News from PR Newswire
/FIRST AND FINAL ADD - MO200 - BCE INC. COMPANY EARNINGS/
Wednesday, May 04, 2005
Other Bell Canada segment revenues for the quarter were $479 million, or 1.1% higher compared with the same period last year. Our wholesale unit had higher revenues resulting from the acquisition of the wholesale portion of 360networks in the fourth quarter of last year partly offset by lower revenues resulting from the CDN decision. This increase also reflects a favourable ruling by the CRTC with respect to subsidies for serving high cost areas at Telebec.
Other Bell Canada operating income
Operating income for the Other Bell Canada segment was $129 million this quarter, or 16.2% higher than Q1 2004. Cost savings initiatives and the impact of the favourable high-cost serving area ruling for Telebec, offset the impact of the CDN decision to our wholesale unit. Operating income also reflects the positive impact of a $25 million credit for the reversal of restructuring provisions that were no longer necessary, since the actual payments were lower than expected, partly offset by a $19 million charge for relocating employees and closing real estate facilities that are no longer needed because of the employee departure program.
Other BCE revenues
%
Q1 2005 Q1 2004 CHANGE
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Bell Globemedia 356 342 4.1%
Telesat 108 84 28.6%
CGI 273 214 27.6%
Other 11 11 0.0%
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Other BCE revenues 748 651 14.9%
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Revenues from the Other BCE segment for the first quarter of the year were $748 million or 14.9% higher than Q1 2004. This increase reflects higher revenues at Bell Globemedia, Telesat and CGI.
Bell Globemedia's revenues for the quarter totalled $356 million, up 4.1% from Q1 of last year. Television advertising revenues grew by 5.7% reflecting the strength of CTV's schedule, which included 18 of the top 20 regularly scheduled programs from September 2004 to March 2005. Strong growth in advertising revenues in conventional and specialty television helped offset the loss of advertising on hockey broadcasts on our sports specialty channels TSN and RDS.
Bell Globemedia's subscriber revenues grew by 4.1% this quarter reflecting specialty channel growth and online subscription growth at The Globe and Mail.
Telesat's revenues increased by 28.6% to $108 million this quarter as a result of its acquisition of The SpaceConnection Inc. (SpaceConnection), Ka-band revenues from Anik F2, and higher revenues from broadcast services and Interactive Distance Learning services. SpaceConnection was acquired in January 2005 and is a provider of programming-related satellite transmission services to major U.S. television networks and cable programmers.
Anik F2 began commercial service in October 2004 and was the world's first satellite to commercialize the Ka frequency band, enabling two-way high speed Internet access services to consumers and businesses in Canada and the U.S. Telesat has recently established distribution arrangements with Barrett Xplore Inc. (Barrett), a wireless broadband service provider, Telebec, and NorthernTel to deliver two-way high-speed Internet access to Canadians in rural and remote communities using the Ka frequency band of Anik F2.
Our share of CGI revenues was $273 million this quarter compared with $214 million in the same period last year with the growth in revenue reflecting CGI's acquisition of American Management Systems Inc. (AMS) in May 2004.
Other BCE operating income
Operating income for the Other BCE segment grew by 65% this quarter to $84 million driven by growth in operating income in Bell Globemedia, Telesat and CGI.
Bell Globemedia's operating income grew by 60% reflecting revenue gains and cost savings. Telesat's operating income grew by 19.4%, resulting from strong revenue growth partly offset by SpaceConnection's operating expenses and higher amortization related to Anik F2 and SpaceConnection. CGI's operating income grew by 19.0% reflecting its acquisition of AMS.
Product Line Analysis
%
Q1 2005 Q1 2004 CHANGE
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Local and access 1,368 1,379 (0.8%)
Long distance 538 606 (11.2%)
Wireless 713 651 9.5%
Data 951 892 6.6%
Video 221 207 6.8%
Terminal sales and other 418 371 12.7%
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Total Bell Canada Consolidated 4,209 4,106 2.5%
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Local and access
To view BCE chart Local and Access Revenues please click here.
http://files.newswire.ca/175/16E.jpg
Local and access revenues of $1,368 million for the quarter declined by 0.8% compared with last year mainly as a result of lower network access services (NAS) and lower SmartTouch feature revenues, partly offset by gains from wireline insurance and maintenance plans.
NAS in service declined by 172,000 or 1.3% over the first quarter of 2004 as a result of losses to CLECs and continued pressure from growth in high-speed Internet access which reduces the need for second telephone lines. The rate of residential NAS declines also increased this quarter with an increase in customers substituting wireline with wireless telephone service and the launch of an aggressively-priced cable telephony offering in certain of our Quebec markets as well as from losses to VoIP providers.
Long distance
To view BCE chart Long Distance Revenues please click here.
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Long distance revenues were $538 million for the quarter, reflecting a year-over-year decrease of 11.2% compared with the same period in 2004. Lower long distance revenues affected both our Consumer and Business markets. The Consumer segment long distance revenues were lower than the same period in 2004, reflecting both lower ARPM as well as lower volumes of conversation minutes partially offset by the success of international prepaid calling card sales. Business segment long distance revenues were lower as a result of lower minute volumes and pricing declines resulting from competitive pressures.
Overall, minute volumes increased slightly this quarter to 4,588 million conversation minutes, or by 0.2%, compared with Q1 2004. However, ARPM decreased this quarter to $0.107, reflecting a decrease of $0.013 reflecting competitive pressures and the acceleration of our bundle take-up rate.
Wireless
To view BCE chart Wireless Subscribers please click here.
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To view BCE chart Wireless Revenues please click here.
http://files.newswire.ca/175/19E.jpg
%
Q1 2005 Q1 2004 CHANGE
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ARPU ($/month) 46 47 (2.1%)
Postpaid 57 59 (3.4%)
Prepaid 11 11 0.0%
Cellular & PCS Gross
Activations (k) 277 261 6.1%
Postpaid 193 204 (5.4%)
Prepaid 84 57 47.4%
Churn (average per month) 1.6% 1.3% (0.3 pts)
Postpaid 1.6% 1.1% (0.5 pts)
Prepaid 1.8% 1.7% (0.1 pts)
Cellular & PCS Net
Activations (k) (1) 37 92 (59.8%)
Postpaid (1) (5) 69 n.m.
