MTS shareholders overwhelmingly approve acquisition by BCE

WINNIPEG, June 23, 2016 /CNW/ - (TSX: MBT) Manitoba Telecom Services Inc. (MTS) today announced that a significant majority of its shareholders (the Shareholders) have approved the special resolution (the Arrangement Resolution) authorizing the statutory plan of arrangement under section 185 of The Corporations Act (Manitoba), pursuant to which, among other things, BCE Inc. (BCE) will acquire all of the issued and outstanding common shares of MTS (the Arrangement).

The Arrangement Resolution was approved by 99.66% of the 43,098,172 votes cast by Shareholders present in person or represented by proxy at the special meeting of Shareholders held earlier today.

"MTS shareholders have overwhelmingly supported the BCE transaction," said Jay Forbes, President & CEO of MTS. "This strong support reflects the meaningful value that shareholders will receive as a result of this transaction, which also provides compelling benefits to MTS customers, employees and to the province of Manitoba. With these shareholder approvals in place, we will continue to work with BCE to secure the necessary regulatory approvals with a view to closing the transaction as expected."

The transaction is subject to the approval and issuance of a final order by the Manitoba Court of Queen's Bench (the Final Order); the receipt of regulatory approvals from the Canadian Radio-television and Telecommunications Commission (CRTC) under the Broadcasting Act (Canada), the Competition Bureau under the Competition Act (Canada) and from the Minister of Innovation, Science and Economic Development Canada (ISED) under the Radiocommunication Act (Canada); and the satisfaction or waiver of other customary closing conditions.

Letter of transmittal and election form
MTS currently expects that following payment of the MTS second quarter 2016 dividend on July 15, 2016, it will send a letter of transmittal and election form explaining how Shareholders can deposit and obtain payment for their MTS common shares once the Arrangemen is completed. The letter of transmittal and election form will also be available on our website at www.mts.ca/investors as well as under our profile on SEDAR at www.sedar.com or by contacting the depositary appointed in connection with the Arrangement, Computershare Trust Company of Canada. Any questions regarding receipt of the cash or share consideration, including any request for another copy of the letter of transmittal and election form, should be directed to Computershare Trust Company of Canada via telephone at 1-877-982-8757 (toll free in North America) or via email at [email protected].

Forward-looking statements disclaimer
This news release contains forward-looking statements and information (collectively, the "forward-looking statements") 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, approval of the CRTC, Competition Bureau and ISED, and other approvals, including obtaining the Final Order, and other closing conditions, including, without limitation, the operation and performance of the MTS business in the ordinary course until closing of the transaction, the risk of litigation or adverse actions that would prevent or hinder the completion 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.

About MTS
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.

About BCE
Canada's largest communications company, BCE provides a comprehensive and innovative suite of broadband wireless, TV, Internet and business communication services from Bell Canada and Bell Aliant. Bell Media is Canada's premier multimedia company with leading assets in television, radio, out of home and digital media. To learn more, please visit BCE.ca.

The Bell Let's Talk initiative promotes Canadian mental health with national awareness and anti-stigma campaigns like Bell Let's Talk Day and significant Bell funding of community care and access, research, and workplace initiatives. To learn more, please visit Bell.ca/LetsTalk.

SOURCE MTS

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