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Form 6-K BCE INC For: Apr 28

April 28, 2016 12:30 PM

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: April 2016 Commission File Number: 1-8481

 

BCE Inc.
(Translation of Registrant’s name into English)

1, Carrefour Alexander-Graham-Bell, Verdun, Québec, Canada H3E 3B3,
(514) 870-8777

(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____

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): _____

Indicate by check mark whether by furnishing the information contained in this Form, the registrant 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____

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- _____.


Only the BCE Inc. Management’s Discussion and Analysis of Financial Condition and Results of Operations for the quarter ended March 31, 2016 and the BCE Inc. unaudited consolidated interim financial statements for the quarter ended March 31, 2016, included in the BCE Inc. 2016 First Quarter Shareholder Report furnished with this Form 6-K as Exhibit 99.1, the Bell Canada Unaudited Selected Summary Financial Information for the quarter ended March 31, 2016 furnished with this Form 6-K as Exhibit 99.5, and the Exhibit to 2016 First Quarter Financial Statements – Earnings Coverage furnished with this Form 6-K as Exhibit 99.6 are incorporated by reference in the registration statements filed by BCE Inc. with the Securities and Exchange Commission on Form F-3 (Registration Statement No. 333-12130), Form S-8 (Registration Statement No. 333-12780), Form S-8 (Registration Statement No. 333-12802) and Form F-10 (Registration Statement No. 333-199993). Except for the foregoing, no other document or portion of document furnished with this Form 6-K is incorporated by reference in BCE Inc.’s registration statements. 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 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 furnished to the Securities and Exchange Commission.

Page 1


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) Glen LeBlanc

Glen LeBlanc
Executive Vice-President and Chief Financial Officer

April 28, 2016

 

 

Page 2


EXHIBIT INDEX

 

99.1   BCE Inc. 2016 First Quarter Shareholder Report
99.2   Supplementary Financial Information – First Quarter 2016
99.3   CEO/CFO Certifications
99.4   News Release
99.5   Bell Canada Unaudited Selected Summary Financial Information
99.6   Exhibit to 2016 First Quarter Financial Statements – Earnings Coverage

Page 3


 

Exhibit 99.1

 

Table of contents

MANAGEMENT’S DISCUSSION AND ANALYSIS 1

1

OVERVIEW

2

  1.1 Financial highlights 2
  1.2 Key corporate and business developments 3
  1.3 Assumptions 4

2

CONSOLIDATED FINANCIAL ANALYSIS

5

  2.1 BCE consolidated income statements 5
  2.2 Customer connections 5
  2.3 Operating revenues 6
  2.4 Operating costs 7
  2.5 Adjusted EBITDA 8
  2.6 Severance, acquisition and other costs 9
  2.7 Depreciation and amortization 9
  2.8 Finance costs 9
  2.9 Other income (expense) 9
  2.10 Income taxes 10
  2.11 Net earnings and EPS 10

3

BUSINESS SEGMENT ANALYSIS

11

  3.1 Bell Wireless 12
  3.2 Bell Wireline 15
  3.3 Bell Media 19

4

FINANCIAL AND CAPITAL MANAGEMENT

22

  4.1 Net debt 22
  4.2 Outstanding share data 22
  4.3 Cash flows 23
  4.4 Post-employment benefit plans 24
  4.5 Financial risk management 25
  4.6 Credit ratings 26
  4.7 Liquidity 26

5

QUARTERLY FINANCIAL INFORMATION

27

6

REGULATORY ENVIRONMENT

28

7

BUSINESS RISKS

29

8

ACCOUNTING POLICIES, FINANCIAL MEASURES AND CONTROLS

31

CONSOLIDATED FINANCIAL STATEMENTS

35

  Consolidated income statements 35
  Consolidated statements of comprehensive income  36
  Consolidated statements of financial position  37
  Consolidated statements of changes in equity  38
  Consolidated statements of cash flows  39

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

40

  Note 1 Corporate information 40
  Note 2 Basis of presentation and significant accounting policies 40
  Note 3 Business acquisitions 41
  Note 4 Segmented information 41
  Note 5 Operating costs 42
  Note 6 Severance, acquisition and other costs 42
  Note 7 Other income (expense) 43
  Note 8 Earnings per share 43
  Note 9 Debt 44
  Note 10 Post-employment benefit plans 44
  Note 11 Financial assets and liabilities 45
  Note 12 Share capital 46
  Note 13 Share-based payments 46

 

 

 
 
     

MD&A

       

Management’s discussion and analysis

In this management’s discussion and analysis of financial condition and results of operations (MD&A), we, us, our, BCE and the company mean, as the context may require, either BCE Inc. or, collectively, BCE Inc., Bell Canada, their subsidiaries, joint arrangements and associates. Bell means, as the context may require, either Bell Canada or, collectively, Bell Canada, its subsidiaries, joint arrangements and associates.

All amounts in this MD&A are in millions of Canadian dollars, except where noted. Please refer to section 8.2, Non-GAAP financial measures and key performance indicators (KPIs) on pages 31 to 34 for a list of defined non-GAAP financial measures and key performance indicators.

Please refer to BCE’s unaudited consolidated financial statements for the first quarter of 2016 (Q1 2016 Financial Statements) when reading this MD&A. We also encourage you to read BCE’s MD&A for the year ended December 31, 2015 dated March 3, 2016 (BCE 2015 Annual MD&A). In preparing this MD&A, we have taken into account information available to us up to April 27, 2016, the date of this MD&A, unless otherwise stated.

You will find more information about us, including BCE’s annual information form for the year ended December 31, 2015 dated March 3, 2016 (BCE 2015 AIF) and recent financial reports, including the BCE 2015 Annual MD&A, on BCE’s website at BCE.ca, on SEDAR at sedar.com and on EDGAR at sec.gov.

This MD&A comments on our business operations, performance, financial position and other matters for the three months (Q1) ended March 31, 2016 and 2015.

 
CAUTION REGARDING FORWARD-LOOKING STATEMENTS

This MD&A including, in particular, but without limitation, the section and sub-sections entitled Assumptions, section 3.1, Bell Wireless – Key business developments, section 3.2, Bell Wireline – Key business developments, section 3.3, Bell Media Key business developments and section 6, Regulatory environment, contain forward-looking statements. These forward-looking statements include, but are not limited to, statements relating to our network deployment plans and our business outlook, objectives, plans and strategies. Forward-looking statements also include any other statements that do not refer to historical facts. A statement we make is forward-looking when it uses what we know and expect today to make a statement about the future. Forward-looking statements are typically identified by the words assumption, goal, guidance, objective, outlook, project, strategy, target and other similar expressions or future or conditional verbs such as aim, anticipate, believe, could, expect, intend, may, plan, seek, should, strive and will. All such forward-looking statements are made pursuant to the ‘safe harbour’ provisions of applicable Canadian securities laws and of the United States Private Securities Litigation Reform Act of 1995.

Unless otherwise indicated by us, forward-looking statements in this MD&A describe our expectations as at April 27, 2016 and, accordingly, are subject to change after this date. Except as may be required by Canadian securities laws, we do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Forward-looking statements, by their very nature, are subject to inherent risks and uncertainties and are based on several assumptions, both general and specific, 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 and that our business outlook, objectives, plans and strategic priorities may not be achieved. As a result, we cannot guarantee that any forward-looking statement will materialize and we caution you against relying on any of these forward-looking statements. Forward-looking statements are presented in this MD&A for the purpose of assisting investors and others in understanding our business outlook, objectives, plans and strategic priorities as well as our anticipated operating environment. Readers are cautioned, however, that such information may not be appropriate for other purposes.

We have made certain economic, market and operational assumptions in preparing forward-looking statements contained in this MD&A. These assumptions include, without limitation, the assumptions described in the section and various sub-sections of this MD&A entitled Assumptions, which section and sub-sections are incorporated by reference in this cautionary statement. We believe that these assumptions were reasonable at April 27, 2016. If our assumptions turn out to be inaccurate, our actual results could be materially different from what we expect. Unless otherwise indicated in this MD&A, the strategic priorities, business outlook and assumptions described in the BCE 2015 Annual MD&A remain substantially unchanged.

Important risk factors including, without limitation, regulatory, competitive, economic, financial, operational, technological and other risks that could cause actual results or events to differ materially from those expressed in, or implied by, the above-mentioned forward-looking statements and other forward-looking statements in this MD&A, include, but are not limited to, the risks described or referred to in section 6, Regulatory environment and section 7, Business risks, which sections are incorporated by reference in this cautionary statement.

We caution readers that the risks described in the above-mentioned sections and in other sections of this MD&A are not the only ones that could affect us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also have a material adverse effect on our financial position, financial performance, cash flows, business or reputation. Except as otherwise indicated by us, forward-looking statements do not reflect the potential impact of any special items or of any dispositions, monetizations, mergers, acquisitions, other business combinations or other transactions that may be announced or that may occur after April 27, 2016. The financial impact of these transactions and special items can be complex and depends on the facts particular to each of them. We therefore cannot describe the expected impact in a meaningful way or in the same way we present known risks affecting our business.

 

 

BCE Inc.   2016 First Quarter Shareholder Report   1

1

OVERVIEW

MD&A

 
       

 

1 Overview

1.1 Financial highlights

 
BCE Q1 2016 selected quarterly information

 
BCE customer connections

 
BCE income statements – selected information

 

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Operating revenues

5,270   5,240   30   0.6 %

Operating costs

(3,107 ) (3,146 ) 39   1.2 %

Adjusted EBITDA

2,163   2,094   69   3.3 %

Adjusted EBITDA margin(1)

41.0 % 40.0 %     1.0 %

Net earnings attributable to:

               

Common shareholders

707   532   175   32.9 %

Preferred shareholders

37   38   (1 ) (2.6 %)

Non-controlling interest

14   13   1   7.7 %

Net earnings

758   583   175   30.0 %

Adjusted net earnings

734   705   29   4.1 %

Net earnings per common share (EPS)

0.82   0.63   0.19   30.2 %

Adjusted EPS(1)

0.85   0.84   0.01   1.2 %

 

(1) Adjusted EBITDA, adjusted EBITDA margin, adjusted net earnings, adjusted EPS and free cash flow are non-GAAP financial measures and do not have any standardized meaning under International Financial Reporting Standards (IFRS). Therefore, they are unlikely to be comparable to similar measures presented by other issuers. See section 8.2, Non-GAAP financial measures and key performance indicators (KPIs) – Adjusted EBITDA and adjusted EBITDA margin, Adjusted net earnings and adjusted EPS and Free cash flow and free cash flow per share in this MD&A for more details, including, for adjusted EBITDA, adjusted net earnings, adjusted EPS and free cash flow, reconciliations to the most comparable IFRS financial measures.

 

 
2   BCE Inc.   2016 First Quarter Shareholder Report
 

1

OVERVIEW

MD&A

       

 

 
BCE statements of cash flows – selected information

 

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Cash flows from operating activities

1,290   1,045   245   23.4 %

Capital expenditures

(852 ) (827 ) (25 ) (3.0 %)

Free cash flow

418   231   187   81.0 %

 

 
Q1 2016 financial highlights

BCE generated revenue and adjusted EBITDA growth in Q1 2016 of 0.6% and 3.3%, respectively, driving up adjusted EBITDA margin to 41.0% compared to 40.0% in Q1 2015. All three segments contributed favourably to the year-over-year improvement in adjusted EBITDA.

The increase in BCE adjusted EBITDA in Q1 2016 was driven by higher service revenue flow-through from our wireless, Internet, Internet protocol television (IPTV), and media businesses, along with effective management of operating costs. The growth in adjusted EBITDA was moderated by increased spending on customer retention and acquisition in our Bell Wireless segment, the erosion of traditional voice and data revenues in our Bell Wireline segment coupled with the unfavourable impact of slow economic growth in our Bell Business Markets unit, and escalating content costs in our Bell Media segment.

Net earnings attributable to common shareholders of $707 million, or $0.82 per common share, in the first quarter of 2016, increased by $175 million, or $0.19 per common share, compared to net earnings attributable to common shareholders of $532 million, or $0.63 per common share, for the same period last year. The increase in net earnings attributable to common shareholders in Q1 2016 was due to lower severance, acquisition and other costs, higher adjusted EBITDA and higher other income, partly offset by higher income taxes and higher depreciation and amortization expense.

Excluding the impact of severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs, adjusted net earnings in the first quarter of 2016 was $734 million, or $0.85 per common share, compared to $705 million, or $0.84 per common share, for the same period last year.

Cash flows from operating activities in the first quarter of 2016 increased by $245 million compared to Q1 2015 due mainly to higher adjusted EBITDA, improved working capital and lower income taxes paid, partly offset by higher severance payments.

Free cash flow in Q1 2016 increased by $187 million compared to Q1 2015 due to an increase in cash flows from operating activities, partly offset by higher capital expenditures.

 
1.2 Key corporate and business developments

Common share dividend increase

On February 3, 2016, BCE’s Board of Directors (Board) approved a 5.0%, or 13 cents per share, increase in the annual common share dividend from $2.60 per share to $2.73 per share, effective with BCE’s 2016 first quarter dividend paid on April 15, 2016. This dividend increase represents BCE’s twelfth increase to the annual common share dividend since Q4 2008, representing an 87% overall increase.

 
$750 million public debt offering

On February 29, 2016, Bell Canada completed a public offering of $750 million of medium term notes (MTN) debentures pursuant to its MTN program. The $750 million Series M-41 MTN debentures will mature on March 2, 2026 and carry an annual interest rate of 3.55%. These MTN debentures are fully and unconditionally guaranteed by BCE Inc. The net proceeds of this offering were used primarily to fund the redemption prior to maturity on March 31, 2016 of Bell Canada’s $500 million principal amount of 5.41% Series M-32 debentures due September 26, 2016. The balance of the net proceeds of this offering was used for general corporate purposes, including the repayment of Bell Canada’s $150 million principal amount of Floating Rate Series M-38 debentures due April 22, 2016.

 
Continued service progress

According to its latest mid-year report, the Commissioner of Complaints for Telecommunications Services (CCTS) received 17% fewer complaints about Bell and Virgin Mobile between August 1, 2015 and January 31, 2016 than during the equivalent period the previous year. This continues the steady decline in Bell and Virgin Mobile complaints since July 2013, even as we have become the fastest-growing broadband communications provider in Canada. The CCTS report noted that, across the Canadian telecommunications industry, 91% of customer issues were resolved to the satisfaction of both the customer and the service provider.

 
Nominations to BCE’s board of directors

On March 9, 2016, BCE announced the nomination of Monique F. Leroux, former Chair, President and Chief Executive Officer of Desjardins Group, and Calin Rovinescu, President and Chief Executive Officer of Air Canada, for election to its Board at BCE’s Annual General Shareholder Meeting in Montréal on April 28, 2016. As previously announced, the Board intends to appoint current BCE director Gordon Nixon, former President and Chief Executive Officer of Royal Bank of Canada, as Chair of the Board following Thomas C. O’Neill’s retirement at the close of BCE’s Annual General Shareholder Meeting.

 

BCE Inc.   2016 First Quarter Shareholder Report   3

1

OVERVIEW

MD&A

 
       

 

 
1.3 Assumptions

As at the date of this MD&A, our forward-looking statements set out in the BCE 2015 Annual MD&A, as updated or supplemented in this MD&A, are based on certain assumptions including, without limitation, the following economic and market assumptions as well as the various assumptions referred to under the sub-sections entitled Assumptions set out in section 3, Business segment analysis of this MD&A.

 
Assumptions about the Canadian economy
 
Market assumptions
 
4   BCE Inc.   2016 First Quarter Shareholder Report
 

2

CONSOLIDATED FINANCIAL ANALYSIS

MD&A

       

2 Consolidated financial analysis

This section provides detailed information and analysis about BCE’s performance in Q1 2016 compared to Q1 2015. It focuses on BCE’s consolidated operating results and provides financial information for each of our businesses. For further discussion and analysis of our Bell Wireless, Bell Wireline and Bell Media business segments, refer to section 3, Business segment analysis.

 
2.1 BCE consolidated income statements

 

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Operating revenues

5,270   5,240   30   0.6 %

Operating costs

(3,107 ) (3,146 ) 39   1.2 %

Adjusted EBITDA

2,163   2,094   69   3.3 %

Severance, acquisition and other costs

(42 ) (224 ) 182   81.3 %

Depreciation

(739 ) (712 ) (27 ) (3.8 %)

Amortization

(149 ) (127 ) (22 ) (17.3 %)

Finance costs

               

Interest expense

(219 ) (226 ) 7   3.1 %

Interest on post-employment benefit obligations

(20 ) (27 ) 7   25.9 %

Other income (expense)

23   (20 ) 43   n.m.  

Income taxes

(259 ) (175 ) (84 ) (48.0 %)

Net earnings

758   583   175   30.0 %

Net earnings attributable to:

               

Common shareholders

707   532   175   32.9 %

Preferred shareholders

37   38   (1 ) (2.6 %)

Non-controlling interest

14   13   1   7.7 %

Net earnings

758   583   175   30.0 %

Adjusted net earnings

734   705   29   4.1 %

EPS

0.82   0.63   0.19   30.2 %

Adjusted EPS

0.85   0.84   0.01   1.2 %

n.m.: not meaningful

 

 
2.2 Customer connections

TOTAL BCE CONNECTIONS

 

Q1 2016   Q1 2015   % CHANGE  

Wireless subscribers

8,235,963   8,102,714   1.6 %

Postpaid

7,401,221   7,145,420   3.6 %

High-speed Internet subscribers(1)

3,411,246   3,297,745   3.4 %

TV (Satellite and IPTV subscribers)

2,748,495   2,658,106   3.4 %

IPTV

1,230,531   990,325   24.3 %

Total growth services

14,395,704   14,058,565   2.4 %

Wireline NAS lines(1)

6,565,508   7,017,161   (6.4 %)

Total services

20,961,212   21,075,726   (0.5 %)

 

(1) Our Q1 2016 business Internet and business NAS subscriber bases reflect a beginning of period adjustment to reduce the number of subscribers by 21,684 and 15,526, respectively, in order to align practices as a result of the integration of our former Bell Aliant segment (Bell Aliant).