Prepaid (1) 42 23 82.6%
Cellular & PCS
Subscribers (k) 4,962 4,504 10.2%
Postpaid 3,719 3,422 8.7%
Prepaid 1,243 1,082 14.9%
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n.m.: not meaningful
(1) We added 82,000 new customers in Q1 2005 (40,000 postpaid
customers and 42,000 prepaid customers) and cancelled 45,000 non-
paying postpaid customer accounts.
Wireless service revenues of $713 million for the quarter represented an increase of 9.5%, compared with the first quarter of 2004. This year-over-year improvement was driven by subscriber growth of 10.2%, partly offset by a decline in blended ARPU.
Gross wireless activations increased by 6.1% in the first quarter of 2005 to 277,000, up from 261,000 for the same period last year. The growth in the total number of gross activations was driven by a 47% improvement in prepaid activations that was partly offset by a slight decline in postpaid activations. Postpaid gross activations started slowly in the first two months of 2005, reflecting our limited number of marketing promotions and the extension by some of our competitors of their fourth-quarter Christmas promotions. However, we made significant progress in March, directly as a result of a series of new promotions that were launched to combat ongoing competitive pressures, as well as the positive customer response to the introduction of our new '10-4' service. Our prepaid growth reflected an increase in the number of new activations early in the new year, brought about by strong sales of our very successful Grab 'n Go offer during the December holiday season, and to the added consumer attention that prepaid offers received following the launch of service in Canada by Virgin Mobile. Postpaid subscribers continue to represent a large majority of our gross activations, representing 70% of total gross activations, compared with 78% in Q1 2004.
Our postpaid churn rate for the first quarter of 2005 reached 1.6%, compared with 1.1% last year, due primarily to the cancellation of 45,000 non- paying customer accounts. As we addressed accounts receivable issues related to our billing system migration, we tightened our credit policies with respect to customers who had elected to temporarily suspend their service with Bell Mobility but had not reactivated their service within a reasonable period of time. In addition, we cancelled a number of postpaid subscriber accounts who were in default of our credit policy, but to whom we granted extensions as a result of billing delays. Prepaid churn for the quarter also increased slightly to 1.8% compared with 1.7% for Q1 2004. Accordingly, our blended churn rate for the quarter increased to 1.6% this year from 1.3% last year.
Before the cancellation of 45,000 postpaid customer accounts, we added 82,000 new customers during Q1 2005 (40,000 postpaid customers and 42,000 prepaid customers). Prepaid net additions of 42,000 this quarter were significantly higher than the 23,000 prepaid net additions last year, due mainly to a higher number of prepaid gross activations. As a result of higher postpaid churn, our postpaid subscriber base decreased by 5,000 customers during the first quarter, compared with the net addition of 69,000 postpaid subscribers during the same period in 2004. Accordingly, our total net additions amounted to 37,000.
Our total cellular and PCS subscriber base totaled 4,962,000 as at March 31, 2005 of which 75% were postpaid customers, compared with a total cellular and PCS subscriber base of 4,504,000 at the end of the first quarter of 2004, of which 76% were postpaid. Including paging subscribers, our total wireless customer base reached 5,366,000.
Despite higher value-added service and data revenues per subscriber, our blended ARPU decreased by $1 to $46 per month. The decline was caused primarily by the suspension of wireless services for postpaid customers in default of our credit policy, and the application of customer billing and retention credits precipitated by invoicing delays last year. These items affected postpaid ARPU, which decreased to $57 per month in Q1 2005 from $59 in Q1 2004. However, we saw a progressive improvement in ARPU during the quarter as billing adjustments and retention credits declined steadily, returning to more normal levels by the end of March. Prepaid ARPU remained flat, year-over-year, at $11 per month.
Data
To view BCE chart Data Revenues please click here.
http://files.newswire.ca/175/20E.jpg
To view BCE chart High-Speed Internet Subscribers please click here.
http://files.newswire.ca/175/21E.jpg
Data revenues of $951 million in Q1 2005 increased by 6.6% compared with the same period last year, reflecting our highest rate of data revenue growth since Q2 2002. The improvement was a result of growth in high-speed Internet, VAS, and IP-based services, which more than offset declines from lower construction revenues from the GOA contract, legacy data revenues and price competition. Our growth in VAS was in part due to the various business acquisitions completed over the last twelve months.
The number of high-speed Internet subscribers increased by 128,000 this quarter to reach a total subscriber count of 1,936,000. The additions achieved this quarter were driven by an expansion of the footprint combined with focused selling efforts, improved retention strategies and the introduction of our Basic Lite service in the Ontario market. Our high-speed Internet access footprint in Ontario and Quebec reaches 84% of homes and business lines passed compared with 80% at the same time last year.
Total dial-up customers decreased to 696,000 at the end of the quarter from 836,000 at the end of Q1 2004, as dial-up customers migrated to higher- speed Internet services.
Video
See discussion under Consumer Segment.
Terminal sales and other
Terminal sales and other revenues were $418 million this quarter, or 12.7% higher than the same period last year, reflecting growth in Aliant's equipment sales. Our revenue growth also reflects the impact of several business acquisitions.
Other Items
Other income
Other income decreased 81% or $29 million to $7 million in Q1 2005, compared to Q1 2004, reflecting decreases in:
- equity income due mainly to the sale of our 15.96% interest in
Manitoba Telecom Services Inc. (MTS)
- interest income due to lower average cash balances
- foreign exchange gains.
Interest expense
Interest expense declined 2.0% or $5 million to $247 million in Q1 2005, compared to Q1 2004. This was a result of lower average debt levels, mainly from the net debt repayments made in the last twelve months.
Income taxes
Income taxes increased 3.4% or $9 million to $271 million in Q1 2005, compared to Q1 2004. The increase was primarily from higher pre-tax earnings. The effective tax rate was 32.8% in Q1 2005 and 33.0% in Q1 2004.
Non-controlling interest
Non-controlling interest increased 31% or $15 million to $63 million in Q1 2005, compared to Q1 2004. The increase was mainly a result of:
- the impact of purchasing MTS' 40% interest in Bell West in August
2004. Before August 2004, Bell West's net losses resulted in a
reduction of non-controlling interest.
