Last updated on April 23, 2014 at 1:22 EDT

Investor Group and Bell to acquire Canadian data centre operator Q9 Networks

June 1, 2012

Ontario Teachers, Providence Equity, Madison Dearborn and Bell partner
in acquisition of leading provider in fast-growing data hosting and
cloud solutions sector

TORONTO, June 2, 2012 /CNW Telbec/ – An investor group, comprising
Ontario Teachers’ Pension Plan (Teachers), Providence Equity Partners
(Providence) and Madison Dearborn Partners LLC (Madison Dearborn), and
BCE Inc. (Bell) today announced an agreement to acquire 100% of
Canadian data centre operator Q9 Networks Inc. (Q9) for C$1.1 billion.

Under the agreement, Teachers, Providence and Madison Dearborn will
contribute 70%, or C$420 million, of the equity funding and Bell will
provide the remaining 30%, or C$180 million. New debt financing by Q9,
already committed, will also fund a portion of the acquisition. The
transaction is expected to close before the end of 2012, subject to
regulatory approval and customary closing conditions.

With 11 data centres in Alberta, British Columbia and Ontario, Q9 is
Canada’s leading provider of outsourced data centre solutions for
organizations with mission-critical IT operations. Q9 will continue to
be headquartered in Toronto and operate as a stand-alone entity.
Existing Q9 management will continue operating the company, including
Chief Executive Officer Osama Arafat and President & Chief Operating
Officer Paul Sharpe, both recognized leaders in the data centre
infrastructure space.

“Q9 looks forward to working with these leading private-equity firms and
Canada’s largest communications company, all of which have a strong
track record of growing leading-edge companies like Q9,” said Osama
Arafat, CEO of Q9 Networks. “They recognize the value of Q9 and its
team, an exceptional Canadian company dedicated to providing
organizations with highly secure and reliable data centre
infrastructure services.”

“Q9 is a recognized leader in data centre services for business
customers large and small, an ideal partner to grow our hosting and
cloud-based business while leveraging our world-leading broadband
network infrastructure,” said Tom Little, President of Bell Business
Markets. “Bell looks forward to working with our partners and to
offering our national business customer base access to Q9′s hosting and
co-location services while delivering Bell’s broadband network
solutions to Q9′s extensive client roster.”

“This is a unique opportunity to partner with the world-class management
team at Q9 and with Bell, the leading communications provider in
Canada. We look forward to supporting Q9′s continued growth with Bell,
and adding lasting value at the company,” the investor group said in a
joint statement

Bell and its consortium partners have committed to settle the Reverse
Break-Fee Proceedings initiated in 2008, with terms to be finalized in
advance of closing of the transaction. The break fee settlement, which
will consist of non-cash consideration, will be part of the overall
transaction and will be conditional upon completion of the transaction.

BMO, RBC and TD are providing debt financing for the transaction. BMO
Capital Markets and TD Securities served as financial advisors to Q9.
Barclays, Evercore Partners, and RBC Capital Markets are serving as
financial advisors to the investor group.

About Q9 Networks
Q9 Networks is Canada’s leading provider of outsourced data centre
infrastructure for organizations with mission-critical IT operations.
Q9′s 11 data centres and network are backed by an industry leading SLA
that guarantees 100 per cent network and power availability.  Q9
services, including: co-location, bandwidth, dedicated servers,
firewalls, load balancing, virtual private networking (VPN) and
back-up/restore, enable the rapid provisioning and scalability of
client infrastructure. More information is available at www.q9.com.

About Bell
Headquartered in Montréal, BCE Inc. (TSX, NYSE: BCE) is Canada’s largest
communications company, with the Bell and Bell Aliant brands providing
a comprehensive and innovative suite of broadband wireless and wireline
communication services to residential and business customers across
Canada. Bell Media is Canada’s premier multimedia company with leading
assets in television, radio and digital media, including CTV, Canada’s
#1 television network, and the country’s most-watched specialty
channels. The Bell Mental Health Initiative is a multi-year charitable
program that promotes mental health across Canada via the Bell Let’s
Talk anti-stigma campaign and support for community care, research and
workplace best practices. To learn more, please visit Bell.ca/LetsTalk. For BCE corporate information, please visit BCE.ca. For Bell product and service information, please visit Bell.ca. For Bell Media, please visit BellMedia.ca.

About Teachers’
With $117.1 billion in assets as of December 31, 2011, the Ontario
Teachers’ Pension Plan is the largest single-profession pension plan in
Canada. An independent organization, it invests the pension fund’s
assets and administers the pensions of 300,000 active and retired
teachers in Ontario. For more information visit www.otpp.com.

About Providence Equity Partners
Providence Equity Partners is the leading global private equity firm
specializing in equity investments in media, communications, education,
and information companies around the world. The principals of
Providence manage funds with over US$23 billion in equity commitments
and have invested in more than 100 companies operating in over 20
countries since the firm’s inception in 1989. Significant existing and
prior investments include ABTL (Indus Towers), Altegrity,
AutoTrader.com, Blackboard, Bresnan Communications, The Chernin Group,
Com Hem, Digiturk, Education Management Corporation, eircom, Hulu,
ikaSystems, Idea Cellular, Kabel Deutschland, NEW Asurion, Nextag,
PanAmSat, ProSiebenSat.1, iQiyi, Study Group, TDC, TVB, UFO Moviez,
Univision, VoiceStream Wireless, Warner Music Group, World Triathlon
Corporation, Trilogy International Partners and Yankees Entertainment
and Sports Network. Providence is headquartered in Providence, RI (USA)
and also has offices in New York, London, Hong Kong, Beijing, and New
Delhi. Visit www.provequity.com for more information.

About Madison Dearborn Partners
Madison Dearborn Partners, based in Chicago, is one of the most
experienced and successful private equity investment firms in the
United States. Since Madison Dearborn’s formation in 1992, the firm has
raised six funds with aggregate capital of over $18 billion and has
completed approximately 120 investments. Madison Dearborn invests in
businesses across a broad spectrum of industries, including basic
industries; business and government services; consumer; financial
services; health care; and telecom, media and technology services. Its
noteworthy investments include Asurion, CDW, Fieldglass, MetroPCS,
Nuveen Investments, TransUnion, and Yankee Candle. For more
information, please visit www.mdcp.com

Caution Concerning Forward-Looking Statements
Certain statements made in this news release, including, but not limited
to, statements relating to the proposed acquisition by the investor
group of Q9 Networks Inc., the expected closing date of the
transaction, certain strategic benefits expected to result from the
transaction, 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 transaction
referred to above and its expected impact. Readers are cautioned that
such information may not be appropriate for other purposes. The timing
and completion of the above-mentioned proposed transaction is subject
to customary closing conditions, termination rights and other risks and
uncertainties including, without limitation, Competition Bureau
approval. Accordingly, there can be no assurance that the proposed
transaction will occur, or that it will occur at the expected time or
on the terms and conditions contemplated in this news release. The
proposed transaction could be modified, restructured or terminated.
There can also be no assurance that the strategic benefits expected to
result from the transaction will be fully realized.


Source: PR Newswire