 

 

BCE Inc.   2016 First Quarter Shareholder Report   5

2

CONSOLIDATED FINANCIAL ANALYSIS

MD&A

 
       

 

BCE NET ACTIVATIONS

 

Q1 2016   Q1 2015   % CHANGE  

Wireless subscribers

(9,868 ) (15,914 ) 38.0 %

Postpaid

25,805   35,373   (27.0 %)

High-speed Internet subscribers

19,783   39,650   (50.1 %)

TV (Satellite and IPTV subscribers)

9,999   26,990   (63.0 %)

IPTV

47,740   60,863   (21.6 %)

Total growth services

19,914   50,726   (60.7 %)

Wireline NAS lines

(107,632 ) (109,939 ) 2.1 %

Total services

(87,718 ) (59,213 ) (48.1 %)

BCE added 19,914 net new customer connections to its growth services in Q1 2016, representing a 60.7% decline over Q1 2015. This consisted of:

NAS net losses of 107,632 in Q1 2016 improved by 2.1% compared to Q1 2015.

Total BCE customer connections across all services declined modestly by 0.5%, year over year, as the increase in our growth services customer base of 2.4% was not sufficient to offset the continued erosion in traditional wireline NAS lines. Our Q1 2016 business Internet and business NAS subscriber bases included a beginning of period adjustment to reduce the number of subscribers by 21,684 and 15,526, respectively, in order to align practices as a result of the integration of Bell Aliant.

At March 31, 2016, BCE served a total of:

 
2.3 Operating revenues

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Bell Wireless

1,693   1,637   56   3.4 %

Bell Wireline

2,983   3,027   (44 ) (1.5 %)

Bell Media

741   726   15   2.1 %

Inter-segment eliminations

(147 ) (150 ) 3   2.0 %

Total BCE operating revenues

5,270   5,240   30   0.6 %

 

BCE

Total operating revenues at BCE were up 0.6% in the first quarter of 2016 compared to the first quarter of 2015, reflecting revenue growth in our Bell Wireless and Bell Media segments, moderated in part by lower year-over-year revenues from our Bell Wireline segment. This consisted of service revenues of $4,908 million, which increased by 1.3% over Q1 2015, and product revenues of $362 million, which declined by 8.0% compared to the first quarter of last year.

BELL WIRELESS

Bell Wireless operating revenues were up 3.4% this quarter compared to the first quarter of 2015, attributable to service revenue growth of 5.3%. This increase was driven by a larger postpaid customer base coupled with blended average revenue per user (ARPU) growth. The increase in ARPU was generated by the adoption of higher rate plans, driven by ongoing customer shifts from three-year to two-year contracts, increased data usage from greater smartphone penetration and a growing base of postpaid Long-term Evolution (LTE) customers, which was offset in part by the continued decline in voice revenues. Product revenues decreased by 18.1% in Q1 2016 compared to Q1 2015, mainly as a result of competitive pricing pressures and a fewer number of upgrades, moderated in part by higher sales of premium smartphone devices.

 
6   BCE Inc.   2016 First Quarter Shareholder Report
 

2

CONSOLIDATED FINANCIAL ANALYSIS

MD&A

       

BELL WIRELINE

Bell Wireline operating revenues declined by 1.5% in Q1 2016 compared to last year, mainly attributable to the ongoing erosion of our traditional voice and data revenues in our residential and business markets, the sale of a call centre subsidiary in the third quarter of 2015, as well as aggressive acquisition and retention discounts from our cable competitors. Additionally, slow economic growth adversely impacted our Bell Business Markets unit, resulting in reduced customer spending on business service solutions, Internet Protocol (IP) based services and data equipment sales. This was offset in part by continued revenue growth in our Bell Residential Services unit, driven by the ongoing expansion of our Internet and TV subscriber bases, as well as an increase in household ARPU.

BELL MEDIA

Bell Media operating revenues increased by 2.1% in Q1 2016 compared to Q1 2015, mainly attributable to growth in subscriber revenues generated by the expansion of The Movie Network (TMN) into a national pay TV service on March 1, 2016, higher revenues from CraveTV and our TV Everywhere products, combined with the impact of rate increases on certain specialty channels. Higher out-of home advertising revenues also favourably impacted our results, driven by contract wins and the acquisition of Métromédia CMR Plus Inc. (Métromédia) on January 5, 2016. This was partially offset by declines in conventional and specialty TV advertising revenues, mainly due to market softness, resulting in lower spending by some key customer segments in the quarter, and higher viewership for World Junior Hockey in Q1 2015 as the event was held in Canada.

 
2.4 Operating costs

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Bell Wireless

(932 ) (925 ) (7 ) (0.8 %)

Bell Wireline

(1,726 ) (1,786 ) 60   3.4 %

Bell Media

(596 ) (585 ) (11 ) (1.9 %)

Inter-segment eliminations

147   150   (3 ) (2.0 %)

Total BCE operating costs

(3,107 ) (3,146 ) 39   1.2 %

 

BCE

Total BCE operating costs decreased by 1.2% this quarter compared to the first quarter of 2015, as savings in our Bell Wireline segment more than offset increases in our Bell Wireless and Bell Media segments.

BELL WIRELESS

Bell Wireless operating expenses increased by 0.8%, or $7 million, in Q1 2016 compared to last year. The year-over-year increase in operating costs reflected:

These factors were offset in part by modest reductions in network operating costs, advertising spend, payments to other carriers and content costs.

(1) Cost of revenues includes costs of wireless devices and other equipment sold, network and content costs, and payments to other carriers.
(2) Labour costs (net of capitalized costs) include wages, salaries, and related taxes and benefits, post-employment benefit plans service cost, and other labour costs, including contractor and outsourcing costs.
(3) Other operating costs include marketing, advertising and sales commission costs, bad debt expense, taxes other than income taxes, information technology (IT) costs, professional service fees and rent.

 

 

BCE Inc.   2016 First Quarter Shareholder Report   7

2

CONSOLIDATED FINANCIAL ANALYSIS

MD&A

 
       

BELL WIRELINE

Bell Wireline’s operating costs decreased by 3.4%, or $60 million, in Q1 2016 compared to last year, reflecting:

These factors were partly offset by higher programming costs for our Bell TV unit driven by a larger IPTV subscriber base and programming rate increases.

BELL MEDIA

Operating costs increased by 1.9%, or $11 million, in Q1 2016 compared to prior year, mainly as a result of higher programming and content costs related to sports broadcast rights, CraveTV, TMN’s national expansion, increased investment in Canadian programming and the impact of the Métromédia acquisition. This was moderated by lower labour costs, resulting from the workforce reduction initiative implemented in 2015.

 
2.5 Adjusted EBITDA

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Bell Wireless

761   712   49   6.9 %

Bell Wireline

1,257   1,241   16   1.3 %

Bell Media

145   141   4   2.8 %

Total BCE adjusted EBITDA

2,163   2,094   69   3.3 %

BCE adjusted EBITDA margin

41.0 % 40.0 %     1.0 %

 

BCE

BCE’s adjusted EBITDA was 3.3% higher in the first quarter of 2016 compared to the prior year, driven by growth across all three of our segments.

BCE’s adjusted EBITDA margin increased to 41.0% this quarter, compared to 40.0% in the same period of 2015, driven by greater service revenue flow-through from higher year-over-year wireless ARPU and increased revenue growth from Internet, TV and media, coupled with solid cost containment in our Bell Wireline segment. This was offset in part by continued erosion in our traditional voice and data services, increased wireless customer retention and acquisition spending, along with business market softness.

BELL WIRELESS

Bell Wireless adjusted EBITDA grew by 6.9% in the first quarter of 2016 compared to the same period last year, due to the growth in service revenues, driven by a higher postpaid customer base and higher blended ARPU. This was moderated by an increased investment in customer retention and acquisition.

BELL WIRELINE

Bell Wireline adjusted EBITDA increased by 1.3% this quarter compared to Q1 2015 as a result of:

This was moderated in part by:

BELL MEDIA

Bell Media adjusted EBITDA increased by 2.8% in Q1 2016 compared to last year, as the growth in operating revenues and lower labour costs more than offset escalating content and programming costs.

 
8   BCE Inc.   2016 First Quarter Shareholder Report
 

2

CONSOLIDATED FINANCIAL ANALYSIS

MD&A

       

 

 
2.6 Severance, acquisition and other costs

2016

Severance, acquisition and other costs of $42 million in the first quarter of 2016 included:

2015

Severance, acquisition and other costs of $224 million in the first quarter of 2015 included:

 
2.7 Depreciation and amortization

DEPRECIATION

Depreciation in Q1 2016 increased by $27 million compared to Q1 2015 due to a higher depreciable asset base as we continued to invest in our broadband and wireless networks as well as our IPTV service, partly offset by an increase in the estimate of useful lives of certain assets as a result of our ongoing annual review process. The changes to useful lives have been applied prospectively, effective January 1, 2016, and are not expected to have a significant impact on our financial statements.

AMORTIZATION

Amortization in Q1 2016 increased by $22 million compared to Q1 2015 due mainly to a higher asset base.

 
2.8 Finance costs

INTEREST EXPENSE

Interest expense in Q1 2016 decreased by $7 million compared to Q1 2015, mainly as a result of lower average interest rates and lower average debt levels.

INTEREST ON POST-EMPLOYMENT BENEFIT OBLIGATIONS 

Interest on our post-employment benefit obligations is based on market conditions that existed at the beginning of the year.

In the first quarter of 2016, interest expense decreased by $7 million compared to Q1 2015 due to a lower post-employment benefit obligation and a higher discount rate, which increased from 4.0% on January 1, 2015 to 4.2% on January 1, 2016.

The impacts of changes in market conditions during the year are recognized in other comprehensive income (OCI).

 
2.9 Other income (expense)

2016

Other income of $23 million in the first quarter of 2016 included gains on investments and mark-to-market gains on derivatives used as economic hedges of share-based compensation, partly offset by mark-to-market losses on derivatives used as economic hedges of U.S. dollar purchases and early debt redemption costs.

2015

Other expense of $20 million in the first quarter of 2015 included losses on disposal of software, plant and equipment of $22 million and early debt redemption costs, partly offset by net mark-to-market gains of $18 million on derivatives used as economic hedges of share-based compensation and U.S. dollar purchases.

 

BCE Inc.   2016 First Quarter Shareholder Report   9

2

CONSOLIDATED FINANCIAL ANALYSIS

MD&A

 
       

 

 
2.10 Income taxes

Income taxes of $259 million in the first quarter of 2016 represented an increase of $84 million compared to the same period last year due mainly to higher taxable income and in part to a lower value of uncertain tax positions favourably resolved in Q1 2016 compared to Q1 2015.

 
2.11 Net earnings and EPS

Net earnings attributable to common shareholders of $707 million, or $0.82 per common share, in the first quarter of 2016, increased by $175 million, or $0.19 per common share, compared to net earnings attributable to common shareholders of $532 million, or $0.63 per common share, for the same period last year. The increase in net earnings attributable to common shareholders in Q1 2016 was due to lower severance, acquisition and other costs, higher adjusted EBITDA and higher other income, partly offset by higher income taxes and higher depreciation and amortization expense.

Excluding the impact of severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs, adjusted net earnings in the first quarter of 2016 was $734 million, or $0.85 per common share, compared to $705 million, or $0.84 per common share, for the same period last year.

 
10   BCE Inc.   2016 First Quarter Shareholder Report
 

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELESS

MD&A

       

3 Business segment analysis

3.1 Bell Wireless

Key business developments

BELL’S MOBILE LTE NETWORK RANKED AS FASTEST IN CANADA YET AGAIN

In January 2016, Bell’s Fourth Generation (4G) LTE network was ranked #1 nationally in a new report from independent UK analyst firm OpenSignal, following a similar top ranking by PCMag in September 2015. OpenSignal found that Bell delivered the fastest wireless 4G network download speeds in Canada, averaging 19.9 megabits per second (Mbps), far above the global average of 12.6 Mbps.

EXPANSION OF LTE ADVANCED NETWORK SERVICE

Bell continued the rollout of its Dual-band LTE Advanced (LTE-A) wireless network, now providing service to 49% of the Canadian population at data speeds up to 260 Mbps (expected average download speeds of 18 to 74 Mbps), with plans to cover 75% by the end of 2016. In addition, a Tri-band LTE-A wireless service, enabled by aggregating Personal Communications Services (PCS), Advanced Wireless Services-1 (AWS-1) and 700 Megahertz (MHz) spectrum, that delivers mobile data speeds of up to 335 Mbps (expected average download speeds of 25 to 100 Mbps) is available in Halifax, Fredericton, Moncton, Toronto, Hamilton and Oakville. This is complemented by our national 4G LTE mobile network, reaching 96% of Canadians at the end of Q1 2016 and offering data speeds ranging from 75 Mbps to 150 Mbps (expected average download speeds of 12 to 40 Mbps).

VoLTE LAUNCHED IN GREATER TORONTO AREA

In February 2016, we launched voice and video over LTE (VoLTE) technology in select regions of the Greater Toronto Area for Bell customers with Samsung Galaxy S6 smartphones running Android 5.1.1 or higher. VoLTE enables faster call set up times, improved voice quality, and the ability to switch seamlessly between voice and video during calls. The launch sets the stage for a broader rollout of voice and video calling over LTE to more devices and coverage areas beginning later this year.

MOBILE DEVICE LINEUP EXPANDED

Bell Mobility and Virgin Mobile continued to bring customers the latest in wireless devices with the introduction of a number of new 4G LTE smartphones and other devices from leading handset manufacturers, including the Samsung Galaxy S7 and S7 edge smartphones, the iPhone SE and the Kyocera DuraXE, a highly durable flip phone that meets military standards for withstanding shock, dust and extreme temperatures.

DELIVERING MORE VALUE IN MOBILE ROAMING

In March 2016, we launched Roam Better International, a roaming feature that gives Bell Mobility customers access to specialized rates while traveling. Roam Better International provides unlimited voice and text messages and an additional dedicated 100 megabytes (MB) of data usage for $10 a day in over 110 destinations across Europe, the Americas, Asia and the Middle East, Australia and South Africa, the most of any comparable Canadian plan, and more international coverage than any other competitor. Roam Better International complements the Roam Better U.S. package introduced in November 2015, offering Bell Mobility customers travelling in the U.S. the same talk, text and data usage for $5 a day. Bell offers LTE roaming in 60 Roam Better destinations, more than any Canadian competitor.

MAKING MOBILE COMMUNICATIONS MORE ACCESSIBLE

On February 29, 2016, we announced a new portfolio of products and support services to make mobile communications more accessible for customers with speech, cognitive, physical, hearing and vision related disabilities. These customers often face barriers that can limit accessibility to the many benefits of mobile technology. With screen readers and hearing aid compatibility, video conferencing, assisted messaging and voice calling services, Bell’s accessible products help customers take full advantage of their smart devices. Three new products have joined our lineup of accessible devices: Doro 824 and 824C smartphones exclusively at Bell, the Mobile Accessibility app and Tecla, a portable and hands free device that enables customers with physical upper body limitations to easily use Android or iOS smartphones and tablets without touching the screen.

 

BCE Inc.   2016 First Quarter Shareholder Report   11

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELESS

MD&A

 
       

 

 
Financial performance analysis

Q1 2016 PERFORMANCE HIGHLIGHTS

BELL WIRELESS RESULTS

REVENUES

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Service

1,579   1,500   79   5.3 %

Product

104   127   (23 ) (18.1 %)

Total external revenues

1,683   1,627   56   3.4 %

Inter-segment revenues

10   10      

Total Bell Wireless revenues

1,693   1,637   56   3.4 %

Bell Wireless operating revenues grew by 3.4% in the first quarter of 2016 compared to last year, as a result of higher service revenues, partly offset by lower product revenues.

 
12   BCE Inc.   2016 First Quarter Shareholder Report
 

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELESS

MD&A

       

OPERATING COSTS AND ADJUSTED EBITDA

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Operating costs

(932 ) (925 ) (7 ) (0.8 %)

Adjusted EBITDA

761   712   49   6.9 %

Total adjusted EBITDA margin

44.9 % 43.5 %     1.4 %

Service adjusted EBITDA margin

48.2 % 47.5 %     0.7 %

Bell Wireless operating costs increased by 0.8%, or $7 million, in Q1 2016 compared to last year due to:

These factors were offset partly by modest declines in network operating costs, advertising spend, payments to other carriers and content costs.

Bell Wireless adjusted EBITDA grew by 6.9% in the first quarter of 2016 compared to prior year, as the higher operating revenues more than offset the year-over-year increase in operating expenses. The higher flow-through of revenues expanded adjusted EBITDA margin, based on wireless service revenues, to 48.2% this quarter from 47.5% in Q1 2015.

BELL WIRELESS OPERATING METRICS

 

Q1 2016   Q1 2015   CHANGE   % CHANGE  

Blended ARPU ($/month)

63.02   60.83   2.19   3.6 %

Gross activations

331,623   341,360   (9,737 ) (2.9 %)

Postpaid

275,415   278,984   (3,569 ) (1.3 %)

Prepaid

56,208   62,376   (6,168 ) (9.9 %)

Net activations

(9,868 ) (15,914 ) 6,046   38.0 %

Postpaid

25,805   35,373   (9,568 ) (27.0 %)

Prepaid

(35,673 ) (51,287 ) 15,614   30.4 %

Blended churn % (average per month)

1.38 % 1.47 %     0.09 %

Postpaid

1.15 % 1.18 %     0.03 %

Prepaid

3.42 % 3.60 %     0.18 %

Subscribers

8,235,963   8,102,714   133,249   1.6 %

Postpaid

7,401,221   7,145,420   255,801   3.6 %

Prepaid

834,742   957,294   (122,552 ) (12.8 %)

Cost of acquisition (COA) ($/subscriber)

494   452   (42 ) (9.3 %)

Blended ARPU increased by 3.6% in Q1 2016 compared to Q1 2015, driven by growth in postpaid ARPU as a result of a greater percentage of customers on two year plans, coupled with a higher mix of postpaid customers with smartphones and other data devices in our total subscriber base, resulting in greater data consumption from e-mail, web browsing, social networking, text messaging, mobile TV, picture and video messaging, as well as entertainment services such as video streaming, music downloads and gaming. The higher speeds enabled by the expansion of our 4G LTE and LTE-A networks also contributed to the growth in blended ARPU. These factors were moderated by richer plans with higher data usage thresholds, unlimited local and long distance calling and a greater mix of shared plans.

Total gross wireless activations decreased by 2.9% in the first quarter of 2016 compared to Q1 2015, reflecting both lower year-over-year postpaid and prepaid activations.