- higher net earnings at Bell Globemedia.
Financial and Capital Management
This section tells you how we manage our cash and capital resources to carry out our strategy and deliver financial results. It provides an analysis of our financial condition, cash flows and liquidity on a consolidated basis.
Financial and Capital Structure
Capital Structure
Q1 2005 Q4 2004
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Debt due within one year 1,428 1,276
Long-term debt 12,280 11,809
Less: Cash and cash equivalents (526) (380)
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Total net debt 13,182 12,705
Non-controlling interest 2,914 2,908
Total shareholders' equity 14,208 14,024
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Total capitalization 30,304 29,637
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Net debt to capitalization 43.5% 42.9%
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Outstanding share data (in millions)
Common shares 926.4 925.9
Stock options 28.2 28.5
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Our net debt to capitalization ratio was 43.5% at the end of Q1 2005, compared to 42.9% at the end of 2004. This resulted from higher net debt, partly offset by an increase in total shareholders' equity.
Net debt increased by $477 million to $13,182 million in Q1 2005. Negative free cash flow of $162 million and $209 million in business acquisitions and other investments caused the increase.
Total shareholders' equity increased $184 million to $14,208 million in Q1 2005. This mainly represents the net earnings remaining after the dividends we declared on common and preferred shares in Q1 2005.
Cash Flows
The table below is a summary of the flow of cash into and out of BCE in Q1 2005 and Q1 2004.
Q1 2005 Q4 2004
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Cash from operating activities 939 1,260
Capital expenditures (737) (681)
Other investing activities (15) 19
Cash dividends paid on common shares (278) (277)
Cash dividends paid on preferred shares (21) (22)
Cash dividends paid by subsidiaries to
non-controlling interest (50) (43)
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Free cash flow (162) 256
Business acquisitions (83) (59)
Business dispositions - 16
Change in investments accounted for under
the cost and equity methods (126) 6
Issue of common shares 9 4
Net issuance of debt instruments 546 411
Financing activities of subsidiaries
with third parties (17) (35)
Other financing activities (30) (48)
Cash provided by discontinued operations 9 238
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Net increase in cash and cash equivalents 146 789
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Free cash flow
Free cash flow was negative $162 million in Q1 2005, compared to positive $256 million in Q1 2004. The decrease of $418 million year-over-year is mainly due to lower cash from operating activities and higher capital expenditures.
Cash from operating activities
Cash from operating activities decreased 25% or $321 million to $939 million in Q1 2005, compared to Q1 2004. This was mainly a result of:
- approximately $200 million in income taxes paid in Q1 2005 related
to the final installments for the 2004 fiscal year
- an increase of $64 million in pension and other benefit plan
payments, due mainly to Aliant's voluntary contribution of
$60 million in Q1 2005
- an increase of $82 million in payments relating to the employee
departure programs at Bell Canada and Aliant.
These were partly offset by improved operating performance in Q1 2005 as a result of higher EBITDA and lower interest costs.
Capital expenditures
Capital expenditures were $737 million in Q1 2005, or 15.2% of revenues. This was 8.2% higher than the capital expenditures of $681 million, or 14.7% of revenues, in Q1 2004. The increase reflects mainly the strategic investments in the Consumer segment, which include the FTTN rollout, VDSL deployment, IPTV platform and the acquisition of spectrum licences.
Other investing activities
Cash from other investing activities decreased by $34 million in Q1 2005, compared to Q1 2004. In Q1 2004, cash from other investing activities included $43 million of insurance proceeds that Telesat received for a malfunction on the Anik F1 satellite.
Cash dividends paid on common shares
We paid a dividend of $0.30 per common share in Q1 2005, which is the same as the dividend we paid in Q1 2004.
In December 2004, the board of directors of BCE Inc. approved an increase of 10% or $0.12 per common share in the annual dividend on BCE Inc.'s common shares. As a result, starting with the quarterly dividend to be paid on April 15, 2005, subject to declaration by the board of directors, we expect to pay quarterly dividends on BCE Inc.'s common shares of approximately $306 million, based on the revised dividend policy. This assumes that there are no significant changes in the number of outstanding common shares. These quarterly dividends equal $0.33 per common share, based on approximately 926 million common shares outstanding at March 31, 2005.
Business acquisitions
We invested $83 million in business acquisitions in Q1 2005. This consisted mainly of Bell Canada's acquisition of an 89% interest in Nexxlink. The remaining 11% interest was acquired in April 2005.
We invested $59 million in business acquisitions in Q1 2004. This consisted mainly of:
- Bell Canada's purchase of a 100% interest in Accutel Conferencing
Systems Inc. (Canada) and certain branches of Accutel Conferencing
Systems (U.S.) (collectively, Accutel) for $48 million
- Bell Canada's purchase of a 75.8% interest in Elix Inc. (Elix) for
$10 million.
Change in investments accounted for under the cost and equity methods
In Q1 2005, Bell Canada invested US $100M for an approximate 12% interest in Clearwire, a privately-held company that offers advanced IP-based wireless broadband communications services. Bell Canada is now Clearwire's exclusive strategic partner in the U.S. and preferred provider beyond North America of VoIP and other value-added IP services and applications.
Debt instruments
We issued $546 million of debt (net of repayments) in Q1 2005. In particular, Bell Canada issued $700 million in debentures. We also repaid $155 million of notes payable and bank advances, mainly at Bell Canada.
We issued $411 million of debt (net of repayments) in Q1 2004. The issuances were mainly at Bell Canada, which issued $450 million in debentures, and Bell Globemedia, which issued $300 million of senior notes and withdrew $490 million under its credit facilities. The repayments were at BCE Inc., which repaid $351 million in retractable preferred shares, Bell Globemedia, which repaid $355 million under its credit facilities, and Bell Canada, which repaid $126 million in debentures.
Cash relating to discontinued operations
There was no significant cash provided by discontinued operations in Q1 2005.
Cash provided by discontinued operations was $238 million in Q1 2004. This consisted mainly of net cash proceeds of $285 million from the sale of Emergis' U.S. health operations and $90 million of cash generated from Emergis' operations. This was partly offset by the deconsolidation of Emergis' cash on hand of $137 million at December 31, 2003.
