. homes have fibre offering vs. ~75% in Canada 6
Slide 7: Increases BCE’s scale and growth profile
Increases BCE’s scale and growth profile Combined company (pro forma)(1) • Cements BCE’s position as 3rd largest fibre network and broadband provider in North America with a platform to support continued growth and expansion • Ziply Fiber delivering consistently strong financial ~$25B ~3.3M results
Slide 8: Curtis Millen, EVP & Chief Financial Officer
Curtis Millen EVP & Chief Financial Officer BCE & Bell Canada
Slide 9: Key transaction details
Key transaction details • Transaction enterprise value of ~US$5.1B (~C$7.0B) including acquired debt – Transaction enterprise value of ~US$4.85B (~C$6.7B) including the NPV of acquired tax attributes – Acquiring all of Ziply Fiber’s equity in cash for ~US$3.65B (~C$5.0B) • Transaction multiple of ~1
Slide 10: Financial overview
Financial overview Financing structure • Total cash financing requirement at closing estimated to be ~C$5.0B • MLSE net sale proceeds of ~C$4.2B to be used towards transaction funding • 2% discounted treasury DRP to be implemented commencing with BCE’s Q4’24 common dividend • Fully committed delayed
Slide 11: Appendix
ziply Appendix Bell
Slide 12: Ziply Fiber overview
Ziply Fiber overview Description Key metrics ⚫ Leading fibre network and broadband provider in the U.S. Pacific Northwest 2.0M ~400K Total Passings Retail Internet – Operations in Washington (Seattle area), Oregon (Portland (Current) subscribers area), Idaho and Montana ⚫ Provides data and voice ser
Slide 13: Non-GAAP and other financial measures
Non-GAAP and other financial measures
Slide 14: Non-GAAP and other financial measures
Non-GAAP and other financial measures BCE uses various financial measures to assess its business performance. Certain of these measures are calculated in accordance with International Financial Reporting Standards (IFRS or GAAP) while certain other measures do not have a standardized meaning under G
Slide 15: Non-GAAP and other financial measures
Non-GAAP and other financial measures Non-GAAP financial measures (cont’d) Free Cash Flow (cont’d) The following table is a reconciliation of cash flows from operating activities to free cash flow on a consolidated basis. ($M) December 30, 2023 Cash flows from operating activities 7,946 Capital expe
Slide 16: Non-GAAP and other financial measures
Non-GAAP and other financial measures Total of segments measures A total of segments measure is a financial measure that is a subtotal or total of 2 or more reportable segments and is disclosed within the Notes to BCE’s consolidated primary financial statements. Adjusted EBITDA Adjusted EBITDA is a
Slide 17: Non-GAAP and other financial measures (cont’d)
Non-GAAP and other financial measures (cont’d) Capital management measures A capital management measure is a financial measure that is intended to enable a reader to evaluate our objectives, policies and processes for managing our capital and is disclosed within the Notes to BCE’s consolidated finan