Smartphone adoption represented 75% of total postpaid gross activations in Q1 2016 compared to 72% in the same period last year. The percentage of postpaid subscribers with smartphones increased to 82% at March 31, 2016 compared to 77% at the end of Q1 2015.

Blended wireless churn of 1.38% in Q1 2016 improved by 0.09% compared to prior year, due to both lower postpaid and prepaid churn. The improvement is mainly attributable to a greater percentage of postpaid subscribers in our total subscriber base compared to last year, reflecting the favourable impact of our ongoing investment in customer retention, and improved customer service.

Postpaid net activations decreased by 27.0% in the first quarter of 2016 compared to last year, mainly due to lower gross activations and a higher level of customer deactivations.

 

BCE Inc.   2016 First Quarter Shareholder Report   13

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELESS

MD&A

 
       

Prepaid net customer losses improved by 30.4% in Q1 2016 due to fewer year-over-year customer deactivations, partially offset by lower gross activations.

Wireless subscribers totalled 8,235,963 at March 31, 2016, representing an increase of 1.6% since the end of the first quarter of 2015. The proportion of Bell Wireless customers subscribing to postpaid service increased to 90% in Q1 2016 from 88% in Q1 2015.

COA per gross activation increased by $42 year over year to $494 in Q1 2016, reflecting the impact of a higher proportion of postpaid customers in our sales mix, coupled with higher handset prices due to the sale of more expensive premium smartphones, greater promotional pricing and the impact of a weak Canadian dollar.

Retention costs as a percentage of service revenue increased to 11.8% in Q1 2016 compared to 11.5% in the same period last year. This increase is mainly attributable to the ongoing shift to more expensive smartphone models in our upgrade mix and greater promotional pricing, partially offset by lower year-over-year subsidized upgrades.

 
Assumptions

As at the date of this MD&A, our forward-looking statements set out in the BCE 2015 Annual MD&A, as updated or supplemented in this MD&A, are based on certain assumptions including, without limitation, the following assumptions and the assumptions referred to in each of the other business segment discussions set out in this section 3, Business segment analysis, as well as the economic and market assumptions referred to in section 1.3, Assumptions, of this MD&A.

 
14   BCE Inc.   2016 First Quarter Shareholder Report
 

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELINE

MD&A

       

 

 
3.2 Bell Wireline

Key business developments

BELL LAUNCHES CANADA’S MOST ADVANCED 4K WHOLE HOME PVR

On January 18, 2016, Bell launched the Fibe TV 4K Resolution (4K) Whole Home Personal Video Recorder (PVR) for customers in Toronto, Montréal, Ottawa and Québec City. In Q1 2016, the availability of the 4K Whole Home PVR was expanded to all Bell Fibe TV customers and to Bell Aliant FibreOP TV customers in Atlantic Canada. Our 4K Whole Home PVR is the smallest available on the market, has the largest recording capacity (up to 150 hours of 4K content) and is the only one compatible with Bluetooth remote control. Far superior to basic cable 4K set top boxes lacking recording and other PVR capabilities, the Fibe 4K Whole Home PVR will have high dynamic range (HDR) capability availability beginning in the second quarter of 2016. With the Bell 4K PVR and a 4K compatible television, Fibe TV customers can enjoy a growing range of 4K content.

SPEED TESTING SHOWS FIBRE-TO-THE-HOME (FTTH) DELIVERS CANADA’S BEST INTERNET EXPERIENCE

The results of an Internet performance report commissioned by the Canadian Radio-television and Telecommunications Commission (CRTC) and released in March 2016 showed that FTTH connections provide the best Internet service available in Canada today. The report was based on testing of broadband services available from Canada’s 10 major wireline Internet service providers in late 2015. Results consistently show that FTTH networks like those provided by Bell in Ontario, Québec and Atlantic Canada outperform all other wireline technologies, including connections used by cable companies.

EXPANDED CLOUD COMPUTING SERVICES

On February 8, 2016, Bell announced a new partnership with IBM Canada Limited (IBM) to expand the cloud computing services available through our Bell Business Cloud service. The partnership will give businesses across Canada access to the IBM Cloud via a secure, high-speed private connection from Bell, simplifying the way customers adopt and build out their hybrid clouds. More and more organizations are looking for a reliable and secure connection to the cloud that does not rely on sending data over the public Internet. Bell Business Cloud addresses this issue by enabling enterprises to plug into the IBM Cloud, giving them access to a wide range of on-demand computing and storage options.

 
Financial performance analysis

Q1 2016 PERFORMANCE HIGHLIGHTS

 

 

BCE Inc.   2016 First Quarter Shareholder Report   15

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELINE

MD&A

 
       

BELL WIRELINE RESULTS

REVENUES

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Data

1,794   1,757   37   2.1 %

Local and access

789   824   (35 ) (4.2 %)

Long distance

191   213   (22 ) (10.3 %)

Equipment and other

168   173   (5 ) (2.9 %)

Total external revenues

2,942   2,967   (25 ) (0.8 %)

Inter-segment revenues

41   60   (19 ) (31.7 %)

Total Bell Wireline revenues

2,983   3,027   (44 ) (1.5 %)

Bell Wireline operating revenues declined by 1.5% in Q1 2016 compared to the same period last year, due to decreases in local and access, long distance and equipment and other revenues. The sale of a call centre subsidiary in the third quarter of 2015 also contributed to the overall decline in operating revenues. This was moderated in part by growth in data revenue.

Our Bell Residential Services unit continued to deliver positive revenue growth in Q1 2016, as a result of higher Internet and IPTV subscriber bases combined with increased household ARPU attributable to rate increases, which was moderated in part by customer acquisition and retention discounts due to aggressive cable competition, as well as reflecting the impact of service optimization by customers. These factors partially mitigated the year-over-year revenue decline in our Bell Business Markets unit, attributable to repricing pressures and reduction in spending by business customers, as a result of slow economic growth.

OPERATING COSTS AND ADJUSTED EBITDA

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Operating costs

(1,726 ) (1,786 ) 60   3.4 %

Adjusted EBITDA

1,257   1,241   16   1.3 %

Adjusted EBITDA margin

42.1 % 41.0 %     1.1 %

Bell Wireline operating costs decreased by $60 million, or 3.4%, in Q1 2016 compared to Q1 2015, as a result of:

These factors were partly offset by higher programming costs for our Bell TV unit driven by an increased number of IPTV subscribers and programming rate increases.

Bell Wireline adjusted EBITDA increased by 1.3% in Q1 2016 compared to last year, while adjusted EBITDA margin of 42.1% was 1.1% higher compared to 41.0% achieved in Q1 2015. The year-over-year increase in Bell Wireline adjusted EBITDA reflected:

This was partly offset by:

 
16   BCE Inc.   2016 First Quarter Shareholder Report
 

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELINE

MD&A

       

BELL WIRELINE OPERATING METRICS

Data

High-Speed Internet

 

Q1 2016   Q1 2015   CHANGE   % CHANGE  

High-Speed Internet net activations

19,783   39,650   (19,867 ) (50.1 %)

High-Speed Internet subscribers(1)

3,411,246   3,297,745   113,501   3.4 %

 

(1) Our Q1 2016 business Internet subscriber base reflects a beginning of period adjustment to reduce the number of subscribers by 21,684 in order to align practices as a result of the integration of Bell Aliant.

High-Speed Internet subscriber net activations decreased by 50.1%, or 19,867, to 19,783 in Q1 2016 compared to last year, due to lower net activations in our residential and wholesale markets driven by more aggressive service offers from cable competitors, which were not widely matched. This was mitigated in part by lower retail churn, along with the favourable impact from the higher pull-through of our IPTV service bundle offers.

High-Speed Internet subscribers at March 31, 2016 totalled 3,411,246, up 3.4% from the end of the first quarter of 2015. This reflected a beginning of period adjustment to reduce the number of business subscribers by 21,684 in order to align practices as a result of the integration of Bell Aliant.

TV

 

Q1 2016   Q1 2015   CHANGE   % CHANGE  

Net subscriber activations

9,999   26,990   (16,991 ) (63.0 %)

IPTV

47,740   60,863   (13,123 ) (21.6 %)

Total subscribers

2,748,495   2,658,106   90,389   3.4 %

IPTV

1,230,531   990,325   240,206   24.3 %

IPTV net subscriber activations decreased by 21.6%, or 13,123, to 47,740 in Q1 2016 compared to Q1 2015, due to aggressive promotional offers for service bundles from the cable competitors, the slower expansion of our IPTV footprint in Q1 2016 and fewer customer migrations from satellite TV. This was partly offset by lower retail customer churn in Q1 2016 due to an increasing mature customer base that is less impacted by competitive offers.

Satellite TV net customer losses increased by 11.4%, or 3,868, to 37,741 in the first quarter of 2016 compared to the prior year, primarily as a result of a lower number of retail activations driven by highly competitive promotional offers from cable competitors, particularly in our service areas where our IPTV services are not available. Wholesale net customer losses also increased modestly due to the continued roll-out of IPTV service by competing TV providers in Western Canada. The lower retail customer deactivations and lower migrations to IPTV partially mitigated the higher year-over-year net customer losses.

Total TV net subscriber activations (IPTV and Satellite TV combined) were down 63% to 9,999 in Q1 2016 compared to last year, due to both lower IPTV and Satellite TV net activations as previously described.

IPTV subscribers at March 31, 2016 totalled 1,230,531, up 24.3% from 990,325 subscribers reported at the end of Q1 2015.

Satellite TV subscribers at March 31, 2016 totalled 1,517,964, down 9.0% from 1,667,781 subscribers at the end of Q1 2015.

Total TV subscribers (IPTV and Satellite TV combined) at March 31, 2016 equalled 2,748,495, representing a 3.4% increase since the end of the first quarter of 2015.

Local and Access

 

Q1 2016   Q1 2015   CHANGE   % CHANGE  

NAS LINES

               

Residential

3,466,304   3,745,986   (279,682 ) (7.5 %)

Business(1)

3,099,204   3,271,175   (171,971 ) (5.3 %)

Total

6,565,508   7,017,161   (451,653 ) (6.4 %)

NAS NET LOSSES

               

Residential

(67,428 ) (65,870 ) (1,558 ) (2.4 %)

Business(1)

(40,204 ) (44,069 ) 3,865   8.8 %

Total

(107,632 ) (109,939 ) 2,307   2.1 %

 

(1) Our Q1 2016 business NAS subscriber base reflects a beginning of period adjustment to reduce the number of subscribers by 15,526 in order to align practices as a result of the integration of Bell Aliant.

NAS net losses improved by 2.1%, or by 2,307 lines, in the first quarter of 2016 compared to the prior year, reflecting fewer business NAS net losses, offset in part by an increase in residential NAS net losses.

Residential NAS net losses increased by 2.4%, or by 1,558 lines, this quarter compared to prior year. The modest increase was driven by higher net losses in our wholesale market. Our retail market remained relatively stable year-over-year despite aggressive competitor promotions and ongoing wireless and Internet-based technology substitution.

Business NAS net losses improved by 8.8%, or by 3,865 lines, in Q1 2016 compared to Q1 2015, driven by lower net losses in our small and large business markets, reflecting fewer competitive losses. This was partly offset by ongoing customer conversion of voice lines to IP-based and wireless services, as well as reflecting the impact of slow economic growth, which has resulted in continued soft demand for new access line installations.

The annualized rate of NAS erosion in our customer base increased from 6.0% in Q1 2015, to 6.4% in Q1 2016. At March 31, 2016, we had 6,565,508 NAS lines, compared to 7,017,161 at the end of Q1 2015. This included a beginning of period adjustment to reduce the number of business subscribers by 15,526 in order to align practices as a result of the integration of Bell Aliant.

 

BCE Inc.   2016 First Quarter Shareholder Report   17

3

BUSINESS SEGMENT ANALYSIS
BELL WIRELINE

MD&A

 
       

 

 
Assumptions

As at the date of this MD&A, our forward-looking statements set out in the BCE 2015 Annual MD&A, as updated or supplemented in this MD&A, are based on certain assumptions including, without limitation, the following assumptions and the assumptions referred to in each of the other business segment discussions set out in this section 3, Business segment analysis, as well as the economic and market assumptions referred to in section 1.3, Assumptions, of this MD&A.

 
18   BCE Inc.   2016 First Quarter Shareholder Report
 

3

BUSINESS SEGMENT ANALYSIS
BELL MEDIA

MD&A

       

 

 
3.3 Bell Media

Key business developments

CRAVETV LAUNCHED DIRECT TO CONSUMERS

On January 14, 2016, Bell Media made its premium TV streaming service, CraveTV, available direct to consumers as a standalone product to all Canadians with an Internet subscription. CraveTV is also available to subscribers of a number of Canadian television providers via set-top boxes, or via mobile apps on iOS and Android, the web, Apple TV, Chromecast, Microsoft Windows 8.1, select Samsung Smart TVs and Blu-ray players and will soon be available via select game consoles.

NATIONAL EXPANSION OF THE MOVIE NETWORK

On March 1, 2016, Bell Media launched TMN as a national pay TV service and became the sole operator of HBO Canada, following Corus Entertainment Inc. (Corus)’s waiver of its HBO content rights and wind down of the operations of its Movie Central and Encore Avenue pay TV services in Western and Northern Canada.

LEADERSHIP IN 4K PRODUCTION AND BROADCASTING

TSN became the first broadcaster to produce a live 4K Ultra High-definition (UHD) broadcast in North America with the Toronto Raptors vs. Boston Celtics basketball game on January 20, 2016. Following this 4K debut, Bell Media announced that TSN’s five national feeds are airing a slate of 4K broadcasts featuring the Toronto Raptors, Toronto Maple Leafs and Ottawa Senators. In addition, on January 8, 2016, Bell Media’s Discovery Canada announced that its premium video streaming service Discovery GO now offers a growing inventory of titles available in 4K on Samsung UHD TV, and that its upcoming original Canadian drama FRONTIER is currently being shot in 4K. Bell Media also became the first media company in North America to broadcast an awards show in 4K with CTV’s broadcast of The 2016 JUNO Awards on April 3, 2016.

PARTNERSHIP WITH iHEARTRADIO

On January 6, 2016, Bell Media announced an exclusive partnership with iHeartRadio to bring its digital and streaming music services to Canada in 2016. iHeartRadio in Canada will provide instant access to the live radio feature offering listeners throughout Canada all of Bell Media’s broadcast and digital-only radio stations across mobile, auto dashes, tablets and smartphones, gaming consoles, wearables, and more. The partnership will also bring iHeartRadio-branded events to Canada, starting with the iHeartRadio Music Awards which aired on April 9 on CTV and the first-ever iHeartRadio Fest in May in Toronto.

BELL MEDIA RECOGNIZED FOR EXCELLENCE IN PROGRAMMING

Bell Media and its production partners were honoured with 56 awards by the Academy of Canadian Cinema and Television at the recent annual Canadian Screen Awards, which recognize excellence in Canadian film, TV and digital media productions. Demonstrating continued leadership in creating and developing original Canadian content, Bell Media and its partners took home 37 TV awards, with wins in major categories including Best Dramatic Series, Best Reality/Competition Series, Best National Newscast, Best Talk Program or Series and Best Entertainment Special. TSN garnered a total of seven awards, more than all other sports broadcasters combined, including Best Live Sports Event for FIFA Women’s World Cup Canada 2015. Bell Media-supported film projects won 19 awards, including Best Motion Picture, Performance by an Actor in a Leading Role, and Performance by an Actress in a Leading Role.

 
Financial performance analysis

Q1 2016 PERFORMANCE HIGHLIGHTS

 

 

BCE Inc.   2016 First Quarter Shareholder Report   19

3

BUSINESS SEGMENT ANALYSIS
BELL MEDIA

MD&A

 
       

BELL MEDIA RESULTS

REVENUES

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Total external revenues

645   646   (1 ) (0.2 %)

Inter-segment revenues

96   80   16   20.0 %

Total Bell Media revenues

741   726   15   2.1 %

Bell Media revenues increased by 2.1% in Q1 2016, in comparison to the prior year, driven by higher subscriber revenues, moderated by lower advertising revenues.

Subscriber fee revenues increased in Q1 2016, compared to the same period last year, due to Bell Media’s expansion of TMN into a national pay TV service on March 1, 2016, the continued growth from CraveTV, our streaming service, and from our TV Everywhere Go products, coupled with the impact of rate increases on certain specialty channels.

Advertising revenues declined in Q1 2016, compared to last year, reflecting:

This was partly offset by:

OPERATING COSTS AND ADJUSTED EBITDA

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Operating costs

(596 ) (585 ) (11 ) (1.9 %)

Adjusted EBITDA

145   141   4   2.8 %

Adjusted EBITDA margin

19.6 % 19.4 %     0.2 %

Bell Media operating costs were up 1.9% in Q1 2016, in comparison to last year, due to higher costs for sports broadcast rights combined with increased content costs related to CraveTV and the TMN national expansion, as well as a greater investment in Canadian programming and the impact of the Métromédia acquisition. This was mitigated in part by labour savings primarily driven by the 2015 workforce reduction initiative.

Bell Media adjusted EBITDA improved by 2.8% in Q1 2016, compared to prior year, as the increase in operating revenues and savings from the workforce reduction initiative more than compensated for the higher operating costs.

BELL MEDIA OPERATING METRICS

 
20   BCE Inc.   2016 First Quarter Shareholder Report
 

3

BUSINESS SEGMENT ANALYSIS
BELL MEDIA

MD&A

       

 

 
Assumptions

As at the date of this MD&A, our forward-looking statements set out in the BCE 2015 Annual MD&A, as updated or supplemented in this MD&A, are based on certain assumptions including, without limitation, the following assumptions and the assumptions referred to in each of the other business segment discussions set out in this section 3, Business segment analysis, as well as the economic and market assumptions referred to in section 1.3, Assumptions, of this MD&A.

 

BCE Inc.   2016 First Quarter Shareholder Report   21

4

FINANCIAL AND CAPITAL MANAGEMENT

MD&A

 
       

4 Financial and capital management

This section describes 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.

4.1 Net debt (1)

 

MARCH 31, 2016   DECEMBER 31, 2015   $ CHANGE   % CHANGE  

Debt due within one year

4,516   4,895   (379 ) (7.7 %)

Long-term debt

15,837   15,390   447   2.9 %

Preferred shares(2)

2,002   2,002      

Cash and cash equivalents

(423 ) (613 ) 190   31.0 %

Net debt

21,932   21,674   258   1.2 %

 

(1) Net debt is a non-GAAP financial measure and does not have a standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers. See section 8.2, Non-GAAP financial measures and key performance indicators (KPIs) – Net debt in this MD&A for more details including a reconciliation to the most comparable IFRS financial measure.
(2) 50% of outstanding preferred shares of $4,004 million in 2016 and 2015 are classified as debt consistent with the treatment by some credit rating agencies.