Transactions with Related Parties
Bell Canada International Inc. (BCI) loss utilization transaction
On April 15, 2005, 3787915 Canada Inc., a wholly-owned subsidiary of Bell Canada, acquired $17 billion in preferred shares from 3787923 Canada Inc., a wholly-owned subsidiary of BCI. 3787923 Canada Inc. used the proceeds to advance $17 billion to BCI through a subordinated interest-free loan. BCI then advanced $17 billion to 3787915 Canada Inc. by way of a subordinated interest- bearing demand loan, the funds being used to repay a daylight loan granted to 3787915 Canada Inc. to make the initial preferred share investment.
The dividend rate on the preferred shares is equal to 5.1% which is essentially the same as the interest rate on the loan. This transaction is part of a tax loss consolidation strategy that follows the transaction steps laid out in an advanced tax ruling granted by the Canada Revenue Agency to Bell Canada and BCI.
3787915 Canada Inc. has the legal right to offset the demand loan payable to BCI and the investment in preferred shares of 3787923 Canada Inc. Since 3787915 Canada Inc. intends to do this, we will present these items and the related interest expense and dividend income on a net basis. The tax savings resulting from the interest expense will be presented as a reduction of income tax expense.
Credit Ratings
Our key credit ratings at May 3, 2005 remained unchanged from those listed in the BCE 2004 MD&A.
Liquidity
Our sources of liquidity and cash requirements remain substantially unchanged from those described in the BCE 2004 MD&A.
Commitment under the deferral account
The deferral account is a mechanism resulting from the CRTC's second price cap decision of May 2002, which requires us to fund initiatives such as service improvements, reduced customer rates and/or customer rebates. We estimate our commitment under the deferral account to be approximately $179 million at March 31, 2005 and anticipate that it will be reduced to approximately $130 million by December 31, 2005, primarily due to the impact of the CDN decision. We expect to clear most of this amount in 2006 by implementing the initiatives that are approved by the CRTC for this purpose.
Recent Developments in Legal Proceedings
This section provides a description of new legal proceedings involving BCE and of recent developments in certain of the legal proceedings involving BCE described in the BCE 2004 AIF.
Lawsuits related to Teleglobe Inc. (Teleglobe)
Teleglobe Lending Syndicate Lawsuit
As indicated in the BCE 2004 AIF, a lawsuit was filed in the Ontario Superior Court of Justice on July 12, 2002 against BCE Inc. by certain of the members of the Teleglobe and Teleglobe Holdings (U.S.) Corporation lending syndicate. BNP Paribas (Canada), which had advanced approximately US $50 million to Teleglobe, notified BCE Inc. that it will shortly file a notice of discontinuance with the Court and will therefore no longer be a plaintiff in this action. Following such discontinuance, the damages sought by the remaining plaintiffs will amount to approximately US $1.04 billion (down from approximately US $1.09 billion), plus interest and costs, representing approximately 83% (down from approximately 87%) of the US $1.25 billion that the members of the lending syndicate advanced to Teleglobe and Teleglobe Holdings (U.S.) Corporation.
BNP Paribas (Canada) Lawsuit
As indicated in the BCE 2004 AIF, a lawsuit was filed by BNP Paribas (Canada) in the Ontario Superior Court of Justice on December 23, 2004 against BCE Inc. and five former directors of Teleglobe. The statement of claim was finally served on the defendants, subject to their right of challenging jurisdiction, on April 15, 2005.
Teleglobe Unsecured Creditors Lawsuit
As indicated in the BCE 2004 AIF, a lawsuit was filed in the United States Bankruptcy Court for the District of Delaware against BCE Inc. and the former directors and officers of Teleglobe and certain of its subsidiaries on May 26, 2004. The plaintiffs are comprised of Teleglobe Communications Corporation, certain of its affiliated debtors and debtors in possession, and the Official Committee of Unsecured Creditors of these debtors. The action is now pending in the District Court for the District of Delaware.
On September 15, 2004, BCE Inc. and the other defendants filed a motion to dismiss the action for lack of standing and for failure to state a claim. On March 23, 2005, the District Court for the District of Delaware denied defendants' motion to dismiss because the Court believes the case requires a fact-intensive analysis.
Lawsuit related to Bell Globemedia
As indicated in the BCE 2004 AIF, on February 5, 2001, Bell Globemedia Publishing Inc., a subsidiary of Bell Globemedia, was added as a defendant to a class action lawsuit relating to copyright infringement. The claim is that The Globe and Mail newspaper and magazines do not have the right to archive and publish certain freelanced and employee material from the newspaper or magazines in any format other than print. In 2001, the Ontario Superior Court of Justice rejected the plaintiff's motion for partial summary judgment (including the rejection of a requested injunction at this stage) on certain proposed common issues.
The plaintiff appealed this decision, and the defendants cross-appealed on some issues. The Ontario Court of Appeal provided its majority decision on October 6, 2004, and affirmed the initial refusal of summary judgment by the original motions judge. Each of the plaintiff and the defendants has filed an application with the Supreme Court of Canada, seeking leave to appeal to that court from the ruling of the Court of Appeal. On April 21, 2005, the plaintiff and the defendants have been granted leave to appeal to the Supreme Court of Canada.
Risks That Could Affect Our Business
This section describes general risks that could affect all BCE group companies and specific risks that could affect BCE Inc. and certain of the other BCE group companies.
For a more complete description of the risks that could affect our business, please see the section entitled Risks That Could Affect Our Business set out on pages 32 to 41 of the BCE 2004 AIF filed by BCE Inc. with the Canadian securities commissions (available on BCE Inc.'s site at www.bce.ca and on SEDAR at www.sedar.com) and with the U.S. Securities and Exchange Commission (SEC) under Form 40-F (available on EDGAR at www.sec.gov), as updated in this MD&A.
Please also refer to the BCE 2004 AIF for a detailed description of:
- the principal legal proceedings involving BCE;
- certain regulatory initiatives and proceedings concerning the Bell
Canada companies.
Please see Recent Developments in Legal Proceedings in this MD&A for a description of new legal proceedings involving us and of recent developments, since the BCE 2004 AIF, in the principal legal proceedings involving us.
