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Last updated on April 16, 2014 at 11:22 EDT

Astral and Bell Media reply to CRTC submissions

April 17, 2013
        --  Uniting Astral and Bell Media strengthens Canadian broadcasting
            and enhances competition
        --  Companies looking forward to CRTC hearing that begins May 6 in
            Montréal
        --  Learn more about the benefits of the transaction at
            CanadiansDeserveMore.ca

MONTREAL, April 17, 2013 /CNW Telbec/ – Astral Media Inc. (Astral) and
BCE Inc. (Bell) today announced they have replied to interventions
filed with the Canadian Radio-television and Telecommunications
Commission (CRTC), part of the CRTC’s process to review the proposed
transaction to unite Astral and Bell Media.

“Astral and Bell Media are happy to present our plan to deliver great
new TV, radio and film content across all platforms and to enhance
competition in a rapidly evolving broadcasting system,” said Kevin
Crull, President of Bell Media. “We appreciate the letters of support
received from Canadian consumers, creators, and broadcast and cable
companies, and we acknowledge those who question the transaction. We
believe our plan fully addresses their concerns, and we look forward to
detailing the benefits of the transaction during the CRTC’s public
hearing in May.”

“Astral is proud of our long history of creating world-class content and
world-class opportunities here in Québec and across Canada,” said
Jacques Parisien, Executive Vice President and Chief Operating Officer
of Astral. “By joining with Bell Media, we’ll build on that proud
legacy, ensuring consumers and creators benefit from accelerated
investment and innovation in new programming, especially in the
French-language media marketplace.”

Under both an agreement with the Competition Bureau and their amended
application to the CRTC, Astral and Bell Media will sell several Astral
TV services. The divestitures include 100% of Astral’s English-language
specialty TV services and 50% of its French-language specialty TV.

After selling a total of 11 Astral TV services, Bell Media would retain
8 Astral pay and specialty TV services – the French-language Super
Écran, Cinépop, Canal Vie, Canal D, VRAK TV, and Ztélé, and
English-language services The Movie Network, which includes HBO Canada,
and TMN Encore.

“A primary focus for Bell Media is growth in Québec and the
French-language media marketplace. Even after the sale of half of
Astral’s French-language specialty TV services, Bell Media would
increase its viewing share in this market to 22.6% – still less than
the 31% viewing share enjoyed by Québecor, but a significant
enhancement to market competition nevertheless,” said Mr. Crull. “All
of these remaining English and French-language TV services are part of
the Astral and Bell Media plan to increase consumer choice and service
innovation in Canadian media.”

The principal opposition to Astral joining with Bell Media has come from
some cable and telecom companies that compete with Bell, specifically
because Astral and Bell Media are eager to inject fresh ideas,
significant new investment, and more competition into Canadian media,
especially in Québec.

These competitors, many of them large vertically integrated
corporations, claim Astral and Bell Media will somehow restrict their
access to content – despite the fact that both Astral and Bell Media
already have long-term distribution and affiliation agreements in place
with them. Bell Media is also respectful of and compliant with the
CRTC’s rigorous Vertical Integration rules, which govern the
relationship between broadcasters and distributors.

Recognizing the rapidly changing competitive landscape in a
multi-platform, cross-border broadcasting universe, Bell Media was
formed in 2011 to compete both with Canada’s established vertically
integrated cable/broadcast companies and with fast-growing
international broadcasters such as Netflix and Google. Bell Media’s
plan to join with Astral was originally announced on March 16, 2012.
After the CRTC’s rejection of Astral and Bell Media’s original
application on October 18, 2012, the two companies filed a new
application addressing the CRTC’s concerns on November 19, later
amended to reflect terms in the March 4, 2013 consent agreement between
Bell and the Competition Bureau.

Bell Media has also committed to a tangible benefits package of $174.64
million to develop and promote new French and English language TV,
radio and film content, support emerging Canadian musical talent, and
enable new media training and consumer participation initiatives in the
Canadian broadcasting industry.