The increase of $68 million in total debt comprised of debt due within one year and long-term debt was due to:

Partly offset by:

The decrease in cash and cash equivalents of $190 million was due mainly to dividends paid on BCE common shares of $526 million and $245 million paid for business acquisitions mainly related to the national expansion of HBO Canada and TMN, partly offset by free cash flow of $418 million and net issuances of debt instruments in the amount of $162 million.

 
4.2 Outstanding share data

 

COMMON SHARES OUTSTANDING

NUMBER OF SHARES  

Outstanding, January 1, 2016

865,614,188  

Shares issued under employee stock option plan

1,790,161  

Shares issued under dividend reinvestment plan

688,839  

Shares issued under employee savings plan (ESP)

531,064  

Outstanding, March 31, 2016

868,624,252  

 

 

    WEIGHTED AVERAGE  

STOCK OPTIONS OUTSTANDING

NUMBER OF OPTIONS   EXERCISE PRICE ($)  

Outstanding, January 1, 2016

9,666,904   48  

Granted

2,932,719   58  

Exercised(1)

(1,790,161 ) 44  

Forfeited

(73,853 ) 50  

Outstanding, March 31, 2016

10,735,609   52  

Exercisable, March 31, 2016

2,232,981   42  

 

(1) The weighted average share price for options exercised during the quarter was $59.

 

 
22   BCE Inc.   2016 First Quarter Shareholder Report
 

4

FINANCIAL AND CAPITAL MANAGEMENT

MD&A

       

 

 
4.3 Cash flows

 

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Cash flows from operating activities

1,290   1,045   245   23.4 %

Capital expenditures

(852 ) (827 ) (25 ) (3.0 %)

Cash dividends paid on preferred shares

(36 ) (39 ) 3   7.7 %

Cash dividends paid by subsidiaries to non-controlling interest

(12 )   (12 ) n.m.  

Acquisition and other costs paid

28   52   (24 ) (46.2 %)

Free cash flow

418   231   187   81.0 %

Business acquisitions

(245 )   (245 ) n.m.  

Acquisition and other costs paid

(28 ) (52 ) 24   46.2 %

Business dispositions

16     16   n.m.  

Spectrum payment

  (100 ) 100   100.0 %

Other investing activities

35   5   30   n.m.  

Net issuance of debt instruments

162   1,047   (885 ) (84.5 %)

Issue of common shares

73   38   35   92.1 %

Repurchase of shares for settlement of share-based payments

(68 ) (73 ) 5   6.8 %

Cash dividends paid on common shares

(526 ) (519 ) (7 ) (1.3 %)

Other financing activities

(27 ) (18 ) (9 ) (50.0 %)

Net (decrease) increase in cash and cash equivalents

(190 ) 559   (749 ) n.m.  

Free cash flow per share(1)

$0.48   $0.27   $0.21   77.8 %

 

(1) Free cash flow per share is a non-GAAP financial measure and does not have any standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers. See section 8.2, Non-GAAP financial measures and key performance indicators (KPIs) – Free cash flow and free cash flow per share in this MD&A for more details.
n.m.: not meaningful

 

 
Cash flows from operating activities and free cash flow

Cash flows from operating activities in the first quarter of 2016 increased by $245 million compared to Q1 2015 due mainly to higher adjusted EBITDA, improved working capital and lower income taxes paid, partly offset by higher severance payments.

Free cash flow in Q1 2016 increased by $187 million compared to Q1 2015 due to an increase in cash flows from operating activities, partly offset by higher capital expenditures.

Free cash flow per share in the first quarter of 2016 was $0.48 per common share, compared to $0.27 per common share for the same period last year.

 
Capital expenditures

 

 

Q1 2016   Q1 2015   $ CHANGE   % CHANGE  

Bell Wireless

162   151   (11 ) (7.3 %)

Capital intensity ratio

9.6 % 9.2 %     (0.4 %)

Bell Wireline

669   656   (13 ) (2.0 %)

Capital intensity ratio

22.4 % 21.7 %     (0.7 %)

Bell Media

21   20   (1 ) (5.0 %)

Capital intensity ratio

2.8 % 2.8 %      

BCE

852   827   (25 ) (3.0 %)

Capital intensity ratio

16.2 % 15.8 %     (0.4 %)

 

BCE capital expenditures increased by $25 million, or 3.0%, in Q1 2016, compared to last year. Capital expenditures as a percentage of revenue (capital intensity ratio) was 16.2% in Q1 2016 compared to 15.8% in Q1 2015. The year-over-year increase was driven by:

 

BCE Inc.   2016 First Quarter Shareholder Report   23

4

FINANCIAL AND CAPITAL MANAGEMENT

MD&A

 
       

 

 
Business acquisitions

In Q1 2016, BCE completed the previously announced transaction with Corus under which Corus waived its HBO content rights in Canada and ceased operations of its Movie Central and Encore Avenue pay TV services in Western and Northern Canada, thereby allowing Bell Media to become the sole operator of HBO Canada nationally across all platforms and to expand TMN into a national pay TV service. TMN was successfully launched nationally on March 1, 2016. BCE paid to Corus a total consideration of $218 million, of which $21 million was paid in 2015.

 
Spectrum payment

On March 6, 2015, Bell Mobility secured AWS-3 wireless spectrum in key urban and rural markets as part of Industry Canada’s AWS-3 spectrum auction. Bell Mobility secured 13 licences for 169 million Megahertz per Population (MHz-pop) of AWS-3 spectrum for $500 million. On March 20, 2015, Bell Mobility made a first payment of $100 million to Industry Canada. The remaining balance of $400 million was paid on April 21, 2015 at which time Bell Mobility acquired these licences.

 
Debt instruments

2016:

In the first quarter of 2016, we issued $162 million of debt, net of repayments. This included the issuance of Series M-41 MTN debentures at Bell Canada with a principal amount of $750 million as well as $725 million issuances of notes payable (net of repayments), partly offset by the early debt redemption of Series M-19 MTN, Series M-23 MTN and Series M-32 debentures, with a principal amount of $200 million, $500 million and $500 million, respectively, and payments of finance leases and other debt of $113 million.

2015:

In the first quarter of 2015, we issued $1,047 million of debt, net of repayments. This included $691 million of notes payable, as well as the issuance of Series M-39 MTN debentures at Bell Canada with a principal amount of $500 million, partly offset by payments of finance leases and other debt of $144 million.

 
Cash dividends paid on common shares

In the first quarter of 2016, cash dividends paid on BCE common shares increased by $7 million compared to Q1 2015, due to a higher dividend of $0.65 per common share compared to a dividend of $0.6175 per common share in the first quarter of 2015 and a higher number of outstanding common shares, partly offset by lower cash dividend payments as a result of common shares issued in Q1 2016 under BCE’s dividend reinvestment plan.

 
4.4 Post-employment benefit plans

For the three months ended March 31, 2016, we recorded an increase in our post-employment benefit obligations and a loss, before taxes and non-controlling interest (NCI), in OCI of $924 million. This was due to a lower actual discount rate of 3.9% at March 31, 2016, compared to 4.2% at December 31, 2015, and a lower-than-expected return on plan assets.

For the three months ended March 31, 2015, we recorded a decrease in our post-employment benefit obligations and a gain, before taxes, in OCI of $37 million. This was due to a higher-than-expected return on plan assets, partly offset by a lower actual discount rate of 3.7% at March 31, 2015 compared to 4.0% at December 31, 2014.

 
24   BCE Inc.   2016 First Quarter Shareholder Report
 

4

FINANCIAL AND CAPITAL MANAGEMENT

MD&A

       

 

 
4.5 Financial risk management

Fair value

The following table provides the fair value details of financial instruments measured at amortized cost in the statements of financial position.

 

 

 

MARCH 31, 2016  DECEMBER 31, 2015

 

 

 

CARRYING   FAIR   CARRYING   FAIR  

 

CLASSIFICATION

FAIR VALUE METHODOLOGY

VALUE   VALUE   VALUE   VALUE  

CRTC tangible benefits obligation  

Trade payables and other liabilities and non-current liabilities  

Present value of estimated future cash flows discounted using observable market interest rates

211

 

217

 

227

 

234

 

CRTC deferral account obligation

Trade payables and other liabilities and non-current liabilities

Present value of estimated future cash flows discounted using observable market interest rates

150

 

160

 

154

 

163

 

Debentures, finance leases and other debt

Debt due within one year and long-term debt

Quoted market price of debt or present value of future cash flows discounted using observable market interest rates

17,129

 

19,562

 

17,688

 

19,764

 

 

The following table provides the fair value details of financial instruments measured at fair value in the statements of financial position.

   

FAIR VALUE

  CLASSIFICATION CARRYING VALUE
OF ASSET (LIABILITY)
  QUOTED PRICES
IN ACTIVE MARKETS
FOR IDENTICAL
ASSETS (LEVEL 1)
  OBSERVABLE
MARKET DATA
(LEVEL 2)
(1)
  NON-OBSERVABLE
MARKET INPUTS
(LEVEL 3)
(2)
 
March 31, 2016                  

Available-for-sale (AFS) publicly-traded and privately-held investments(3)

Other non-current assets

134

 

22

 

 

112

 

Derivative financial instruments

Other current assets, trade payables and other liabilities, other non-current assets and liabilities

47

 

 

47

 

 

MLSE financial liability(4)

Other non-current liabilities

(135

)

 

 

(135

)

Other

Other non-current assets and liabilities

37

 

 

64

 

(27

)

December 31, 2015

 

               

AFS publicly-traded and privately-held investments(3)

Other non-current assets

128

 

16

 

 

112

 

Derivative financial instruments

Other current assets, trade payables and other liabilities, other non-current assets and liabilities

256

 

 

256

 

 

MLSE financial liability(4)

Other non-current liabilities

(135

)

 

 

(135

)

Other

Other non-current assets and liabilities

30

 

 

56

 

(26

)

 

(1) Observable market data such as equity prices, interest rates, swap rate curves and foreign currency exchange rates.
(2) Non-observable market inputs such as discounted cash flows and earnings multiples. A reasonable change in our assumptions would not result in a significant increase (decrease) to our level 3 financial instruments.
(3) Unrealized gains and losses on AFS financial assets are recorded in OCI and are reclassified to Other income (expense) in the income statements when realized or when an impairment is determined.
(4) Represents BCE’s obligation to repurchase the BCE Master Trust Fund’s (Master Trust) 9% interest in Maple Leaf Sports & Entertainment Ltd. (MLSE) at a price not less than an agreed minimum price should the Master Trust exercise its put option. The obligation to repurchase is marked to market each reporting period and the gain or loss is recorded in Other income (expense) in the income statements.

 

 

BCE Inc.   2016 First Quarter Shareholder Report   25

4

FINANCIAL AND CAPITAL MANAGEMENT

MD&A

 
       

 

 
Currency exposures

We use foreign currency forward contracts, options and cross currency basis swaps to manage foreign currency risk related to anticipated transactions and foreign currency debt.

A 10% depreciation (appreciation) in the value of the Canadian dollar relative to the U.S. dollar would result in a gain of $73 million (loss of $109 million) recognized in net earnings at March 31, 2016 and a gain (loss) of $39 million recognized in other comprehensive income at March 31, 2016, with all other variables held constant.

The following table provides further details on our outstanding foreign currency forward contracts, options and cross currency basis swaps as at March 31, 2016.

 

 

AMOUNTS TO

 

AMOUNTS TO PAY

 

 

TYPE OF HEDGE

BUY CURRENCY

RECEIVE IN USD

SELL CURRENCY

IN CAD

MATURITY

HEDGED ITEM

Cash flow

USD

1,167

CAD

1,577

2016

Commercial paper

Cash flow

USD

357

CAD

476

2017

Credit facility

Cash flow

USD

269

CAD

309

2016

Purchase commitments

Cash flow

USD

143

CAD

194

2017-2018

Purchase commitments

Economic

USD

316

CAD

441

2016

Purchase commitments

Economic

USD

30

CAD

43

2017

Purchase commitments

Economic – call options

USD

462

CAD

608

2016

Purchase commitments

Economic – put options

USD

924

CAD

1,216

2016

Purchase commitments

 

 
Interest rate exposures

We use interest rate swaps to manage the mix of fixed and floating interest rates of our debt. We also use interest rate locks to hedge the interest rates on future debt issuances and to economically hedge dividend rate resets on preferred shares. During Q1 2016, we settled interest rate locks which hedged long-term debt with a notional amount of $500 million.

 
4. 6 Credit ratings

Our key credit ratings remain unchanged from those described in the BCE 2015 Annual MD&A.

 
4.7 Liquidity

In Q1 2016, Bell Canada extended the term of its unsecured committed term credit facility that was used to fund part of the acquisition of Astral Media Inc., from July 4, 2016 to July 4, 2017.

All cash requirements remain substantially unchanged from those described in the BCE 2015 Annual MD&A.

 
26   BCE Inc.   2016 First Quarter Shareholder Report
 

5

QUARTERLY FINANCIAL INFORMATION

MD&A

       

5 Quarterly financial information

BCE’s Q1 2016 Financial Statements were prepared in accordance with IFRS, as issued by the International Accounting Standards Board (IASB), under International Accounting Standard (IAS) 34, Interim Financial Reporting and were approved by BCE’s board of directors on April 27, 2016.

The following table, which was also prepared in accordance with IFRS, shows selected consolidated financial data of BCE for the eight most recent completed quarters.

 

2016  

2015

2014

 

Q1   Q4   Q3   Q2   Q1   Q4   Q3   Q2  

Operating revenues

5,270   5,603   5,345   5,326   5,240   5,528   5,195   5,220  

Adjusted EBITDA

2,163   2,073   2,187   2,197   2,094   2,022   2,115   2,144  

Severance, acquisition and other costs

(42 ) (152 ) (46 ) (24 ) (224 ) (58 ) (66 ) (54 )

Depreciation

(739 ) (731 ) (727 ) (720 ) (712 ) (734 ) (739 ) (708 )

Amortization

(149 ) (136 ) (133 ) (134 ) (127 ) (118 ) (116 ) (171 )

Net earnings

758   542   791   814   583   594   703   707  

Net earnings attributable to common shareholders

707   496   739   759   532   542   600   606  

Net earnings per common share

                               

Basic

0.82   0.58   0.87   0.90   0.63   0.64   0.77   0.78  

Diluted

0.82   0.58   0.87   0.90   0.63   0.63   0.77   0.78  

Included in net earnings:

                               

Severance, acquisition and other costs

(31 ) (112 ) (35 ) (16 ) (164 ) (42 ) (45 ) (38 )

Net gains (losses) on investments

12   (1 ) (16 ) 40   (2 ) (8 )   4  

Early debt redemption costs

(8 ) (6 )     (7 ) (18 ) (3 )  

Adjusted net earnings

734   615   790   735   705   610   648   640  

Adjusted EPS

0.85   0.72   0.93   0.87   0.84   0.72   0.83   0.82  

Average number of common shares outstanding – basic (millions)

867.1   853.5   848.9   844.9   841.0   837.7   782.1   777.7  

 

 

BCE Inc.   2016 First Quarter Shareholder Report   27

6

REGULATORY ENVIRONMENT

MD&A

 
       

6 Regulatory environment

The following is an update to the regulatory initiatives and proceedings described in the BCE 2015 Annual MD&A under section 3.3, Principal Business Risks and section 8, Regulatory Environment.

 
Broadcasting Act

LICENCE RENEWALS

On February 8, 2016, the CRTC released Broadcasting Notice of Consultation CRTC 2016-44, in which it initiated the renewal process for television broadcasting licences owned by Bell Media Inc. and its subsidiaries Learning and Skills Television of Alberta Limited, The Sports Network Inc., Le Réseau Des Sports (RDS) inc., Discovery Science Canada Company, 2953285 Canada Inc., and Animal Planet Canada Company, that are part of our licensed ownership group as described in the Notice of Consultation. The existing licences were last renewed in 2011 and 2012, in Broadcasting Decision CRTC 2011-444 and Broadcasting Decision CRTC 2012-241, and are set to expire on August 31, 2017. In accordance with the CRTC’s group-based licensing policy, effectively all of the licences of all of the large ownership groups, including BCE, are renewed and expire at the same time. Should the CRTC impose adverse conditions of licence as a result of the renewal process, this could have a negative effect on our business and financial performance. A decision on the licence renewal is expected in 2017 prior to the expiry of the existing licences.

 
28   BCE Inc.   2016 First Quarter Shareholder Report
 

7

BUSINESS RISKS

MD&A

       

7 Business risks

A risk is the possibility that an event might happen in the future that could have a negative effect on our financial position, financial performance, cash flows, business or reputation. Part of managing our business is to understand what these potential risks could be and to mitigate them where we can.

The actual effect of any event could be materially different from what we currently anticipate. The risks described in this MD&A are not the only ones that could affect us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial may also materially and adversely affect our financial position, financial performance, cash flows, business or reputation.

In the BCE 2015 Annual MD&A we provided a detailed review of risks that could affect our financial position, financial performance, cash flows, business or reputation and that could cause actual results or events to differ materially from our expectations expressed in or implied by our forward-looking statements. This detailed description of risks is updated in this MD&A. The risks described in the BCE 2015 Annual MD&A, as updated in this MD&A, include, without limitation, risks associated with:

 

BCE Inc.   2016 First Quarter Shareholder Report   29

7

BUSINESS RISKS

MD&A

 
       

Please see section 9, Business risks of the BCE 2015 Annual MD&A for a more complete description of the above-mentioned and other risks, which section, and the other sections of the BCE 2015 Annual MD&A referred to therein, are incorporated by reference in this section 7.

In addition, please see section 6, Regulatory environment in this MD&A for an update to the regulatory initiatives and proceedings described in the BCE 2015 Annual MD&A, which section 6 is incorporated by reference in this section 7.

Except for the updates set out in section 6, Regulatory environment in this MD&A, the risks described in the BCE 2015 Annual MD&A remain substantially unchanged.