In addition, please see Updates to the Description of Risks in this MD&A for a description of recent developments, since the BCE 2004 AIF, in the principal regulatory initiatives and proceedings concerning the Bell Canada companies.
A risk is the possibility that an event might happen in the future that could have a negative effect on the financial condition, results of operations or business of one or more BCE group companies. Part of managing our business is to understand what these potential risks could be and to minimize them where we can.
Because no one can predict whether an event will happen or what its consequences may be, the actual effect of any event on our business could be materially different from what we currently anticipate. In addition, the risks described below and elsewhere in this MD&A do not include all possible risks, and there may be other risks of which we are currently not aware.
In the BCE 2004 AIF, we provided a detailed review of the risks that could affect our financial condition, results of operations or business and that could cause actual results to differ materially from those expressed in our forward-looking statements. This detailed description of risks is updated in this MD&A. These risks include risks associated with:
- our ability to implement our strategies and plans in order to
produce the expected benefits and growth prospects, including
meeting targets for revenue, earnings per share, free cash flow and
capital intensity;
- our ability to implement the significant changes in our processes,
in how we approach our markets, and in how we develop and deliver
products and services, required by our strategic direction;
- general economic and market conditions and the level of consumer
confidence and spending, and the demand for, and prices of, our
products and services;
- the intensity of competitive activity from both traditional and new
competitors, Canadian or foreign, including cross-platform
competition, which is increasing following the introduction of new
technologies such as Voice over Internet Protocol (VoIP) which have
reduced barriers to entry that existed in the industry, and its
impact on our ability to retain existing, and attract new,
customers, and on pricing strategies and financial results;
- our ability to improve productivity and contain capital intensity
while maintaining quality of services;
- our ability to anticipate, and respond to, changes in technology,
industry standards and client needs and migrate to and deploy new
technologies, including VoIP, and offer new products and services
rapidly and achieve market acceptance thereof;
- the availability and cost of capital required to implement our
business plan and fund capital and other expenditures;
- our ability to find suitable companies to acquire or to partner
with;
- the impact of pending or future litigation and of adverse changes in
laws or regulations, including tax laws, or in how they are
interpreted, or of adverse regulatory initiatives or proceedings,
including decisions by the CRTC, affecting our ability to compete
effectively, including, more specifically, decisions concerning the
regulation of VoIP services;
- the risk of litigation should BCE Inc. or Bell Canada stop funding a
subsidiary or change the nature of its investment, or dispose of all
or part of its interest, in a subsidiary;
- the risk of increased pension plan contributions;
- our ability to effectively manage labour relations, negotiate
satisfactory labour agreements, including new agreements replacing
expired labour agreements, while avoiding work stoppages, and
maintain service to customers and minimize disruptions during
strikes and other work stoppages;
- events affecting the functionality of our networks or of the
networks of other telecommunications carriers on which we rely to
provide our services;
- our ability to improve and upgrade, on a timely basis, our various
IT systems and software on which many aspects of our businesses,
including customer billing, depend;
- stock market volatility;
- the risk that Bell Canada could incur higher than currently
anticipated costs in completing acceptance of a high-speed Internet
network by the Government of Alberta;
- the risk that licences on which we rely to provide services might be
revoked or not renewed when they expire;
- our ability to retain major customers;
- the risk that the amount of the expected annual savings relating to
Bell Canada's 2004 employee voluntary departure program will be
lower than anticipated due to various factors including the
incurrence of outsourcing, replacement and other costs;
- health concerns about radio frequency emissions; and
- launch and in-orbit risks and the ability to obtain appropriate
insurance coverage at favourable rates, concerning Telesat's
satellites, certain of which are used by Bell ExpressVu to provide
services.
Updates to the Description of Risks
The following are updates to the description of risks contained in the section entitled Risks That Could Affect Our Business set out on pages 32 to 41 of the BCE 2004 AIF. For ease of reference, the updates to the description of risks below have been presented under the same headings and in the same order contained in the section entitled Risks That Could Affect Our Business set out in the BCE 2004 AIF.
Risks That Could Affect All BCE Group Companies
Renegotiating labour agreements
On April 30, 2005, Bell Canada completed the purchase of all the issued and outstanding shares that it did not already own of Entourage Technology Solutions Inc. ("Entourage"), its installation and repair supplier. Entourage has 1,400 technicians in Ontario and 900 technicians in Quebec, all unionized with the Communications Energy and Paperworkers' Union ("CEP"). The collective agreements between Entourage and the CEP expired on September 30, 2004 and the Ontario technicians went on strike on March 24, 2005. During the week of April 4, 2005, a final offer was made to both the Ontario and Quebec technicians. The offer was rejected by the Ontario technicians who continue to be on strike, while the Quebec technicians approved the new collective agreement. Although Bell Canada has implemented a number of measures seeking to minimize disruptions and ensure that customers continue to receive normal service in Ontario, there is no assurance that service to Bell Canada's customers will not be adversely affected should the strike in Ontario continue.
Software and system upgrades
As indicated in the BCE 2004 AIF, many aspects of the BCE group companies' businesses including, but not limited to, customer billing, depend to a large extent on various IP systems and software, which must be improved and upgraded on a regular basis and replaced from time to time. For example, last year, Bell Mobility migrated its wireless customers to a new billing platform which provided additional features and functionality and which also enabled the consolidation of wireless into a single bill. As we addressed accounts receivable concerns related to this billing system migration in the first quarter of 2005, we cancelled a number of postpaid subscriber accounts which were in default of our credit policy, but to whom we had granted payment extensions or term payment options as a result of billing delays, and we increased our allowance for doubtful accounts. Although we believe that the adjustments made to our postpaid subscriber base in the first quarter of 2005 reflect non-paying subscriber accounts relating to our billing conversion, there is a risk that there could be additional cancellations of postpaid subscriber accounts, leading to a possible increase in churn and wireless bad debt expense.
