SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the month of December 2002 Commission File Number 1-8481
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BCE Inc.
(Translation of Registrant's name into English)
1000, rue de La Gauchetiere Ouest, Bureau 3700, Montreal, Quebec H3B 4Y7,
(514) 397-7000
(Address of principal executive offices)
Indicate by check mark whether the Registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F Form 40-F X
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Indicate by check mark whether the Registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
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If "Yes" is marked, indicate below the file number assigned to the
Registrant in connection with Rule 12g3-2(b): 82- .
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This Form 6-K is not incorporated by reference in the registration statement
filed by BCE Inc. with the Securities and Exchange Commission under Form F-3
on June 15, 2000 (Registration No. 333-12130), under Form S-8 on October 16,
2000 (Registration No. 333-12780), under Form S-8 on November 1, 2000
(Registration No. 333-12802) and under Form S-8 on November 1, 2000
(Registration No. 333-12804). Notwithstanding any reference to BCE Inc.'s
Web site on the World Wide Web in the documents attached hereto, the
information contained in BCE Inc.'s Web site or any other site on the World
Wide Web referred to in BCE Inc.'s site is not a part of this Form 6-K and,
therefore, is not filed with the Securities and Exchange Commission.
MATERIAL CHANGE REPORT
Section 146 of the Securities Act (Alberta)
Section 85 of the Securities Act (British Columbia)
Section 76 of The Securities Act, 1990 (Newfoundland)
Section 81 of the Securities Act (Nova Scotia)
Section 75 of the Securities Act (Ontario)
Section 84 of The Securities Act, 1988 (Saskatchewan)
Item 1 - Reporting Issuer
The name of the reporting issuer is BCE Inc. ("BCE"), the head office of which
is located at 1000 de La gauchetiere West, Suite 3700, Montreal, Quebec, H3B
4Y7.
Item 2 - Date of Material Change
December 2, 2002
Item 3 - Press Release
A press release announcing the material change was issued by BCE on December 2,
2002 in Montreal, Quebec. A copy of the press release is annexed hereto and
forms an integral part hereof.
Item 4 - Summary of Material Change
On December 2, 2002, BCE announced that it had completed the purchase of an
approximate 16% interest in Bell Canada from an affiliate of SBC Communications
Inc. ("SBC") for CDN$4.99 billion.
Item 5 - Full Description of Material Change
On December 2, 2002, BCE announced that it had completed the purchase of an
approximate 16% indirect interest in Bell Canada (the "Remaining Interest") from
an affiliate of SBC for CDN$4.99 billion. The purchase resulted from the
exercise by BCE on November 11, 2002 of an option granted by Ameritech Canada
Business Trust ("Ameritech Trust"), an affiliate of SBC, to BCE in respect of
the Remaining Interest. With the closing of this transaction, BCE now indirectly
owns 100% of Bell Canada's outstanding common shares.
BCE issued CDN$250 million of BCE common shares to Ameritech Trust on December
2, 2002 as partial consideration for the CDN$4.99 billion purchase price. BCE
raised the funds required for the payment of the balance of the purchase price
of CDN$4.74 billion from proceeds resulting from the recently completed public
issuance by BCE of common shares and debt securities and the sale of Bell
Canada's directories business.
Item 6 - Reliance/Confidential
Not applicable.
Item 7 - Omitted Information
Not applicable.
Item 8 - Senior Officer
Martine Turcotte
Chief Legal Officer
(514) 870-4637
Item 9 - Statement of Senior Officer
The foregoing accurately discloses the material change referred to herein.
DATED at Montreal, Quebec this 12th day of December, 2002
BCE INC.
by (signed) Martine Turcotte
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Name: Martine Turcotte
Title: Chief Legal Officer
News Release
For Immediate Release
BCE COMPLETES PURCHASE OF 100 PER CENT OF BELL CANADA
Montreal (Quebec), December 2, 2002 -- BCE Inc. (NYSE, TSX: BCE) today
announced that it has completed the purchase of approximately 16 per cent in
Bell Canada from an affiliate of SBC Communications Inc. of San Antonio, Texas
(SBC) for Cdn $4.99 billion.
"With 100% ownership of Bell Canada, we can clearly focus on our future, fully
in control of our key asset," said Michael Sabia, President and CEO of BCE Inc.
"That focus will be on simplifying Bell Canada, driving productivity gains and
continuing to strengthen our balance sheet."
BCE raised the funds required for the payment of the Cdn $4.99 billion from
proceeds resulting from the recently completed public issuance by BCE of common
shares and debt securities, the sale of Bell Canada's directories business, and
the issuance today of Cdn $250 million of BCE common shares to an affiliate of
SBC.
"The success of the initiatives we took to finance the repurchase of Bell
speaks to the overall strength of the company, and its prospects for the
future," concluded Mr. Sabia.
About BCE
BCE is Canada's largest communications company. It has 24 million customer
connections through the wireline, wireless, data/Internet and satellite
services it provides, largely under the Bell brand.BCE leverages those
connections with extensive content creation capabilities through Bell
Globemedia which features some of the strongest brands in the industry --
CTV, Canada's leading private broadcaster, The Globe and Mail, the leading
Canadian daily national newspaper and Sympatico.ca, a leading Canadian
Internet portal. As well, BCE has extensive e-commerce capabilities provided
under the BCE Emergis brand. BCE shares are listed in Canada, the United States
and Europe.
-- 30 --
For further information:
Nick Kaminaris George Walker
Communications Investor Relations
(514)786-3908 (514) 870-2488
Web site: WWW.BCE.CA
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BCE Inc.
(Signed Michael T. Boychuk)
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Michael T. Boychuk
Senior Vice-President and Corporate Treasurer
Date: December 12, 2002