 
30   BCE Inc.   2016 First Quarter Shareholder Report
 

8

ACCOUNTING POLICIES, FINANCIAL MEASURES AND CONTROLS

MD&A

       

8 Accounting policies, financial measures and controls

8.1 Our accounting policies

BCE’s Q1 2016 Financial Statements were prepared in accordance with IFRS, as issued by the IASB, under IAS 34 – Interim Financial Reporting and were approved by BCE’s board of directors on April 27, 2016. These financial statements were prepared using the same basis of presentation, accounting policies and methods of computations as outlined in Note 2, Significant Accounting Policies in BCE’s consolidated financial statements for the year ended December 31, 2015. BCE’s Q1 2016 Financial Statements do not include all of the notes required in the annual financial statements.

 
Adoption of amended accounting standards

As required, effective January 1, 2016, we adopted the following amended accounting standards on a prospective basis, none of which had a significant impact on our consolidated interim financial statements.

STANDARD DESCRIPTION IMPACT

Amendments to IAS 16 – Property, Plant and Equipment and IAS 38 – Intangible Assets

Clarifies that a revenue-based approach to calculate depreciation and amortization generally is not appropriate as it does not reflect the consumption of the economic benefits embodied in the related asset.

This amendment did not have a significant impact on our financial statements.

Amendments to IFRS 11 – Joint Arrangements

Provides guidance on the accounting for acquisitions of interests in joint operations in which the activity constitutes a business, as defined in IFRS 3 – Business Combinations. The amended standard requires the acquirer to apply all of the principles on accounting for business combinations in IFRS 3 and other IFRSs except for any principles that conflict with IFRS 11.

This amendment did not have a significant impact on our financial statements.

 

 
Future changes to accounting standards

The following amended standard was issued by the IASB and has not yet been adopted by BCE.

STANDARD DESCRIPTION IMPACT EFFECTIVE DATE

Amendments to IFRS 15 – Revenue from Contracts with Customers

Addresses implementation questions on identifying performance obligations, application guidance on principal versus agent and licences of intellectual property, and transition requirements. In particular, the amendments clarify when a promised good or service is separately identifiable from other promises in a contract and how to apply the principal versus agent guidance. The amendments also add practical expedients to the transition requirements for completed contracts under the full retrospective transition approach and to contract modifications at transition.

We are currently evaluating the impact of the amendments to IFRS 15 on our financial statements.

Annual periods beginning on or after January 1, 2018.

 

 
8.2 Non-GAAP financial measures and key performance indicators (KPIs)

This section describes the non-GAAP financial measures and KPIs we use to explain our financial results. It also provides reconciliations of the non-GAAP financial measures to the most comparable IFRS financial measures.

 
Adjusted EBITDA and adjusted EBITDA margin

The terms adjusted EBITDA and adjusted EBITDA margin do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers.

We define adjusted EBITDA as operating revenues less operating costs, as shown in BCE’s consolidated income statements. Adjusted EBITDA for BCE’s segments is the same as segment profit as reported in Note 4 to BCE’s Q1 2016 consolidated financial statements. We define adjusted EBITDA margin as adjusted EBITDA divided by operating revenues.

 

BCE Inc.   2016 First Quarter Shareholder Report   31

8

ACCOUNTING POLICIES, FINANCIAL MEASURES AND CONTROLS

MD&A

 
       

We use adjusted EBITDA and adjusted EBITDA margin to evaluate the performance of our businesses as they reflect their ongoing profitability. We believe that certain investors and analysts use adjusted EBITDA to measure a company’s ability to service debt and to meet other payment obligations or as a common measurement to value companies in the telecommunications industry. We believe that certain investors and analysts also use adjusted EBITDA and adjusted EBITDA margin to evaluate the performance of our businesses. Adjusted EBITDA is also one component in the determination of short-term incentive compensation for all management employees.

Adjusted EBITDA and adjusted EBITDA margin have no directly comparable IFRS financial measure. Alternatively, the following table provides a reconciliation of net earnings to adjusted EBITDA.

 

Q1 2016   Q1 2015  

Net earnings

758   583  

Severance, acquisition and other costs

42   224  

Depreciation

739   712  

Amortization

149   127  

Finance costs

       

Interest expense

219   226  

Interest on post-employment benefit obligations

20   27  

Other (income) expense

(23 ) 20  

Income taxes

259   175  

Adjusted EBITDA

2,163   2,094  

BCE operating revenues

5,270   5,240  

Adjusted EBITDA margin

41.0 % 40.0 %

 

 
Adjusted net earnings and adjusted EPS

The terms adjusted net earnings and adjusted EPS do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers.

We define adjusted net earnings as net earnings attributable to common shareholders before severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs. We define adjusted EPS as adjusted net earnings per BCE common share.

We use adjusted net earnings and adjusted EPS, and we believe that certain investors and analysts use these measures, among other ones, to assess the performance of our businesses without the effects of severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs, net of tax and NCI. We exclude these items because they affect the comparability of our financial results and could potentially distort the analysis of trends in business performance. Excluding these items does not imply they are non-recurring.

The most comparable IFRS financial measures are net earnings attributable to common shareholders and EPS. The following table is a reconciliation of net earnings attributable to common shareholders and EPS to adjusted net earnings on a consolidated basis and per BCE common share (adjusted EPS), respectively.

 

Q1 2016 Q1 2015

 

TOTAL   PER SHARE  

TOTAL

  PER SHARE  

Net earnings attributable to common shareholders

707   0.82   532   0.63  

Severance, acquisition and other costs

31   0.03   164   0.20  

Net (gains) losses on investments

(12 ) (0.01 ) 2    

Early debt redemption costs

8   0.01   7   0.01  

Adjusted net earnings

734   0.85   705   0.84  

 

 
Free cash flow and free cash flow per share

The terms free cash flow and free cash flow per share do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers.

We define free cash flow as cash flows from operating activities, excluding acquisition and other costs paid (which include significant litigation costs) and voluntary pension funding, less capital expenditures, preferred share dividends and dividends paid by subsidiaries to NCI.

We define free cash flow per share as free cash flow divided by the average number of common shares outstanding.

We consider free cash flow and free cash flow per share to be important indicators of the financial strength and performance of our businesses because they show how much cash is available to pay dividends, repay debt and reinvest in our company.

We believe that certain investors and analysts use free cash flow to value a business and its underlying assets. We believe that certain investors and analysts also use free cash flow and free cash flow per share to evaluate the financial strength and performance of our businesses.

 
32   BCE Inc.   2016 First Quarter Shareholder Report
 

8

ACCOUNTING POLICIES, FINANCIAL MEASURES AND CONTROLS

MD&A

       

The most comparable IFRS financial measure is cash flows from operating activities. The following table is a reconciliation of cash flows from operating activities to free cash flow on a consolidated basis.

 

Q1 2016   Q1 2015  

Cash flows from operating activities

1,290   1,045  

Capital expenditures

(852 ) (827 )

Cash dividends paid on preferred shares

(36 ) (39 )

Cash dividends paid by subsidiaries to non-controlling interest

(12 )  

Acquisition and other costs paid

28   52  

Free cash flow

418   231  

Average number of common shares outstanding (millions)

867.1   841.0  

Free cash flow per share

0.48   0.27  

 

 
Net debt

The term net debt does not have any standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers.

We define net debt as debt due within one year plus long-term debt and 50% of preferred shares, less cash and cash equivalents, as shown in BCE’s consolidated statement of financial position. We include 50% of outstanding preferred shares in our net debt as it is consistent with the treatment by certain credit rating agencies.

We consider net debt to be an important indicator of the company’s financial leverage because it represents the amount of debt that is not covered by available cash and cash equivalents. We believe that certain investors and analysts use net debt to determine a company’s financial leverage. Net debt has no directly comparable IFRS financial measure, but rather is calculated using several asset and liability categories from the statements of financial position, as shown in the following table.

 

MARCH 31, 2016   DECEMBER 31, 2015  

Debt due within one year

4,516   4,895  

Long-term debt

15,837   15,390  

50% of outstanding preferred shares

2,002   2,002  

Cash and cash equivalents

(423 ) (613 )

Net debt

21,932   21,674  

 

 
Net debt leverage ratio

The net debt leverage ratio does not have any standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers. We use, and believe that certain investors and analysts use, the net debt leverage ratio as a measure of financial leverage.

The net debt leverage ratio represents net debt divided by adjusted EBITDA.

 
Adjusted EBITDA to net interest expense ratio

The ratio of adjusted EBITDA to net interest expense does not have any standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers. We use, and believe that certain investors and analysts use, the adjusted EBITDA to net interest expense ratio as a measure of financial health of the company.

The adjusted EBITDA to net interest expense ratio represents adjusted EBITDA divided by net interest expense. Net interest expense represents net interest expense as shown in our statements of cash flows, plus 50% of declared preferred share dividends as shown in our income statements.

 

BCE Inc.   2016 First Quarter Shareholder Report   33

8

ACCOUNTING POLICIES, FINANCIAL MEASURES AND CONTROLS

MD&A

 
       

 

 
KPIs

In addition to the non-GAAP financial measures previously described, we use a number of KPIs to measure the success of our strategic imperatives. These KPIs are not accounting measures and may not be comparable to similar measures presented by other issuers.

KPI

DEFINITION

Capital intensity

Capital expenditures divided by operating revenues.

ARPU

Average revenue per user or subscriber represents the measurement of certain service revenues divided by the average subscriber base for the specified period.

Churn

Churn is the rate at which existing subscribers cancel their services, expressed as a percentage. Churn is calculated as the number of subscribers disconnected divided by the average subscriber base for the specified period. It is a measure of monthly customer turnover.

COA

COA is also referred to as subscriber acquisition costs. COA represents the total cost associated with acquiring a customer and includes costs such as hardware discounts, marketing and distribution costs. This measure is expressed per gross activation during the period.

Dividend payout ratio

Dividends paid on common shares divided by free cash flow.

 

 
8.3 Controls and procedures

Changes in internal control over financial reporting

No changes were made in our internal control over financial reporting during the quarter ended March 31, 2016 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 
34   BCE Inc.   2016 First Quarter Shareholder Report
  

CONSOLIDATED FINANCIAL STATEMENTS

       

Consolidated financial statements

Consolidated income statements

FOR THE PERIOD ENDED

           

(IN MILLIONS OF CANADIAN DOLLARS, EXCEPT SHARE AMOUNTS) (UNAUDITED)

NOTE   MARCH 31, 2016   MARCH 31, 2015  

Operating revenues

4   5,270   5,240  

Operating costs

4, 5   (3,107 ) (3,146 )

Severance, acquisition and other costs

4, 6   (42 ) (224 )

Depreciation

4   (739 ) (712 )

Amortization

4   (149 ) (127 )

Finance costs

           

Interest expense

    (219 ) (226 )

Interest on post-employment benefit obligations

10   (20 ) (27 )

Other income (expense)

7   23   (20 )

Income taxes

    (259 ) (175 )

Net earnings

    758   583  

Net earnings attributable to:

           

Common shareholders

    707   532  

Preferred shareholders

    37   38  

Non-controlling interest

    14   13  

Net earnings

    758   583  

Net earnings per common share – basic and diluted

8   0.82   0.63  

Average number of common shares outstanding – basic (millions)

    867.1   841.0  

 

 

BCE Inc.   2016 First Quarter Shareholder Report   35

CONSOLIDATED FINANCIAL STATEMENTS

   
       

Consolidated statements of comprehensive income

FOR THE PERIOD ENDED

       

(IN MILLIONS OF CANADIAN DOLLARS) (UNAUDITED)

MARCH 31, 2016   MARCH 31, 2015  

Net earnings

758   583  

Other comprehensive (loss) income, net of income taxes

       

Items that will be subsequently reclassified to net earnings

       

Net change in value of available-for-sale (AFS) financial assets, net of income taxes of nil at March 31, 2016 and 2015

5    

Net change in value of derivatives designated as cash flow hedges, net of income taxes of $26 million and ($9) million at March 31, 2016 and 2015, respectively

(72 ) 28  

Items that will not be reclassified to net earnings

       

Actuarial (losses) gains on post-employment benefit plans, net of income taxes of $251 million and ($10) million at March 31, 2016 and 2015, respectively(1)

(672 ) 27  

Other comprehensive (loss) income

(739 ) 55  

Total comprehensive income

19   638  

Total comprehensive income attributable to:

       

Common shareholders

(29 ) 586  

Preferred shareholders

37   38  

Non-controlling interest

11   14  

Total comprehensive income

19   638  

 

(1) The discount rate used to value our post-employment benefit obligations at March 31, 2016 was 3.9% compared to 4.2% at December 31, 2015. The discount rate used to value our post-employment benefit obligations at March 31, 2015 was 3.7% compared to 4.0% at December 31, 2014.

 

 
36   BCE Inc.   2016 First Quarter Shareholder Report
  

CONSOLIDATED FINANCIAL STATEMENTS

       

Consolidated statements of financial position

(IN MILLIONS OF CANADIAN DOLLARS) (UNAUDITED)

NOTE   MARCH 31, 2016   DECEMBER 31, 2015  

ASSETS

           

Current assets

           

Cash

    102   100  

Cash equivalents

    321   513  

Trade and other receivables

    2,817   3,009  

Inventory

    414   416  

Prepaid expenses

    543   393  

Other current assets

    223   377  

Total current assets

    4,420   4,808  

Non-current assets

           

Property, plant and equipment

    21,582   21,630  

Intangible assets

    11,334   11,176  

Deferred tax assets

    105   89  

Investments in associates and joint ventures

    1,105   1,119  

Other non-current assets

    782   794  

Goodwill

    8,618   8,377  

Total non-current assets

    43,526   43,185  

Total assets

    47,946   47,993  

LIABILITIES

           

Current liabilities

           

Trade payables and other liabilities

    4,077   4,287  

Interest payable

    146   148  

Dividends payable

    606   576  

Current tax liabilities

    37   86  

Debt due within one year

9   4,516   4,895  

Total current liabilities

    9,382   9,992  

Non-current liabilities

           

Long-term debt

9   15,837   15,390  

Deferred tax liabilities

    1,608   1,824  

Post-employment benefit obligations

10   2,888   2,038  

Other non-current liabilities

    1,411   1,420  

Total non-current liabilities

    21,744   20,672  

Total liabilities

    31,126   30,664  

EQUITY

           

Equity attributable to BCE shareholders

           

Preferred shares

12   4,004   4,004  

Common shares

    18,251   18,100  

Contributed surplus

    1,124   1,150  

Accumulated other comprehensive income

    55   119  

Deficit

    (6,919 ) (6,350 )

Total equity attributable to BCE shareholders

    16,515   17,023  

Non-controlling interest

    305   306  

Total equity

    16,820   17,329  

Total liabilities and equity

    47,946   47,993  

 

 

BCE Inc.   2016 First Quarter Shareholder Report   37

CONSOLIDATED FINANCIAL STATEMENTS

   
       

Consolidated statements of changes in equity

 

ATTRIBUTABLE TO BCE SHAREHOLDERS

       
              ACCUMULATED                  
              OTHER                  
              COMPREHEN-           NON-      
FOR THE PERIOD ENDED MARCH 31, 2016 PREFERRED   COMMON   CONTRIBUTED   SIVE INCOME           CONTROLLING      
(IN MILLIONS OF CANADIAN DOLLARS) (UNAUDITED) SHARES   SHARES   SURPLUS   (LOSS)   DEFICIT   TOTAL   INTEREST   TOTAL EQUITY  

Balance at January 1, 2016

4,004   18,100   1,150   119   (6,350 ) 17,023   306   17,329  

Net earnings

        744   744   14   758  

Other comprehensive loss

      (64 ) (672 ) (736 ) (3 ) (739 )

Total comprehensive (loss) income

      (64 ) 72   8   11   19  

Common shares issued under employee stock option plan

  83   (5 )     78     78  

Common shares issued under dividend reinvestment plan

  38         38     38  

Common shares issued under employee savings plan

  30         30     30  

Other share-based compensation

    (21 )   (11 ) (32 )   (32 )

Dividends declared on BCE common and preferred shares

        (630 ) (630 )   (630 )

Dividends declared by subsidiaries to non-controlling interest

            (12 ) (12 )

Balance at March 31, 2016

4,004   18,251   1,124   55   (6,919 ) 16,515   305   16,820  

 

 

ATTRIBUTABLE TO BCE SHAREHOLDERS

       
              ACCUMULATED                  
              OTHER           NON-      
FOR THE PERIOD ENDED MARCH 31, 2015 PREFERRED   COMMON   CONTRIBUTED   COMPREHEN-           CONTROLLING      
(IN MILLIONS OF CANADIAN DOLLARS) (UNAUDITED) SHARES   SHARES   SURPLUS   SIVE INCOME   DEFICIT   TOTAL   INTEREST   TOTAL EQUITY  

Balance at January 1, 2015

4,004   16,717   1,141   97   (7,013 ) 14,946   293   15,239  

Net earnings

        570   570   13   583  

Other comprehensive income

      27   27   54   1   55  

Total comprehensive income

      27   597   624   14   638  

Common shares issued under employee stock option plan

  44   (3 )     41     41  

Common shares issued under employee savings plan

  29         29     29  

Other share-based compensation

    (17 )   (25 ) (42 )   (42 )

Dividends declared on BCE common and preferred shares

        (586 ) (586 )   (586 )

Balance at March 31, 2015

4,004   16,790   1,121   124   (7,027 ) 15,012   307   15,319  

 

 
38   BCE Inc.   2016 First Quarter Shareholder Report
  

CONSOLIDATED FINANCIAL STATEMENTS

       

Consolidated statements of cash flows

FOR THE PERIOD ENDED

       

(IN MILLIONS OF CANADIAN DOLLARS) (UNAUDITED)

MARCH 31, 2016   MARCH 31, 2015  

Cash flows from operating activities

       

Net earnings

758   583  

Adjustments to reconcile net earnings to cash flows from operating activities

       

Severance, acquisition and other costs

42   224  

Depreciation and amortization

888   839  

Post-employment benefit plans cost

68   103  

Net interest expense

218   223  

Gains on investments

(16 ) 2  

Income taxes

259   175  

Contributions to post-employment benefit plans

(90 ) (81 )

Payments under other post-employment benefit plans

(19 ) (20 )

Severance and other costs paid

(86 ) (49 )

Interest paid

(221 ) (227 )

Income taxes paid (net of refunds)

(238 ) (333 )

Acquisition and other costs paid

(28 ) (52 )

Net change in operating assets and liabilities

(245 ) (342 )

Cash flows from operating activities

1,290   1,045  

Cash flows used in investing activities

       

Capital expenditures

(852 ) (827 )

Business acquisitions

(245 )  

Business dispositions

16    

Spectrum payment

  (100 )

Other investing activities

35   5  

Cash flows used in investing activities

(1,046 ) (922 )

Cash flows (used in) from financing activities

       

Increase in notes payable

725   691  

Issue of long-term debt

747   502  

Repayment of long-term debt

(1,310 ) (146 )

Issue of common shares

73   38  

Repurchase of shares for settlement of share-based payments

(68 ) (73 )

Cash dividends paid on common shares

(526 ) (519 )

Cash dividends paid on preferred shares

(36 ) (39 )

Cash dividends paid by subsidiaries to non-controlling interest

(12 )  

Other financing activities

(27 ) (18 )

Cash flows (used in) from financing activities

(434 ) 436  

Net increase (decrease) in cash

2   (15 )

Cash at beginning of period

100   142  

Cash at end of period

102   127  

Net (decrease) increase in cash equivalents

(192 ) 574  

Cash equivalents at beginning of period

513   424  

Cash equivalents at end of period

321   998  

 

 

BCE Inc.   2016 First Quarter Shareholder Report   39

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

   
       

Notes to consolidated financial statements

These consolidated interim financial statements (financial statements) should be read in conjunction with BCE’s 2015 annual consolidated financial statements, approved by BCE’s board of directors on March 3, 2016.