Risks That Could Affect Certain BCE Group Companies
Bell Canada companies
Changes to Wireline Regulation
Retail quality of service indicators
On March 24, 2005, the CRTC released Decision 2005-17 which, among other things, established the rate adjustment plan to be applied when incumbent telephone companies do not meet mandated standards of quality of service provided to their retail customers. As a result of this decision, incumbent telephone companies are subject to a penalty mechanism when they do not meet one or more service standards for their retail services. For Bell Canada, the amount of the potential penalty could be as much as approximately $251 million annually. For the initial period of July 1, 2002 to December 31, 2004, Bell Canada was not required to pay any penalty. For Aliant, the CRTC determined that it did not meet certain service standards during the period January 1, 2004 to December 31, 2004. Aliant has applied to the CRTC for an exclusion from having to pay a penalty due to its labour disruption last year, as allowed for in the decision.
Allstream and Call-Net application concerning customer-specific
arrangements
As indicated in the BCE 2004 AIF, on January 23, 2004, Allstream Inc. and Call-Net Enterprises Inc. filed a joint application asking the CRTC to order Bell Canada to stop providing service under any customer-specific arrangements that were filed with the CRTC but not yet approved. On April 7, 2005, the CRTC issued its decision denying their application.
Application Seeking Consistent Regulation
On April 4, 2005, the CRTC issued a decision concerning the 9-1-1 obligations of VoIP service providers. The CRTC announced that it will issue its decision on the balance of the issues related to the regulatory framework for VoIP on or before May 12, 2005.
Forbearance from regulation of local exchange services
On April 28, 2005, the CRTC issued a public notice asking for comments on a framework for forbearance from the regulation of residential and business local exchange services offered by the incumbent telephone companies. The rules resulting from this public notice are intended to clarify the conditions under which Bell Canada and the other incumbent telephone companies will be able to seek regulatory forbearance for local exchange services. The CRTC will also address Aliant's April 2004 application which requested forbearance from the regulation of specified residential wireline local services in 32 exchanges. The CRTC plans to issue a decision in March 2006. Bell Canada's and the other incumbent telephone companies' flexibility to compete could be adversely affected in the event that the CRTC, in its decision, establishes onerous conditions to be satisfied in order for the incumbent telephone companies to obtain regulatory forbearance of residential and business local exchange services.
Price floor safeguards for retail services
On April 29, 2005, the CRTC issued its decision on price floor safeguards (minimum prices for the regulated services of incumbent telephone companies) and other related issues. In this decision, the CRTC rejected most of its preliminary proposals (set out in its October 23, 2003 public notice on changes to minimum prices) to change the pricing and bundling rules that apply to the incumbent telephone companies and modified others. The CRTC's preliminary proposals, if implemented, would have resulted in significantly higher price floors for services offered to residential, small and medium business and enterprise customers. The CRTC also denied an application by Rogers Communications Inc. to prohibit the incumbent telephone companies from bundling residential tariffed services with forborne services.
Notably, the CRTC made no changes to the imputation test (a test that must be satisfied based on studies that demonstrate that revenues derived from a service exceed its costs) requirements for customer-specific arrangements, though it reminded the incumbent telephone companies to provide sufficient costing information in support of their tariff applications, in the format required by the CRTC, or risk a CRTC denial of such tariff applications.
Although the CRTC decision rejected most of its preliminary proposals, it made minor changes to the imputation tests to be satisfied by incumbent telephone companies with respect to stand-alone services, generally offered in bundles, and term and volume contracts. In some circumstances, the changes will, in the future, result in higher price floors for new services and bundles which could negatively limit Bell Canada's ability to compete.
Wireless Number Portability
As indicated in the BCE 2004 AIF, the Government of Canada in its Budget 2005 announced that it intended to ask the CRTC to implement in Canada wireless number portability, which will enable customers to retain the same phone number when changing service provider within the same local serving area. The Government of Canada has defined wireless number portability as including the ability for customers to retain their telephone number when changing from wireline to wireless service providers and vice versa, as well as when changing between wireless service providers. On April 21, 2005, the Canadian Wireless Telecommunications Association (CWTA), of which Bell Mobility is a member, announced that the members of the CWTA agreed to implement wireless number portability in Canada. The CWTA also announced that it will contract an independent consultant to develop an implementation plan, expected to be completed by September 1, 2005.
Bell ExpressVu
On March 31, 2005, the Quebec Superior Court overruled the Court of Quebec's decision in R. v. D'Argy and Theriault and upheld the constitutional validity of the provisions of the Radiocommunication Act (Canada) making it a criminal offence to manufacture, offer for sale or sell any device used to decode an encrypted subscription signal relating to the unauthorized reception of satellite signals. The defendants have been granted leave to appeal the ruling of the Quebec Superior Court to the Quebec Court of Appeal.
Telesat
Telesat has placed launch insurance and one year of in-orbit insurance for Anik F1R covering its approximate book value.
Our Accounting Policies
We have prepared our consolidated financial statements according to Canadian GAAP. See Note 1 to the consolidated financial statements for more information about the accounting principles we used to prepare our financial statements.
The key estimates and assumptions that management has made under these principles and their impact on the amounts reported in the financial statements and notes remain substantially unchanged from those described in the BCE 2004 MD&A.