Bell Media will also retain Astral’s 2 rural over-the-air TV stations in
British Columbia, CJDC in Dawson Creek and CFTK in Terrace, and
Astral’s interest in the Viewer’s Choice Canada pay-per-view service.
Astral and Bell Media have committed to keeping all local TV stations
open and to maintaining their local programming.

Consistent with the CRTC’s policy on radio ownership, Bell is divesting
10 English-language radio stations. Because of the strong desire
expressed by Montréal sports fans to retain TSN Radio 690 as an
English-language sports station, Bell Media has requested permission to
continue to operate TSN 690 as an English-language sports radio
station.

Due to the need for regulatory approvals, Astral and Bell on November
19, 2012 extended the outside date for closing the transaction to June
1, 2013, with both Astral and Bell having the right to postpone it
further to July 31, 2013.

CanadiansDeserveMore.ca
You can learn more about Astral and Bell Media at CanadiansDeserveMore.ca, the information portal for the transaction. The updated website
outlines the benefits of a united Astral and Bell Media for consumers
and the broadcast industry, with interactive features allowing visitors
to view support for the transaction and get answers to questions about
the proposal.

About Astral
Founded in 1961, Astral Media Inc. (TSX: ACM.A/ACM.B) is one of Canada’s
largest media companies. It operates several media properties – pay and
specialty television, radio, out-of-home advertising, and digital -
that are among the most popular in the country. Astral plays a central
role in community life across the country by offering diverse, rich,
and vibrant programming that meets the tastes and needs of consumers
and advertisers alike. To learn more about Astral, please visit Astral.com.

About Bell
Headquartered in Montréal since its founding in 1880, Bell is Canada’s
largest communications company, providing consumers and business with
solutions to all their communications needs. Bell Media is Canada’s
premier multimedia company with leading assets in television, radio and
digital media. Bell is wholly owned by Montréal’s BCE Inc. (TSX, NYSE:
BCE). For more information, please visit Bell.ca.

The Bell Mental Health Initiative is a multi-year charitable program
that promotes mental health across Canada via the Bell Let’s Talk Day
anti-stigma campaign and support for community care, research and
workplace best practices. To learn more, please visit www.Bell.ca/LetsTalk.

Caution Concerning Forward-Looking Statements
Certain statements made in this news release, including, but not limited
to, statements relating to the proposed acquisition by BCE Inc. of
Astral Media Inc. and to the proposed sale of certain TV services and
radio stations, certain benefits expected to result from the proposed
transactions, BCE Inc.’s plans and objectives, and other statements
that are not historical facts, are forward-looking. Forward-looking
statements, by their very nature, are subject to inherent risks and
uncertainties and are based on several assumptions 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 you are cautioned not to place undue
reliance on 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 transactions referred
to above and their expected impact. Readers are cautioned that such
information may not be appropriate for other purposes. The completion
of the above-mentioned proposed transactions is subject to customary
closing conditions, termination rights and other risks and
uncertainties including, without limitation, regulatory approvals,
including approval by the CRTC and, in the case of certain of the
proposed dispositions, the Competition Bureau. Accordingly, there can
be no assurance that the proposed transactions will occur, or that they
will occur on the terms and conditions currently contemplated by this
news release. The proposed transactions could be modified, restructured
or terminated. There can also be no assurance that the benefits
expected to result from the above-mentioned proposed transactions will
be fully realized. For additional information with respect to certain
of these and other assumptions and risks relating to the
above-mentioned proposed transactions, please refer to BCE Inc.’s 2012
annual MD&A dated March 7, 2013, filed with the Canadian securities
commissions (available at www.sedar.com) and filed, under Form 40-F, with the U.S. Securities and Exchange
Commission (available at www.sec.gov). These documents are also available on BCE Inc.’s website at www.bce.ca.

SOURCE Bell Canada


Source: PR Newswire