These notes are unaudited.

We, us, our, BCE and the company mean, as the context may require, either BCE Inc. or, collectively, BCE Inc., Bell Canada, their subsidiaries, joint arrangements and associates.

 
Note 1 Corporate information

BCE is incorporated and domiciled in Canada. BCE’s head office is located at 1, Carrefour Alexander-Graham-Bell, Verdun, Québec, Canada. BCE is a telecommunications and media company providing wireless, wireline, Internet and television (TV) services to residential, business and wholesale customers in Canada. Our Bell Media segment provides conventional, specialty and pay TV, digital media and radio broadcasting services to customers across Canada and out-of-home advertising service

 
Note 2 Basis of presentation and significant accounting policies

The financial statements were prepared in accordance with International Financial Reporting Standards (IFRS), as issued by the International Accounting Standards Board (IASB), under International Accounting Standard (IAS) 34 – Interim Financial Reporting and were approved by BCE’s board of directors on April 27, 2016. The financial statements were prepared using the same basis of presentation, accounting policies and methods of computation as outlined in Note 2, Significant accounting policies in our consolidated financial statements for the year ended December 31, 2015. The financial statements do not include all of the notes required in annual financial statements.

All amounts are in millions of Canadian dollars, except where noted.

 
Adoption of amended accounting standards

As required, effective January 1, 2016, we adopted the following amended accounting standards on a prospective basis, none of which had a significant impact on our consolidated interim financial statements.

STANDARD DESCRIPTION IMPACT

Amendments to IAS 16 – Property, Plant and Equipment and IAS 38 – Intangible Assets

Clarifies that a revenue-based approach to calculate depreciation and amortization generally is not appropriate as it does not reflect the consumption of the economic benefits embodied in the related asset.

This amendment did not have a significant impact on our financial statements.

Amendments to IFRS 11 – Joint Arrangements

Provides guidance on the accounting for acquisitions of interests in joint operations in which the activity constitutes a business, as defined in IFRS 3 – Business Combinations. The amended standard requires the acquirer to apply all of the principles on accounting for business combinations in IFRS 3 and other IFRSs except for any principles that conflict with IFRS 11.

This amendment did not have a significant impact on our financial statements.

 

 
Future changes to accounting standards

The following amended standard was issued by the IASB and has not yet been adopted by BCE.

STANDARD DESCRIPTION IMPACT EFFECTIVE DATE

Amendments to IFRS 15 – Revenue from Contracts with Customers

Addresses implementation questions on identifying performance obligations, application guidance on principal versus agent and licences of intellectual property, and transition requirements. In particular, the amendments clarify when a promised good or service is separately identifiable from other promises in a contract and how to apply the principal versus agent guidance. The amendments also add practical expedients to the transition requirements for completed contracts under the full retrospective transition approach and to contract modifications at transition.

We are currently evaluating the impact of the amendments to IFRS 15 on our financial statements.

Annual periods beginning on or after January 1, 2018.

 

 
40   BCE Inc.   2016 First Quarter Shareholder Report
  

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

       

 

 
Note 3 Business acquisitions

National expansion of HBO and The Movie Network (TMN)

In Q1 2016, BCE completed the previously announced transaction with Corus Entertainment Inc. (Corus) under which Corus waived its HBO content rights in Canada and ceased operations of its Movie Central and Encore Avenue pay TV services in Western and Northern Canada, thereby allowing Bell Media to become the sole operator of HBO Canada nationally across all platforms and to expand TMN into a national pay TV service. TMN was successfully launched nationally on March 1, 2016. BCE paid to Corus a total cash consideration of $218 million, of which $21 million was paid in 2015.

The following table summarizes the fair value of the consideration paid and the fair value assigned to each major class of assets and liabilities.

 

TOTAL  

Cash consideration

218  

Finite-life intangible assets

8  

Non-current assets

1  

Current liabilities

(3 )

Non-current liabilities

(8 )

Fair value of net assets

(2 )

Goodwill(1)

220  

 

(1) Goodwill arises principally from the ability to leverage media content and future growth. The amount of goodwill deductible for tax purposes is $163 million at a 7% annual rate declining balance. The goodwill arising from the transaction was allocated to our Bell Media group of CGUs.

The transaction is part of our strategy to create, negotiate and deliver premium TV programming to Canadian consumers across more platforms on a national basis.

 
Note 4 Segmented information

Our results are reported in three segments: Bell Wireless, Bell Wireline and Bell Media. Our segments reflect how we manage our business and how we classify our operations for planning and measuring performance.

The following tables present financial information by segment for the periods ended March 31, 2016 and 2015.

 
Segmented information

 

 

                INTER-SEGMENT      

FOR THE PERIOD ENDED MARCH 31, 2016

NOTE   BELL WIRELESS   BELL WIRELINE   BELL MEDIA   ELIMINATIONS   BCE  

Operating revenues

                       

External customers

    1,683   2,942   645     5,270  

Inter-segment

    10   41   96   (147 )  

Total operating revenues

    1,693   2,983   741   (147 ) 5,270  

Operating costs

5   (932 ) (1,726 ) (596 ) 147   (3,107 )

Segment profit(1)

    761   1,257   145     2,163  

Severance, acquisition and other costs

6   (1 ) (42 ) 1       (42 )

Depreciation and amortization

    (141 ) (712 ) (35 )     (888 )

Finance costs

                       

Interest expense

                    (219 )

Interest on post-employment benefit obligations

10                   (20 )

Other income

7                   23  

Income taxes

                    (259 )

Net earnings

                    758  

 

(1) The chief operating decision maker uses primarily one measure of profit to make decisions and assess performance, being operating revenues less operating costs.

 

 

BCE Inc.   2016 First Quarter Shareholder Report   41

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

   
       

 

 

                INTER-SEGMENT      

FOR THE PERIOD ENDED MARCH 31, 2015

NOTE   BELL WIRELESS   BELL WIRELINE   BELL MEDIA   ELIMINATIONS   BCE  

Operating revenues

                       

External customers

    1,627   2,967   646     5,240  

Inter–segment

    10   60   80   (150 )  

Total operating revenues

    1,637   3,027   726   (150 ) 5,240  

Operating costs

5   (925 ) (1,786 ) (585 ) 150   (3,146 )

Segment profit(1)

    712   1,241   141     2,094  

Severance, acquisition and other costs

6   (4 ) (219 ) (1 )     (224 )

Depreciation and amortization

    (127 ) (679 ) (33 )     (839 )

Finance costs

                       

Interest expense

                    (226 )

Interest on post–employment benefit obligations

10                   (27 )

Other expense

7                   (20 )

Income taxes

                    (175 )

Net earnings

                    583  

 

(1) The chief operating decision maker uses primarily one measure of profit to make decisions and assess performance, being operating revenues less operating costs.

 

 
Note 5 Operating costs

 

FOR THE PERIOD ENDED MARCH 31

NOTE   2016   2015  

Labour costs

           

Wages, salaries and related taxes and benefits

    (1,005 ) (1,060 )

Post-employment benefit plans service cost (net of capitalized amounts)

10   (48 ) (76 )

Other labour costs(1)

    (242 ) (223 )

Less:

           

Capitalized labour

    226   229  

Total labour costs

    (1,069 ) (1,130 )

Cost of revenues(2)

    (1,575 ) (1,566 )

Other operating costs(3)

    (463 ) (450 )

Total operating costs

    (3,107 ) (3,146 )

 

(1) Other labour costs include contractor and outsourcing costs.
(2) Cost of revenues includes costs of wireless devices and other equipment sold, network and content costs, and payments to other carriers.
(3) Other operating costs include marketing, advertising and sales commission costs, bad debt expense, taxes other than income taxes, information technology costs, professional service fees and rent.

 

 
Note 6 Severance, acquisition and other costs

 

FOR THE PERIOD ENDED MARCH 31

2016   2015  

Severance

(22 ) (30 )

Acquisition and other

(20 ) (194 )

Total severance, acquisition and other costs

(42 ) (224 )

 

 
42   BCE Inc.   2016 First Quarter Shareholder Report
  

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

       

 

 
Acquisition and other costs

Acquisition and other costs consist of transaction costs, such as legal and financial advisory fees, related to completed or potential acquisitions, employee severance costs related to the purchase of a business, the costs to integrate acquired companies into our operations and litigation costs, when they are significant. Acquisition costs also include severance and integration costs relating to the privatization of Bell Aliant Inc.

2015

SIGNAL PIRACY LITIGATION

On August 31, 2005, a motion to institute legal proceedings was filed in the Québec Superior Court against Bell ExpressVu Limited Partnership (Bell ExpressVu) by Vidéotron ltée, Vidéotron (Régional) ltée and CF Cable TV Inc. In the statement of claim, the plaintiffs alleged that Bell ExpressVu had failed to adequately protect its system against satellite signal piracy, thereby depriving the plaintiffs of subscribers who, but for their alleged ability to pirate Bell ExpressVu’s signal, would have subscribed to the plaintiffs’ services. On March 6, 2015, the Québec Court of Appeal reversed the judgment of the lower court regarding the quantum of damages awarded by such court, granting plaintiffs damages of $82 million, plus interest and costs. A charge of $137 million was recorded in Q1 2015 and was included in Acquisition and other costs.

On October 15, 2015, the Supreme Court of Canada dismissed Bell ExpressVu’s application for leave to appeal the Québec Court of Appeal’s judgment. Accordingly, the aggregate amount of $141.6 million, including interest and costs, was paid by Bell ExpressVu on October 19, 2015 in full satisfaction of the judgment as rendered by the Québec Court of Appeal.

 
Note 7 Other income (expense)

 

FOR THE PERIOD ENDED MARCH 31

NOTE   2016   2015  

Gains (losses) on investments

    16   (2 )

Net mark-to-market gains on derivatives used as economic hedges

    7   18  

Equity income from investments in associates and joint ventures

    3   6  

Early debt redemption costs

9   (11 ) (10 )

Losses on disposal/retirement of software, plant and equipment

    (8 ) (22 )

Other

    16   (10 )

Total other income (expense)

    23   (20 )

 

 

Note 8 Earnings per share

The following table shows the components used in the calculation of basic and diluted earnings per common share for earnings attributable to common shareholders.

FOR THE PERIOD ENDED MARCH 31

2016   2015  

Net earnings attributable to common shareholders – basic

707   532  

Dividends declared per common share (in dollars)

0.6825   0.6500  

Weighted average number of common shares outstanding (in millions)

       

Weighted average number of common shares outstanding – basic

867.1   841.0  

Assumed exercise of stock options(1)

1.0   1.6  

Weighted average number of common shares outstanding – diluted (in millions)

868.1   842.6  

 

(1) The calculation of the assumed exercise of stock options includes the effect of the average unrecognized future compensation cost of dilutive options. It excludes options for which the exercise price is higher than the average market value of a BCE common share. The number of excluded options was 5,591,777 in the first quarter of 2016 and 2,727,412 in the first quarter of 2015.

 

 

BCE Inc.   2016 First Quarter Shareholder Report   43

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

   
       

 

 
Note 9 Debt

On January 11, 2016, Bell Canada redeemed, prior to maturity, its 4.64% Series M-19 medium term notes (MTN) debentures, having an outstanding principal amount of $200 million which were due on February 22, 2016, as well as its 3.65% Series M-23 MTN debentures, having an outstanding principal amount of $500 million which were due on May 19, 2016.

On February 29, 2016, Bell Canada issued 3.55% Series M-41 MTN debentures under its 1997 trust indenture, with a principal amount of $750 million, which mature on March 2, 2026.

On March 31, 2016, Bell Canada redeemed, prior to maturity, its 5.41% Series M-32 debentures, having an outstanding principal amount of $500 million which were due on September 26, 2016. We incurred an $11 million charge for the early debt redemption costs which was recorded in Other income (expense) in Q1 2016 in the income statement.

In Q1 2016, Bell Canada reclassified $700 million of its 5.00% Series M-18 MTN debentures, which mature on February 15, 2017, from long-term debt to short-term debt.

In Q1 2016, Bell Canada extended the term of its unsecured committed term credit facility that was used to fund part of the acquisition of Astral Media Inc., from July 4, 2016 to July 4, 2017. As a result, we reclassified the $463 million in Canadian dollars ($357 million in U.S. dollars) of borrowings under the credit facility from debt due within one year to long-term debt.

 
Note 10 Post-employment benefit plans

Post-employment benefit plans cost

We provide pension and other benefits for most of our employees. These include defined benefit (DB) pension plans, defined contribution (DC) pension plans and other post-employment benefits (OPEBs). The costs of these plans are tabled below.

COMPONENTS OF POST-EMPLOYMENT BENEFIT PLANS SERVICE COST

FOR THE PERIOD ENDED MARCH 31

2016   2015  

DB pension

(51 ) (58 )

DC pension

(32 ) (29 )

OPEBs

(2 ) (2 )

Plan amendment gain on DB pension

23    

Less:

       

Capitalized benefit plans cost

14   13  

Total post-employment benefit plans service cost included in operating costs

(48 ) (76 )

Other costs recognized in Severance, acquisition and other costs

5   (7 )

Total post-employment benefit plans service cost

(43 ) (83 )

 

COMPONENTS OF POST-EMPLOYMENT BENEFIT PLANS FINANCING COST

FOR THE PERIOD ENDED MARCH 31

2016   2015  

DB pension

(6 ) (13 )

OPEBs

(14 ) (14 )

Total interest on post-employment benefit obligations

(20 ) (27 )

 

 
44   BCE Inc.   2016 First Quarter Shareholder Report
  

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

       

 

 
Note 11 Financial assets and liabilities

Fair value

The following table provides the fair value details of financial instruments measured at amortized cost in the statements of financial position.

 

 

 

MARCH 31, 2016  DECEMBER 31, 2015

 

 

 

CARRYING   FAIR   CARRYING   FAIR  

 

CLASSIFICATION

FAIR VALUE METHODOLOGY

VALUE   VALUE   VALUE   VALUE  

CRTC tangible benefits obligation  

Trade payables and other liabilities and non-current liabilities  

Present value of estimated future cash flows discounted using observable market interest rates

211

 

217

 

227

 

234

 

CRTC deferral account obligation

Trade payables and other liabilities and non-current liabilities

Present value of estimated future cash flows discounted using observable market interest rates

150

 

160

 

154

 

163

 

Debentures, finance leases and other debt

Debt due within one year and long-term debt

Quoted market price of debt or present value of future cash flows discounted using observable market interest rates

17,129

 

19,562

 

17,688

 

19,764

 

The following table provides the fair value details of financial instruments measured at fair value in the statements of financial position.

       

FAIR VALUE

        QUOTED PRICES          
        IN ACTIVE MARKETS       NON-OBSERVABLE  
    CARRYING VALUE   FOR IDENTICAL   OBSERVABLE MARKET   MARKET INPUTS  
  CLASSIFICATION OF ASSET (LIABILITY)   ASSETS (LEVEL 1)   DATA (LEVEL 2)(1)   (LEVEL 3)(2)  
March 31, 2016                  

AFS publicly-traded and privately-held investments

Other non-current assets 

134

 

22

 

 

112

 

Derivative financial instruments

Other current assets, trade payables and other liabilities, other non-current assets and liabilities

47

 

 

47

 

 

MLSE financial liability(3)

Other non-current liabilities

(135

)

 

 

(135

)

Other

Other non-current assets and liabilities

37

 

 

64

 

(27

)

December 31, 2015                  

AFS publicly-traded and privately-held investments

Other non-current assets

128

 

16

 

 

112

 

Derivative financial instruments

Other current assets, trade payables and other liabilities, other non-current assets and liabilities

256

 

 

256

 

 

MLSE financial liability(3)

Other non-current liabilities

(135

)

 

 

(135

)

Other

Other non-current assets and liabilities

30

 

 

56

 

(26

)

 

(1) Observable market data such as equity prices, interest rates, swap rate curves and foreign currency exchange rates.
(2) Non-observable market inputs such as discounted cash flows and earnings multiples. A reasonable change in our assumptions would not result in a significant increase (decrease) to our level 3 financial instruments.
(3) Represents BCE’s obligation to repurchase the BCE Master Trust Fund’s (Master Trust) 9% interest in Maple Leaf Sports & Entertainment Ltd. (MLSE) at a price not less than an agreed minimum price should the Master Trust exercise its put option. The obligation to repurchase is marked to market each reporting period and the gain or loss is recorded in Other income (expense) in the income statements.

 

 
Currency exposures

We use foreign currency forward contracts, options and cross currency basis swaps to manage foreign currency risk related to anticipated transactions and foreign currency debt.

A 10% depreciation (appreciation) in the value of the Canadian dollar relative to the U.S. dollar would result in a gain of $73 million (loss of $109 million) recognized in net earnings at March 31, 2016 and a gain (loss) of $39 million recognized in other comprehensive income at March 31, 2016, with all other variables held constant.

 

BCE Inc.   2016 First Quarter Shareholder Report   45

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

   
       

The following table provides further details on our outstanding foreign currency forward contracts, options and cross currency basis swaps as at March 31, 2016.