We have not had any significant changes in the accounting standards or our accounting policies other than those described in the BCE 2004 MD&A.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31
(in $ millions, except share amounts) (unaudited) 2005 2004
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Operating revenues 4,859 4,638
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Operating expenses (2,921) (2,794)
Amortization expense (773) (767)
Net benefit plans cost (Note 3) (103) (63)
Restructuring and other items (Note 4) 4 (3)
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Total operating expenses (3,793) (3,627)
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Operating income 1,066 1,011
Other income 7 36
Interest expense (247) (252)
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Pre-tax earnings from continuing operations 826 795
Income taxes (271) (262)
Non-controlling interest (63) (48)
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Earnings from continuing operations 492 485
Discontinued operations (1) 3
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Net earnings 491 488
Dividends on preferred shares (17) (18)
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Net earnings applicable to common shares 474 470
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Net earnings per common share - basic
Continuing operations 0.51 0.51
Discontinued operations - -
Net earnings 0.51 0.51
Net earnings per common share - diluted
Continuing operations 0.51 0.51
Discontinued operations - -
Net earnings 0.51 0.51
Dividends per common share 0.33 0.30
Average number of common shares
outstanding - basic (millions) 926.2 924.1
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CONSOLIDATED STATEMENTS OF DEFICIT
FOR THE THREE MONTHS ENDED MARCH 31
(in $ millions) (unaudited) 2005 2004
-------------------------------------------------------------------------
Balance at beginning of period, as
previously reported (5,424) (5,837)
Accounting policy change (Note 1) (8) (8)
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Balance at beginning of period, as restated (5,432) (5,845)
Net earnings 491 488
Dividends declared on preferred shares (17) (18)
Dividends declared on common shares (306) (277)
Other - (1)
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Balance at end of period (5,264) (5,653)
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CONSOLIDATED BALANCE SHEETS
DECEMBER
MARCH 31, 31,
(in $ millions) (unaudited) 2005 2004
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Assets
Current assets
Cash and cash equivalents 526 380
Accounts receivable 2,074 2,096
Other current assets 1,364 1,212
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Total current assets 3,964 3,688
Capital assets 21,376 21,398
Other long-term assets 2,747 2,656
Indefinite-life intangible assets 2,951 2,916
Goodwill 8,482 8,413
Non-current assets of discontinued operations 50 50
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Total assets 39,570 39,121
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Liabilities
Current liabilities
Accounts payable and accrued liabilities 3,313 3,692
Interest payable 283 183
Dividends payable 325 297
Debt due within one year 1,428 1,276
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Total current liabilities 5,349 5,448
Long-term debt 12,280 11,809
Other long-term liabilities 4,819 4,932
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Total liabilities 22,448 22,189
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Non-controlling interest 2,914 2,908
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Shareholders' equity
Preferred shares 1,670 1,670
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Common shareholders' equity
Common shares 16,790 16,781
Contributed surplus 1,065 1,061
Deficit (5,264) (5,432)
Currency translation adjustment (53) (56)
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Total common shareholders' equity 12,538 12,354
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Total shareholders' equity 14,208 14,024
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Total liabilities and shareholders' equity 39,570 39,121
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CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31
(in $ millions) (unaudited) 2005 2004
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Cash flows from operating activities
Earnings from continuing operations 492 485
Adjustments to reconcile earnings from
continuing operations to cash flows from
operating activities:
Amortization expense 773 767
Net benefit plans cost 103 63
Restructuring and other items (4) 3
Net gains on investments (2) (5)
Future income taxes 109 54
Non-controlling interest 63 48
Contributions to employee pension plans (94) (29)
Other employee future benefit plan payments (23) (24)
Payments of restructuring and other items (101) (19)
Operating assets and liabilities (377) (83)
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Cash flows from operating activities 939 1,260
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Cash flows from investing activities
Capital expenditures (737) (681)
Business acquisitions (83) (59)
Business dispositions - 16
Change in investments accounted for under
the cost and equity methods (126) 6
Other investing activities (15) 19
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Cash flows used in investing activities (961) (699)
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Cash flows from financing activities
Increase (decrease) in notes payable
and bank advances (155) 19
Issue of long-term debt 785 1,326
Repayment of long-term debt (84) (934)
Issue of common shares 9 4
Issue of equity securities by subsidiaries
to non-controlling interest - 7
Redemption of equity securities by
subsidiaries from non-controlling interest (17) (42)
Cash dividends paid on common shares (278) (277)
Cash dividends paid on preferred shares (21) (22)
Cash dividends paid by subsidiaries to
non-controlling interest (50) (43)
Other financing activities (30) (48)
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Cash flows from (used in) financing activities 159 (10)
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Cash provided by continuing operations 137 551
Cash provided by discontinued operations 9 238
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Net increase in cash and cash equivalents 146 789
Cash and cash equivalents at beginning of period 380 722
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Cash and cash equivalents at end of period 526 1,511
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Consists of:
Cash and cash equivalents of continuing operations 526 1,135
Cash and cash equivalents of discontinued operations - 376
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Total 526 1,511
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1: Significant accounting policies
The interim consolidated financial statements should be read in conjunction with BCE Inc.'s annual consolidated financial statements for the year ended December 31, 2004, on pages 82 to 121 of BCE Inc.'s 2004 annual report.
These notes are unaudited.
All amounts are in millions of Canadian dollars, except where noted.
We, us, our and BCE mean BCE Inc., its subsidiaries and joint ventures.
We have prepared the consolidated financial statements in accordance with Canadian generally accepted accounting principles (GAAP) using the same basis of presentation and accounting policies as outlined in Note 1 to the annual consolidated financial statements for the year ended December 31, 2004, except as noted below.
Comparative figures
We have reclassified some of the figures for the comparative periods in the consolidated financial statements to make them consistent with the presentation for the current period.
We have restated financial information for previous periods to reflect:
- the change in accounting policy for Aliant Inc.'s (Aliant) method of
recognizing revenues and expenses in our directory business
effective January 2005, as described below
- the change in classification to discontinued operations for minor
business dispositions.
Change in accounting policy
Effective January 1, 2005, we defer and amortize revenues and expenses from Aliant's directory business over the period of circulation, which is usually 12 months. Prior to January 1, 2005, we recognized revenues and expenses from Aliant's directory business on the publication date. The impact on our consolidated statements of operations for the three months ended March 31, 2005 and the comparative period was negligible and we did not restate the statements of operations for prior periods. At December 31, 2004, this resulted in:
- a decrease of $23 million in accounts receivable
- an increase of $1 million in other current assets
- a decrease of $8 million in accounts payable and accrued liabilities
- a decrease of $6 million in non-controlling interest
- an increase of $8 million in the deficit.
Note 2: Segmented information
The table below is a summary of financial information by segment.
FOR THE THREE MONTHS ENDED MARCH 31 2005 2004
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Operating revenues
Consumer External 1,839 1,813
Inter-segment 17 12
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1,856 1,825
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Business External 1,434 1,354
Inter-segment 44 81
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1,478 1,435
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Aliant External 488 464
Inter-segment 36 40
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524 504
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Other Bell Canada External 434 438
Inter-segment 45 36
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479 474
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Inter-segment eliminations - Bell Canada (128) (132)
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Bell Canada 4,209 4,106
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Other BCE External 664 569
Inter-segment 84 82
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748 651
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Inter-segment eliminations - Other (98) (119)
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Total operating revenues 4,859 4,638
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Operating income
Consumer 526 526
Business 240 241
Aliant 87 82
Other Bell Canada 129 111
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Bell Canada 982 960
Other BCE 84 51
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Total operating income 1,066 1,011
Other income 7 36
Interest expense (247) (252)
Income taxes (271) (262)
Non-controlling interest (63) (48)
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Earnings from continuing operations 492 485
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Note 3: Employee benefit plans
The table below shows the components of the net benefit plans cost.
