LEXPERT MAGAZINE
|
SEPTEMBER 2017 11
LEXPERT: First off, congratulations on
closing in March aer an intense 10-month
regulatory review. What is your take on the
final outcome?
Mirko Bibic (Executive Vice President & Chief
Legal and Regulatory Affairs Officer, Bell
Canada/BCE Inc.): Ultimately, it's a great
deal for the people of Manitoba, includ-
ing customers and employees. e required
divestiture of customers, retail stores and
spectrum is a reasonable outcome in the
circumstances, and should preserve, if not
increase, competition in the province.
Brian Facey (Blake, Cassels & Graydon LLP,
for Bell): e remedy to Xplornet reflects a
balance between commercial realities and
Bell's creative approach to getting issues
resolved. Credit the Bureau for being open
to a solution that allowed a great deal for
Manitoba that will increase investment
and efficiencies and benefit consumers.
Paul Collins (Stikeman Elliott LLP, for MTS):
Once the deal was signed, what ensued was
a substantial, co-ordinated effort amongst
a number of parties and their counsel to
"pull in the same direction" in order to
secure the required regulatory clearances.
e result, which involved a substantial
remedy to Xplornet as well as a previously
negotiated divestiture of subscribers to
Telus, ultimately satisfied the authorities.
LEXPERT: I understand that the length of
the review was expected for a deal of this
type. What was the process like?
Collins: e review of such matters is highly
fact intensive as authorities will not and,
frankly, should not, rely merely on the ad-
vocacy of the interested parties. To their
credit, both the Competition Bureau and
ISED undertook a very thorough review of
the transaction. In the case of the Bureau, it
utilized its formal powers under the statute
and sought and obtained Federal Court
Orders to gather the information it felt
necessary to complete its review. No ques-
tion it was tough sledding at times, and we
were delighted when we finally reached the
finish line.
Facey: We always like to see transactions
get done as expeditiously as possible, but
this had to play itself out in the normal
The Juggling Act
course. It takes time to properly document
and convey all of the benefits in order to get
an approval. All the internal and external
counsel at both parties collaborated
seamlessly throughout the transaction.
Robert Hansen (McCarthy Tétrault LLP, for
Bell): e approval process did indeed in-
volve extensive collaboration amongst law-
yers from both parties.
LEXPERT: But let's go back to the beginning.
Why did MTS want to sell?
Bibic: Competition in telecom in Canada
is quite vigorous and, given massive
investments that must be made every year
in wireless and wireline networks, it is
evident that scale is required to keep up
and remain competitive. is is why Bell
was an ideal buyer for MTS and was able to
commit to investments in the province at
a level that a standalone MTS never would
have made.
LEXPERT: I understand that the initial
negotiation was completed within two
weeks, and involved a highly competitive
bidding process?
Facey: Yes, the deal involved some very
condensed negotiations, and a very long
sleepless weekend. But I think the internal
legal and business teams were always
driving towards a transaction that would
benefit Manitobans and provide them with
significant investment in its networks; and
I think both sides saw that as a key benefit
of the transaction which allowed everyone
to move quickly in a very tight timeframe.
Hansen: I think BCE's preparedness and
ability to move quickly aer formally
approaching MTS was key to getting a
deal done. It was impressive to see the
BCE machine mobilize. Its various teams
worked in a very coordinated way and
all maintained a laser focus on the key
objectives and critical issues. e short
With so many balls in the air, Bell's acquisition of MTS can be summed up in one word: complex
INTERVIEW BY GENA SMITH
Mirko
Bibic
Chief
Legal &
Regulatory
Officer, EVP
Bell Canada
/BCE Inc.
Norman
Snyder
Taylor
McCaffrey
LLP (for BCE
Manitoba
counsel)
Robert
Hansen
McCarthy
Tétrault LLP
(for BCE
M&A
counsel)
Paul
Collins
Stikeman
Elliott LLP
(for
Manitoba
Telecom
Services)
ON THE DEAL
Bell's acquisition of Manitoba Telecom Services (MTS) was the first test of how commit-
ted the Liberals are to the previous government's four-carrier policy. Here's how lawyers
executed the lengthy and complex transaction through at least one sleepless weekend.
Brian
Facey
Blake,
Cassels &
Graydon LLP
(for BCE
competition
counsel)
Sean
Vanderpol
Stikeman
Elliott LLP
(for
Manitoba
Telecom
Services)