 

 

AMOUNTS TO

 

AMOUNTS TO PAY

 

 

TYPE OF HEDGE

BUY CURRENCY

RECEIVE IN USD

SELL CURRENCY

IN CAD

MATURITY

HEDGED ITEM

Cash flow

USD

1,167

CAD

1,577

2016

Commercial paper

Cash flow

USD

357

CAD

476

2017

Credit facility

Cash flow

USD

269

CAD

309

2016

Purchase commitments

Cash flow

USD

143

CAD

194

2017-2018

Purchase commitments

Economic

USD

316

CAD

441

2016

Purchase commitments

Economic

USD

30

CAD

43

2017

Purchase commitments

Economic – call options

USD

462

CAD

608

2016

Purchase commitments

Economic – put options

USD

924

CAD

1,216

2016

Purchase commitments

 

 
Interest rate exposures

We use interest rate swaps to manage the mix of fixed and floating interest rates of our debt. We also use interest rate locks to hedge the interest rates on future debt issuances and to economically hedge dividend rate resets on preferred shares. During Q1 2016, we settled interest rate locks which hedged long-term debt with a notional amount of $500 million.

 
Note 12 Share capital

Conversion of first preferred shares

On March 31, 2016, 1,953,385 of BCE’s 11,500,000 fixed-rate Cumulative Redeemable First Preferred Shares, Series AM (Series AM Preferred Shares) were converted, on a one-for-one basis, into floating-rate Cumulative Redeemable First Preferred Shares, Series AN (Series AN Preferred Shares).

The annual fixed dividend rate on the Series AM Preferred Shares was reset for the next five years, effective on March 31, 2016, at 2.764% from 4.85%. The Series AN Preferred Shares will pay a quarterly floating cash dividend.

On April 21, 2016, BCE announced that 5,884,470 of its 10,841,056 Cumulative Redeemable First Preferred Shares, Series AG (Series AG Preferred Shares) have been tendered for conversion on May 1, 2016, on a one-for-one basis, into Cumulative Redeemable First Preferred Shares, Series AH (Series AH Preferred Shares). In addition, 28,765 of BCE’s 3,158,944 Series AH Preferred Shares have been tendered for conversion on May 1, 2016, on a one-for-one basis, into Series AG Preferred Shares. As a result, 4,985,351 Series AG Preferred Shares and 9,014,649 Series AH Preferred Shares will remain outstanding on May 1, 2016.

The annual fixed dividend rate on the Series AG Preferred Shares will be reset for the next five years, effective on May 1, 2016, at 2.80% from 4.50%. The Series AH Preferred Shares will continue to pay a monthly floating cash dividend.

Dividends will be paid as and when declared by the board of directors of BCE.

 
Note 13 Share-based payments

The following share-based payment amounts are included in the consolidated income statements as operating costs.

FOR THE PERIOD ENDED MARCH 31

2016   2015  

Employee savings plan (ESP)

(7 ) (8 )

Restricted share units (RSUs) and performance share units (PSUs)

(14 ) (13 )

Other(1)

(4 ) (4 )

Total share-based payments

(25 ) (25 )

 

(1) Includes deferred share units (DSUs), deferred share plan (DSP) and stock options.

 

 
46   BCE Inc.   2016 First Quarter Shareholder Report
  

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

       

 

The following tables summarize the change in outstanding ESP shares, RSUs/PSUs, DSUs and stock options for the period ended March 31, 2016.

ESP

  NUMBER OF ESP SHARES  
Unvested contributions, January 1, 2016 1,146,046  
Contributions(1) 169,756  
Dividends credited 13,483  
Vested (166,603 )
Forfeited (34,411 )
Unvested contributions, March 31, 2016 1,128,271  

 

(1) The weighted average fair value of the shares contributed during the quarter was $57.

RSUs/PSUs

 

NUMBER  

 

OF RSUs/PSUs  

Oustanding, January 1, 2016

3,333,583  

Granted(1)

863,294  

Dividends credited

39,615  

Settled

(1,302,186 )

Forfeited

(38,058 )

Outstanding, March 31, 2016

2,896,248  

 

(1) The weighted average fair value of the RSUs/PSUs granted during the quarter was $58.

DSUs

 

NUMBER  

 

OF DSUs  

Outstanding, January 1 , 2016

3,796,051  

Issued(1)

55,940  

Settlement of RSUs/PSUs

322,994  

Dividends credited

44,904  

Settled

(77,127 )

Outstanding, March 31, 2016

4,142,762  

 

(1) The weighted average fair value of the DSUs issued during the quarter was $58.

STOCK OPTIONS

 

NUMBER OF OPTIONS

  WEIGHTED AVERAGE
EXERCISE PRICE
($)
 

Outstanding, January 1, 2016

9,666,904   48  

Granted

2,932,719   58  

Exercised(1)

(1,790,161 ) 44  

Forfeited

(73,853 ) 50  

Outstanding, March 31, 2016

10,735,609   52  

Exercisable, March 31, 2016

2,232,981   42  

 

(1) The weighted average share price for options exercised during the quarter was $59.

 

 

BCE Inc.   2016 First Quarter Shareholder Report   47

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

   
       

ASSUMPTIONS USED IN STOCK OPTION PRICING MODEL

The fair value of options granted was determined using a variation of a binomial option pricing model that takes into account factors specific to the share incentive plans, such as the vesting period. The following table shows the principal assumptions used in the valuation.

 

2016  

Weighted average fair value per option granted

$2.57  

Weighted average share price

$58  

Weighted average exercise price

$58  

Dividend yield

4.7 %

Expected volatility

15 %

Risk-free interest rate

0.6 %

Expected life (years)

4.5  

Expected volatilities are based on the historical volatility of BCE’s share price. The risk-free rate used is equal to the yield available on Government of Canada bonds at the date of grant with a term equal to the expected life of the options.

 

 
48   BCE Inc.   2016 First Quarter Shareholder Report

 

 

 

 

   
This document has been filed by BCE Inc. with Canadian securities regulatory authorities and the U.S. Securities and Exchange Commission. It can be found on BCE Inc.’s website at BCE.ca, on SEDAR at www.sedar.com and on EDGAR at www.sec.gov or is available upon request from:

INVESTOR RELATIONS

Building A, 8th floor
1 Carrefour Alexander-Graham-Bell 
Verdun, Québec H3E 3B3
e-mail: [email protected]
tel: 1-800-339-6353
fax: 514-786-3970

BCE.ca

For additional copies of this document,
please contact investor relations.

 

Pour obtenir un exemplaire de la version française de ce document,
contactez les Relations avec les investisseurs.

 

For further information concerning BCE Inc.’s Dividend Reinvestment and Stock Purchase Plan (DRP), direct deposit of dividend payments, the elimination of multiple mailings or the receipt of quarterly reports, please contact:

CST TRUST COMPANY

320 Bay Street, 3rd floor
Toronto, Ontario M5H 4A6
tel: 416-360-7725 or 1-800-561-0934
fax: 416-643-5501 or 1-888-249-6189
e-mail: [email protected]

 

 

Exhibit 99.2

 

 

 

BCE (1)
Consolidated Operational Data

(In millions of Canadian dollars, except share amounts) (unaudited)   Q1
2016
    Q1
2015
      $ change   % change  

Operating revenues

  5,270     5,240       30   0.6 %

Operating costs (A)

  (3,059 )   (3,070 )     11   0.4 %

Post-employment benefit plans service cost

  (48 )   (76 )     28   36.8 %

Adjusted EBITDA (2)

  2,163     2,094       69   3.3 %

Adjusted EBITDA margin (2)

  41.0 %   40.0 %         1.0  pts

Severance, acquisition and other costs

  (42 )   (224 )     182   81.3 %

Depreciation

  (739 )   (712 )     (27 ) (3.8 %)

Amortization

  (149 )   (127 )     (22 ) (17.3 %)

Finance costs

                       

Interest expense

  (219 )   (226 )     7   3.1 %

Interest on post-employment benefit obligations

  (20 )   (27 )     7   25.9 %

Other income (expense)

  23     (20 )     43   n.m.  

Income taxes

  (259 )   (175 )     (84 ) (48.0 %)

Net earnings

  758     583       175   30.0 %

Net earnings attributable to:

                       

Common shareholders

  707     532       175   32.9 %

Preferred shareholders

  37     38       (1 ) (2.6 %)

Non-controlling interest

  14     13       1   7.7 %

Net earnings

  758     583       175   30.0 %

Net earnings per common share - basic

$

0.82

 

$

0.63

 

 

$

0.19

 

30.2

%

Net earnings per common share - diluted

$ 0.82   $ 0.63     $ 0.19   30.2 %

Dividends per common share

$

0.6825

 

$

0.6500

 

 

$

0.0325

 

5.0

%

Average number of common shares outstanding - basic (millions)

 

867.1

 

 

841.0

 

 

 

 

 

 

 

Average number of common shares outstanding - diluted (millions)

  868.1     842.6              

Number of common shares outstanding (millions)

  868.6     841.9              

 

                       

Adjusted net earnings and EPS

                       

Net earnings attributable to common shareholders

  707     532       175   32.9 %

Severance, acquisition and other costs

  31     164       (133 ) (81.1 %)

Net (gains) losses on investments

  (12 )   2       (14 ) n.m.  

Early debt redemption costs

  8     7       1   14.3 %

Adjusted net earnings (2)

  734     705       29   4.1 %

Impact on net earnings per share

$ 0.03   $ 0.21     $ (0.18 ) (85.7 %)

 

                       

Adjusted EPS (2)

$ 0.85   $ 0.84     $ 0.01   1.2 %

 

(A) Excludes post-employment benefit plans service cost
n.m. : not meaningful

 

BCE Supplementary Financial Information - First Quarter 2016 Page 2


 

BCE
Consolidated Operational Data - Historical Trend

(In millions of Canadian dollars, except share amounts) (unaudited)   Q1 16       TOTAL
2015
      Q4 15     Q3 15     Q2 15     Q1 15  

Operating revenues

  5,270       21,514       5,603     5,345     5,326     5,240  

Operating costs (A)

  (3,059 )     (12,682 )     (3,462 )   (3,089 )   (3,061 )   (3,070 )

Post-employment benefit plans service cost

  (48 )     (281 )     (68 )   (69 )   (68 )   (76 )

Adjusted EBITDA

  2,163       8,551       2,073     2,187     2,197     2,094  

Adjusted EBITDA margin

 

41.0

%

 

 

39.7

%

 

 

37.0

%

 

40.9

%

 

41.3

%

 

40.0

%

Severance, acquisition and other costs

  (42 )     (446 )     (152 )   (46 )   (24 )   (224 )

Depreciation

  (739 )     (2,890 )     (731 )   (727 )   (720 )   (712 )

Amortization

  (149 )     (530 )     (136 )   (133 )   (134 )   (127 )

Finance costs

                                       

Interest expense

  (219 )     (909 )     (226 )   (227 )   (230 )   (226 )

Interest on post-employment benefit obligations

  (20 )     (110 )     (28 )   (27 )   (28 )   (27 )

Other income (expense)

  23       (12 )     (70 )   35     43     (20 )

Income taxes

  (259 )     (924 )     (188 )   (271 )   (290 )   (175 )

Net earnings

  758       2,730       542     791     814     583  

Net earnings attributable to:

                                       

Common shareholders

  707       2,526       496     739     759     532  

Preferred shareholders

  37       152       37     38     39     38  

Non-controlling interest

  14       52       9     14     16     13  

Net earnings

  758       2,730       542     791     814     583  

 

                                       

Net earnings per common share - basic

$ 0.82     $ 2.98     $ 0.58   $ 0.87   $ 0.90   $ 0.63  

Net earnings per common share - diluted

$ 0.82     $ 2.98     $ 0.58   $ 0.87   $ 0.90   $ 0.63  

 

                                       

Dividends per common share

$ 0.6825     $ 2.6000     $ 0.6500   $ 0.6500   $ 0.6500   $ 0.6500  

Average number of common shares outstanding - basic (millions)

 

867.1

 

 

 

847.1

 

 

 

853.5

 

 

848.9

 

 

844.9

 

 

841.0

 

Average number of common shares outstanding - diluted (millions)

  868.1       848.3       854.9     850.1     846.2     842.6  

Number of common shares outstanding (millions)

  868.6       865.6       865.6     849.4     848.6     841.9  

 

                                       

Adjusted net earnings and EPS

                                       

Net earnings attributable to common shareholders

  707       2,526       496     739     759     532  

Severance, acquisition and other costs

  31       327       112     35     16     164  

Net (gains) losses on investments

  (12 )     (21 )     1     16     (40 )   2  

Early debt redemption costs

  8       13       6     -     -     7  

Adjusted net earnings

  734       2,845       615     790     735     705  

Impact on net earnings per share

$ 0.03     $ 0.38     $ 0.14   $ 0.06   $ (0.03 ) $ 0.21  

 

                                       

Adjusted EPS

$ 0.85     $ 3.36     $ 0.72   $ 0.93   $ 0.87   $ 0.84  

 

(A) Excludes post-employment benefit plans service cost

 

BCE Supplementary Financial Information - First Quarter 2016 Page 3


 

BCE
Segmented Data

(In millions of Canadian dollars, except where otherwise indicated) (unaudited) Q1
2016
  Q1
2015
    $ change   % change  

 

                 

Revenues

                 

Bell Wireless

1,693   1,637     56   3.4 %

Bell Wireline

2,983   3,027     (44 ) (1.5 %)

Bell Media

741   726     15   2.1 %

Inter-segment eliminations

(147 ) (150 )   3   2.0 %

Total

5,270   5,240     30   0.6 %

 

                 

Operating costs

                 

Bell Wireless

(932 ) (925 )   (7 ) (0.8 %)

Bell Wireline

(1,726 ) (1,786 )   60   3.4 %

Bell Media

(596 ) (585 )   (11 ) (1.9 %)

Inter-segment eliminations

147   150     (3 ) (2.0 %)

Total

(3,107 ) (3,146 )   39   1.2 %

 

                 

Adjusted EBITDA

                 

Bell Wireless

761   712     49   6.9 %

Margin

44.9 % 43.5 %       1.4  pts

Bell Wireline

1,257   1,241     16   1.3 %

Margin

42.1 % 41.0 %       1.1  pts

Bell Media

145   141     4   2.8 %

Margin

19.6 % 19.4 %       0.2  pts

Total

2,163   2,094     69   3.3 %

Margin

41.0 % 40.0 %       1.0  pts

 

                 

Capital expenditures

                 

Bell Wireless

162   151     (11 ) (7.3 %)

Capital intensity (3)

9.6 % 9.2 %       (0.4 ) pts

Bell Wireline

669   656     (13 ) (2.0 %)

Capital intensity

22.4 % 21.7 %       (0.7 ) pts

Bell Media

21   20     (1 ) (5.0 %)

Capital intensity

2.8 % 2.8 %       -  

Total

852   827     (25 ) (3.0 %)

Capital intensity

16.2 % 15.8 %       (0.4 ) pts

 

BCE Supplementary Financial Information - First Quarter 2016 Page 4


 

BCE
Segmented Data - Historical Trend

(In millions of Canadian dollars, except where otherwise indicated) (unaudited) Q1 16   Total
2015
  Q4 15   Q3 15   Q2 15   Q1 15  

 

                       

Revenues

                       

Bell Wireless

1,693   6,876   1,770   1,772   1,697   1,637  

Bell Wireline

2,983   12,258   3,161   3,028   3,042   3,027  

Bell Media

741   2,974   816   692   740   726  

Inter-segment eliminations

(147 ) (594 ) (144 ) (147 ) (153 ) (150 )

Total

5,270   21,514   5,603   5,345   5,326   5,240  

 

                       

Operating costs

                       

Bell Wireless

(932 ) (4,048 ) (1,129 ) (1,014 ) (980 ) (925 )

Bell Wireline

(1,726 ) (7,258 ) (1,913 ) (1,782 ) (1,777 ) (1,786 )

Bell Media

(596 ) (2,251 ) (632 ) (509 ) (525 ) (585 )

Inter-segment eliminations

147   594   144   147   153   150  

Total

(3,107 ) (12,963 ) (3,530 ) (3,158 ) (3,129 ) (3,146 )

 

                       

Adjusted EBITDA

                       

Bell Wireless

761   2,828   641   758   717   712  

Margin

44.9 % 41.1 % 36.2 % 42.8 % 42.3 % 43.5 %

Bell Wireline

1,257   5,000   1,248   1,246   1,265   1,241  

Margin

42.1 % 40.8 % 39.5 % 41.1 % 41.6 % 41.0 %

Bell Media

145   723   184   183   215   141  

Margin

19.6 % 24.3 % 22.5 % 26.4 % 29.1 % 19.4 %

Total

2,163   8,551   2,073   2,187   2,197   2,094  

Margin

41.0 % 39.7 % 37.0 % 40.9 % 41.3 % 40.0 %

 

                       

Capital expenditures

                       

Bell Wireless

162   716   193   184   188   151  

Capital intensity

9.6 % 10.4 % 10.9 % 10.4 % 11.1 % 9.2 %

Bell Wireline

669   2,809   741   716   696   656  

Capital intensity

22.4 % 22.9 % 23.4 % 23.6 % 22.9 % 21.7 %

Bell Media

21   101   24   27   30   20  

Capital intensity

2.8 % 3.4 % 2.9 % 3.9 % 4.1 % 2.8 %

Total

852   3,626   958   927   914   827  

Capital intensity

16.2 % 16.9 % 17.1 % 17.3 % 17.2 % 15.8 %

 

BCE Supplementary Financial Information - First Quarter 2016 Page 5


 

Bell Wireless (1)

(In millions of Canadian dollars, except where otherwise indicated) (unaudited) Q1
2016
  Q1
2015
    % change  

Bell Wireless

             

Revenues

             

Service

1,579   1,500     5.3 %

Product

104   127     (18.1 %)

Total external Bell Wireless revenues

1,683   1,627     3.4 %

Inter-segment

10   10     -  

Total Bell Wireless operating revenues

1,693   1,637     3.4 %

Operating costs

(932 ) (925 )   (0.8 %)

Adjusted EBITDA

761   712     6.9 %

Adjusted EBITDA margin (Total revenues)

44.9 % 43.5 %   1.4  pts

Adjusted EBITDA margin (Service revenues)

48.2 % 47.5 %   0.7  pts

 

             

Capital expenditures

162   151     (7.3 %)