PENSION BENEFITS OTHER BENEFITS
FOR THE THREE MONTHS
ENDED MARCH 31 2005 2004 2005 2004
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Current service cost 60 60 9 8
Interest cost on accrued
benefit obligation 219 201 27 26
Expected return on plan assets (237) (237) (2) (2)
Amortization of past
service costs 2 2 - -
Amortization of net
actuarial losses 26 8 - -
Amortization of transitional
(asset) obligation (1) (11) 6 7
Increase (decrease) in
valuation allowance (6) 1 - -
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Net benefit plans cost 63 24 40 39
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Comprised of:
Defined benefit plans cost 56 21 40 39
Defined contribution
plans cost 7 3 - -
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The table below shows the amounts we contributed to the defined benefit and defined contribution plans and the payments made to beneficiaries under other employee future benefit plans.
PENSION BENEFITS OTHER BENEFITS
FOR THE THREE MONTHS
ENDED MARCH 31 2005 2004 2005 2004
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Aliant 81 19 1 1
Bell Canada 7 5 22 23
Bell Globemedia 4 3 - -
BCE Inc. 2 2 - -
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Total 94 29 23 24
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Comprised of:
Contributions to defined
benefit plans 91 26 23 24
Contributions to defined
contribution plans 3 3 - -
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Note 4: Restructuring and other items
Employee departure programs
The table below provides an update on the liability relating to the employee departure programs which were implemented in 2004.
BELL CONSO-
CANADA ALIANT LIDATED
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Balance in accounts payable and accrued
liabilities at December 31, 2004 120 67 187
Less:
Cash payments (48) (33) (81)
Reversal of excess provision (25) - (25)
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Balance in accounts payable and accrued
liabilities at March 31, 2005 47 34 81
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During the first quarter of 2005, we recorded a pre-tax charge of $21 million primarily for relocating employees and closing real estate facilities that are no longer needed because of the employee departure program. We expect to spend approximately $45 million in the future for similar costs that will be expensed as incurred. These charges were offset by a credit of $25 million relating to the reversal of restructuring provisions that were no longer necessary since the actual payments were lower than estimated.
Note 5: Stock-based compensation plans
Restricted share units (RSUs)
The table below is a summary of the status of RSUs.
NUMBER OF
RSUs
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Outstanding, January 1, 2005 1,996,522
Granted 187,130
Dividends credited 20,032
Expired/forfeited (30,625)
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Outstanding, March 31, 2005 2,173,059
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Vested, March 31, 2005 -
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For the three months ended March 31, 2005 and March 31, 2004, we recorded compensation expense for RSUs of $9 million and $4 million, respectively.
BCE Inc. stock options
The table below is a summary of the status of BCE Inc.'s stock option programs.
WEIGHTED
AVERAGE
NUMBER EXERCISE
OF SHARES PRICE
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Outstanding, January 1, 2005 28,481,679 $32
Granted 477,524 $29
Exercised (438,096) $20
Expired/forfeited (311,069) $35
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Outstanding, March 31, 2005 28,210,038 $32
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Exercisable, March 31, 2005 17,500,109 $34
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Assumptions used in stock option pricing model
The table below shows the assumptions used to determine the stock-based compensation expense using the Black-Scholes option pricing model.
FOR THE PERIOD ENDED MARCH 31 2005 2004
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Compensation expense ($ millions) 6 8
Number of stock options granted 477,524 5,394,776
Weighted average fair value per option granted ($) 3 3
Weighted average assumptions
Dividend yield 4.5% 4.0%
Expected volatility 24% 27%
Risk-free interest rate 3.3% 3.1%
Expected life (years) 3.6 3.5
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>>
Note 6: Subsequent events
Bell Canada International Inc. (BCI) loss utilization transaction
On April 15, 2005, 3787915 Canada Inc., a wholly-owned subsidiary of Bell Canada, acquired $17 billion in preferred shares from 3787923 Canada Inc., a wholly-owned subsidiary of BCI. 3787923 Canada Inc. used the proceeds to advance $17 billion to BCI through a subordinated interest-free loan. BCI then advanced $17 billion to 3787915 Canada Inc. by way of a subordinated interest- bearing demand loan, the funds being used to repay a daylight loan granted to 3787915 Canada Inc. to make the initial preferred share investment.
The dividend rate on the preferred shares is equal to 5.1% which is essentially the same as the interest rate on the loan. This transaction is part of a tax loss consolidation strategy that follows the transaction steps laid out in an advanced tax ruling granted by the Canada Revenue Agency to Bell Canada and BCI.
3787915 Canada Inc. has the legal right to offset the demand loan payable to BCI and the investment in preferred shares of 3787923 Canada Inc. Since 3787915 Canada Inc. intends to do this, we will present these items and the related interest expense and dividend income on a net basis. The tax savings resulting from the interest expense will be presented as a reduction of income tax expense.
Teleglobe Lending Syndicate Lawsuit
As indicated in Note 24 to BCE's audited Consolidated Financial Statements for the year ended December 31, 2004, a lawsuit was filed in the Ontario Superior Court of Justice on July 12, 2002 against BCE Inc. by certain of the members of the Teleglobe and Teleglobe Holdings (U.S.) Corporation lending syndicate. BNP Paribas (Canada), which had advanced approximately US $50M to Teleglobe, notified BCE Inc. that it will shortly file a notice of discontinuance with the Court and will therefore no longer be a plaintiff in this action. Following such discontinuance the damages sought by the remaining plaintiffs will amount to approximately US $1.04 billion (down from approximately US $1.09 billion), plus interest and costs, representing approximately 83% (down from approximately 87%) of the US $1.25 billion that the members of the lending syndicate advanced to Teleglobe and Teleglobe Holdings (U.S.) Corporation.
SOURCE BCE INC.
CONTACT: PRNewswire - May 4
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