WINNIPEG, June 7, 2016 /CNW/ - (TSX: MBT) Manitoba Telecom Services Inc. (MTS) is pleased to announce that Institutional Shareholder Services (ISS), a leading independent proxy advisory firm, has recommended that MTS shareholders (Shareholders) vote FOR the special resolution to approve the statutory plan of arrangement (the Arrangement) pursuant to which, among other things, BCE Inc. (BCE) will acquire all of the issued and outstanding common shares of MTS.
The special resolution will be considered at the upcoming special meeting of Shareholders to be held on Thursday, June 23, 2016 at 9:00 a.m. (Manitoba time) in the Provencher Ballroom at the Fort Garry Hotel (222 Broadway, Winnipeg, Manitoba). The MTS Board of Directors has unanimously recommended that Shareholders vote FOR the special resolution to approve the Arrangement.
ISS is widely recognized as one of the leading independent proxy voting and corporate governance advisory firms. Their analyses and recommendations are relied upon by many major institutional investment firms, mutual funds and fiduciaries throughout North America to help them make more informed investment decisions on behalf of their shareholders.
In its recommendation FOR the approval of the special resolution, ISS stated:
"A vote FOR is warranted based on a review of the terms of the transaction, in particular, the implied premium and the reasonable strategic rationale. Shareholders have the flexibility to choose between cash and stock consideration. The cash consideration will provide certainty of value, and the share consideration will allow shareholders to continue to participate in the future potential growth of BCE, Canada's largest communications company, which has a strong history of increasing its dividend and currently delivers an attractive yield."
"We are pleased that ISS supports the unanimous recommendation of the MTS Board of Directors that our shareholders vote in favour of the BCE transaction," said Jay Forbes, President & CEO of MTS. "This transaction will deliver immediate and meaningful value to MTS shareholders while offering significant investment and innovation benefits for our customers, our employees, and the Province of Manitoba."
Shareholders are reminded to vote prior to the proxy cut-off time at 9:00 a.m. (Manitoba time) on Tuesday, June 21, 2016.
For more information or assistance regarding voting, please contact D.F. King Canada, MTS' proxy solicitation agent, by telephone at 1-800-398-2816 (toll free in North America) or by email at [email protected].
For further information regarding the Arrangement and the special meeting of Shareholders, we encourage all Shareholders to read our management information circular and related materials with respect to the Arrangement, which is available at www.about.mts.ca/investors and at www.sedar.com.
Forward-looking statements disclaimer
This new release contains forward-looking statements and information including, but not limited to, those relating to the Arrangement, information concerning MTS and BCE, and other statements that are not historical facts. Completion and timing of the proposed transaction are subject to closing conditions including, without limitation, obtaining the required MTS shareholder approval, approval of the Canadian Radio-television and Telecommunications Commission, the Competition Bureau, and Innovation, Science and Economic Development Canada and other approvals, including necessary court approval and BCE obtaining the necessary approvals from the Toronto Stock Exchange and the New York Stock Exchange, as applicable, for the listing of its common shares in connection with the share consideration under the Arrangement, and other closing conditions, including, without limitation, the operation and performance of the MTS business in the ordinary course until closing of the transaction and compliance by MTS with various other covenants contained in the arrangement agreement, all of which are subject to important risks, uncertainties and assumptions. There can be no assurance that the proposed transaction will occur, or that it will occur on the terms and conditions or at the time contemplated in this news release. We disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
At MTS, we're proud to be Manitoba's leading information and communications technology provider. We're dedicated to delivering a full suite of services for Manitobans - Wireless, Internet, TV, Phone Service and Security Systems plus a full suite of Information Solutions, including Unified Cloud and Managed Services. You can count on MTS to make connecting your world easy. We're with you.
We live where we work and actively give back to organizations that strengthen our communities. Through MTS Future First, we provide sponsorships, grants and scholarships, value-in-kind support and volunteer commitment in Manitoba.
MTS Inc. is wholly owned by Manitoba Telecom Services Inc. (TSX: MBT). For more on MTS' products and services, visit mts.ca. For investor information, visit www.mts.ca/aboutus.
SOURCE Manitoba Telecom Services Inc.
For further information: Investors: Brenda McInnes, Investor Relations, 204-941-6205, [email protected]; Media: Christine Payne, Corporate Communications, 204-941-8576, [email protected]; For shareholder inquiries, please contact: D.F. King at 1-800-398-2816 toll free in North America or by email at [email protected]