Capital intensity

9.6 % 9.2 %   (0.4 ) pts

Wireless gross activations

331,623

 

341,360

 

 

(2.9

%)

Postpaid

275,415

 

278,984

 

 

(1.3

%)

Wireless net activations

(9,868

)

(15,914

)

 

38.0

%

Postpaid

25,805

 

35,373

 

 

(27.0

%)

Wireless subscribers end of period (EOP)

8,235,963

 

8,102,714

 

 

1.6

%

Postpaid

7,401,221

 

7,145,420

 

 

3.6

%

Average revenue per user (3) (ARPU)($/month)

63.02   60.83     3.6 %

Churn (%) (3)(average per month)

1.38

%

1.47

%

 

0.09

 pts

Prepaid

3.42 % 3.60 %   0.18  pts

Postpaid

1.15

%

1.18

%

 

0.03

 pts

Cost of acquisition (COA) (3) ($/subscriber)

494   452     (9.3 %)

 

BCE Supplementary Financial Information - First Quarter 2016 Page 6


 

Bell Wireless - Historical Trend

(In millions of Canadian dollars, except where otherwise indicated) (unaudited) Q1 16     TOTAL
2015
    Q4 15   Q3 15   Q2 15   Q1 15  

Bell Wireless

                           

Revenues

                           

Service

1,579     6,246     1,588   1,619   1,539   1,500  

Product

104     590     171   143   149   127  

Total external Bell Wireless revenues

1,683     6,836     1,759   1,762   1,688   1,627  

Inter-segment

10     40     11   10   9   10  

Total Bell Wireless operating revenues

1,693     6,876     1,770   1,772   1,697   1,637  

Operating costs

(932 )   (4,048 )   (1,129 ) (1,014 ) (980 ) (925 )

Adjusted EBITDA

761     2,828     641   758   717   712  

Adjusted EBITDA margin (Total revenues)

44.9 %   41.1 %   36.2 % 42.8 % 42.3 % 43.5 %

Adjusted EBITDA margin (Service revenues)

48.2 %   45.3 %   40.4 % 46.8 % 46.6 % 47.5 %

 

                           

Capital expenditures

162     716     193   184   188   151  

Capital intensity

9.6

%

 

10.4

%

 

10.9

%

10.4

%

11.1

%

9.2

%

Wireless gross activations

331,623

 

 

1,600,147

 

 

449,650

 

424,164

 

384,973

 

341,360

 

Postpaid

275,415

 

 

1,338,141

 

 

387,696

 

353,652

 

317,809

 

278,984

 

Wireless net activations

(9,868

)

 

127,203

 

 

62,464

 

58,543

 

22,110

 

(15,914

)

Postpaid

25,805

 

 

265,369

 

 

91,308

 

77,655

 

61,033

 

35,373

 

Wireless subscribers EOP

8,235,963

 

 

8,245,831

 

 

8,245,831

 

8,183,367

 

8,124,824

 

8,102,714

 

Postpaid

7,401,221

 

 

7,375,416

 

 

7,375,416

 

7,284,108

 

7,206,453

 

7,145,420

 

ARPU ($/month)

63.02

 

 

63.09

 

 

63.67

 

65.34

 

62.48

 

60.83

 

Churn (%)(average per month)

1.38

%

 

1.51

%

 

1.57

%

1.49

%

1.49

%

1.47

%

Prepaid

3.42

%

 

3.32

%

 

3.19

%

2.98

%

3.48

%

3.60

%

Postpaid

1.15

%

 

1.28

%

 

1.38

%

1.31

%

1.23

%

1.18

%

COA ($/subscriber)

494

 

 

467

 

 

525

 

446

 

434

 

452

 

 

BCE Supplementary Financial Information - First Quarter 2016 Page 7


 

Bell Wireline (1)

(In millions of Canadian dollars, except where otherwise indicated) (unaudited) Q1
2016
  Q1
2015
    % change  

Bell Wireline

             

Data

1,794   1,757     2.1 %

Local & access

789   824     (4.2 %)

Long distance

191   213     (10.3 %)

Equipment & other

168   173     (2.9 %)

Total external revenues

2,942   2,967     (0.8 %)

Inter-segment revenues

41   60     (31.7 %)

Total Bell Wireline operating revenues

2,983   3,027     (1.5 %)

Operating costs

(1,726 ) (1,786 )   3.4 %

Adjusted EBITDA

1,257   1,241     1.3 %

Adjusted EBITDA Margin

42.1 % 41.0 %   1.1  pts

 

             

Capital expenditures

669   656     (2.0 %)

Capital intensity

22.4 % 21.7 %   (0.7 ) pts

High-speed Internet

             

High-speed Internet net activations

19,783   39,650     (50.1 %)

High-speed Internet subscribers EOP (A)

3,411,246   3,297,745     3.4 %

TV

             

Net subscriber activations

9,999   26,990     (63.0 %)

Internet protocol television (IPTV)

47,740   60,863     (21.6 %)

Total subscribers EOP

2,748,495   2,658,106     3.4 %

IPTV

1,230,531   990,325     24.3 %

Local

             

Network access services (NAS)

             

Residential

3,466,304   3,745,986     (7.5 %)

Business (A)

3,099,204   3,271,175     (5.3 %)

Total (A)

6,565,508   7,017,161     (6.4 %)

NAS net losses

             

Residential

(67,428 ) (65,870 )   (2.4 %)

Business

(40,204 ) (44,069 )   8.8 %

Total

(107,632 ) (109,939 )   2.1 %

 

(A) Our Q1 2016 business Internet and business NAS subscriber bases reflect a beginning of period adjustment to reduce the number of subscribers by 21,684 and 15,526, respectively, in order to align practices as a result of the integration of our former Bell Aliant segment (Bell Aliant).

 

BCE Supplementary Financial Information - First Quarter 2016 Page 8


 

Bell Wireline - Historical Trend

(In millions of Canadian dollars, except where otherwise indicated) (unaudited) Q1 16     TOTAL
2015
    Q4 15   Q3 15   Q2 15   Q1 15  

Bell Wireline

                           

Data

1,794     7,163     1,862   1,770   1,774   1,757  

Local & access

789     3,271     802   818   827   824  

Long distance

191     831     204   207   207   213  

Equipment & other

168     778     250   181   174   173  

Total external revenues

2,942     12,043     3,118   2,976   2,982   2,967  

Inter-segment revenues

41     215     43   52   60   60  

Total Bell Wireline operating revenues

2,983     12,258     3,161   3,028   3,042   3,027  

Operating costs

(1,726 )   (7,258 )   (1,913 ) (1,782 ) (1,777 ) (1,786 )

Adjusted EBITDA

1,257     5,000     1,248   1,246   1,265   1,241  

Adjusted EBITDA margin

42.1 %   40.8 %   39.5 % 41.1 % 41.6 % 41.0 %

 

                           

Capital expenditures

669     2,809     741   716   696   656  

Capital intensity

22.4 %   22.9 %   23.4 % 23.6 % 22.9 % 21.7 %

High-speed Internet

                           

High-speed Internet net activations

19,783     155,052     38,908   57,888   18,606   39,650  

High-speed Internet subscribers EOP (A)

3,411,246     3,413,147     3,413,147   3,374,239   3,316,351   3,297,745  

TV

                           

Net subscriber activations

9,999     107,380     37,786   25,914   16,690   26,990  

IPTV

47,740     253,329     74,092   67,908   50,466   60,863  

Total subscribers EOP

2,748,495     2,738,496     2,738,496   2,700,710   2,674,796   2,658,106  

IPTV

1,230,531     1,182,791     1,182,791   1,108,699   1,040,791   990,325  

Local

                           

NAS

                           

Residential

3,466,304     3,533,732     3,533,732   3,591,813   3,670,167   3,745,986  

Business (A)

3,099,204     3,154,934     3,154,934   3,203,763   3,233,485   3,271,175  

Total (A)

6,565,508     6,688,666     6,688,666   6,795,576   6,903,652   7,017,161  

NAS net losses

                           

Residential

(67,428 )   (278,124 )   (58,081 ) (78,354 ) (75,819 ) (65,870 )

Business

(40,204 )   (160,310 )   (48,829 ) (29,722 ) (37,690 ) (44,069 )

Total

(107,632 )   (438,434 )   (106,910 ) (108,076 ) (113,509 ) (109,939 )

 

(A) Our Q1 2016 business Internet and business NAS subscriber bases reflect a beginning of period adjustment to reduce the number of subscribers by 21,684 and 15,526, respectively, in order to align practices as a result of the integration of Bell Aliant.

 

BCE Supplementary Financial Information - First Quarter 2016 Page 9


 

BCE
Net debt and other information

BCE - Net debt and preferred shares

       

(In millions of Canadian dollars, except where otherwise indicated) (unaudited)

       

 

March 31   December 31  

 

2016   2015  

Debt due within one year

4,516   4,895  

Long-term debt

15,837   15,390  

Preferred shares - BCE (A)

2,002   2,002  

Cash and cash equivalents

(423 ) (613 )

Net Debt (2)

21,932   21,674  

 

       

Net debt leverage ratio (2)

2.54   2.53  

Adjusted EBITDA /net interest expense ratio(2)

8.89   8.76  
         

 

Bell Media Inc. - Proportionate Information

           

 

(In millions of Canadian dollars, except where otherwise indicated) (unaudited)

Q1
2016

  Total
2015
Q4
2015
Q3
2015
Q2
2015

Q1
2015

               

Proportionate adjusted EBITDA

122

  643 170 161 191

121

               

 

Cash Flow Information

               

(In millions of Canadian dollars, except where otherwise indicated) (unaudited)

Q1
2016
  Q1
2015
 

$ change

 

% change

 

Free Cash Flow (FCF) (2)

               

Cash from operating activities, excluding acquisition and other costs paid

1,318   1,097   221   20.1 %

Capital expenditures

(852 ) (827 ) (25 ) (3.0 %)

Dividends paid on preferred shares

(36 ) (39 ) 3   7.7 %

Dividends paid by subsidiaries to non-controlling interest

(12 ) -   (12 ) n.m.  

FCF

418   231   187   81.0 %
                 

 

Cash Flow Information - Historical Trend

                         

(In millions of Canadian dollars, except where otherwise indicated) (unaudited)

Q1
2016
    Total
2015
  Q4
2015
  Q3
2015
  Q2
2015
  Q1
2015
 

FCF

                         

Cash from operating activities, excluding acquisition and other costs paid

1,318     6,566   1,669   1,911   1,889   1,097  

Capital expenditures

(852 )   (3,626 ) (958 ) (927 ) (914 ) (827 )

Dividends paid on preferred shares

(36 )   (150 ) (37 ) (37 ) (37 ) (39 )

Dividends paid by subsidiaries to non-controlling interest

(12 )   (41 ) (8 ) (26 ) (7 ) -  

Voluntary defined benefit pension plan contribution

-     250   250   -   -   -  

FCF

418     2,999   916   921   931   231  

 

                         

 

(A) Net debt includes 50% of preferred shares
n.m. : not meaningful

 

BCE Supplementary Financial Information - First Quarter 2016 Page 10


 

BCE
Consolidated Statements of Financial Position

(In millions of Canadian dollars, except where otherwise indicated) (unaudited) March 31
2016
    December 31
2015
 

ASSETS

         

Current assets

         

Cash

102     100  

Cash equivalents

321     513  

Trade and other receivables

2,817     3,009  

Inventory

414     416  

Prepaid expenses

543     393  

Other current assets

223     377  

Total current assets

4,420     4,808  

Non-current assets

         

Property, plant and equipment

21,582     21,630  

Intangible assets

11,334     11,176  

Deferred tax assets

105     89  

Investments in associates and joint ventures

1,105     1,119  

Other non-current assets

782     794  

Goodwill

8,618     8,377  

Total non-current assets

43,526     43,185  

Total assets

47,946     47,993  

LIABILITIES

         

Current liabilities

         

Trade payables and other liabilities

4,077     4,287  

Interest payable

146     148  

Dividends payable

606     576  

Current tax liabilities

37     86  

Debt due within one year

4,516     4,895  

Total current liabilities

9,382     9,992  

Non-current liabilities

         

Long-term debt

15,837     15,390  

Deferred tax liabilities

1,608     1,824  

Post-employment benefit obligation

2,888     2,038  

Other non-current liabilities

1,411     1,420  

Total non-current liabilities

21,744     20,672  

Total liabilities

31,126     30,664  

 

         

EQUITY

         

Equity attributable to BCE shareholders

         

Preferred shares

4,004     4,004  

Common shares

18,251     18,100  

Contributed surplus

1,124     1,150  

Accumulated other comprehensive income

55     119  

Deficit

(6,919 )   (6,350 )

Total equity attributable to BCE shareholders

16,515     17,023  

Non-controlling interest

305     306  

Total equity

16,820     17,329  

Total liabilities and equity

47,946     47,993  

Number of common shares outstanding (millions)

868.6     865.6  

 

BCE Supplementary Financial Information - First Quarter 2016 Page 11


 

BCE
Consolidated Cash Flow Data

(In millions of Canadian dollars, except where otherwise indicated) (unaudited)   Q1
2016
      Q1
2015
     

$ change

 

 

                     

Net earnings

  758       583       175  

Adjustments to reconcile net earnings to cash flows from operating activities

                     

Severance, acquisition and other costs

  42       224       (182 )

Depreciation and amortization

  888       839       49  

Post-employment benefit plans cost

  68       103       (35 )

Net interest expense

  218       223       (5 )

(Gains) losses on investments

  (16 )     2       (18 )

Income taxes

  259       175       84  

Contributions to post-employment benefit plans

  (90 )     (81 )     (9 )

Payments under other post-employment benefit plans

  (19 )     (20 )     1  

Severance and other costs paid

  (86 )     (49 )     (37 )

Interest paid

  (221 )     (227 )     6  

Income taxes paid (net of refunds)

  (238 )     (333 )     95  

Acquisition and other costs paid

  (28 )     (52 )     24  

Net change in operating assets and liabilities

  (245 )     (342 )     97  

Cash flows from operating activities

  1,290       1,045       245  

Capital expenditures

  (852 )     (827 )     (25 )

Cash dividends paid on preferred shares

  (36 )     (39 )     3  

Cash dividends paid by subsidiaries to non-controlling interest

  (12 )     -       (12 )

Acquisition and other costs paid

  28       52       (24 )

Free cash flow

  418       231       187  

Business acquisitions

  (245 )     -       (245 )

Acquisition and other costs paid

  (28 )     (52 )     24  

Business dispositions

  16       -       16  

Spectrum payment

  -       (100 )     100  

Other investing activities

  35       5       30  

Increase in notes payable and bank advances

  725       691       34  

Issue of long-term debt

  747       502       245  

Repayment of long-term debt

  (1,310 )     (146 )     (1,164 )

Issue of common shares

  73       38       35  

Repurchase of shares for settlement of share-based payments

  (68 )     (73 )     5  

Cash dividends paid on common shares

  (526 )     (519 )     (7 )

Other financing activities

  (27 )     (18 )     (9 )

 

  (608 )     328       (936 )

Net (decrease) increase in cash and cash equivalents

  (190 )     559       (749 )

Cash and cash equivalents at beginning of period

  613       566       47  

Cash and cash equivalents at end of period

  423       1,125       (702 )

 

                     

Other information

                     

Free cash flow per share (2)

$ 0.48     $ 0.27     $ 0.21  

Annualized cash flow yield (2)

  6.2 %     6.0 %     0.2  pts

 

BCE Supplementary Financial Information - First Quarter 2016 Page 12


 

BCE
Consolidated Cash Flow Data - Historical Trend

(In millions of Canadian dollars, except where otherwise indicated) (unaudited)   Q1 16       TOTAL
2015
      Q4 15     Q3 15     Q2 15     Q1 15  
                                         

Net earnings

  758       2,730       542     791     814     583  

Adjustments to reconcile net earnings to cash flows from operating activities

                                       

Severance, acquisition and other costs

  42       446       152     46     24     224  

Depreciation and amortization

  888       3,420       867     860     854     839  

Post-employment benefit plans cost

  68       391       96     96     96     103  

Net interest expense

  218       900       223     225     229     223  

(Gains) losses on investments

  (16 )     (72 )     1     19     (94 )   2  

Income taxes

  259       924       188     271     290     175  

Contributions to post-employment benefit plans

  (90 )     (566 )     (317 )   (76 )   (92 )   (81 )

Payments under other post-employment benefit plans

  (19 )     (75 )     (19 )   (18 )   (18 )   (20 )

Severance and other costs paid

  (86 )     (190 )     (44 )   (45 )   (52 )   (49 )

Interest paid

  (221 )     (911 )     (229 )   (225 )   (230 )   (227 )

Income taxes paid (net of refunds)

  (238 )     (672 )     (154 )   (66 )   (119 )   (333 )

Acquisition and other costs paid

  (28 )     (292 )     (159 )   (33 )   (48 )   (52 )

Net change in operating assets and liabilities

  (245 )     241       363     33     187     (342 )

Cash flows from operating activities

  1,290       6,274       1,510     1,878     1,841     1,045  

Capital expenditures

  (852 )     (3,626 )     (958 )   (927 )   (914 )   (827 )

Cash dividends paid on preferred shares

  (36 )     (150 )     (37 )   (37 )   (37 )   (39 )

Cash dividends paid by subsidiaries to non-controlling interest

  (12 )     (41 )     (8 )   (26 )   (7 )   -  

Acquisition and other costs paid

  28       292       159     33     48     52  

Voluntary defined benefit pension plan contribution

  -       250       250     -     -     -  

Free cash flow

  418       2,999       916     921     931     231  

Business acquisitions

  (245 )     (311 )     (25 )   (2 )   (284 )   -  

Acquisition and other costs paid

  (28 )     (292 )     (159 )   (33 )   (48 )   (52 )

Voluntary defined benefit pension plan contribution

  -       (250 )     (250 )   -     -     -  

Business dispositions

  16       409       -     2     407     -  

Spectrum payment

  -       (535 )     (1 )   (5 )   (429 )   (100 )

Other investing activities

  35       (51 )     (36 )   (13 )   (7 )   5  

Increase (decrease) in notes payable and bank advances

  725       76       (596 )   555     (574 )   691  

Increase (reduction) in securitized trade receivables

  -       10       -     (305 )   315     -  

Issue of long-term debt

  747       1,498       996     -     -     502  

Repayment of long-term debt

  (1,310 )     (2,084 )     (1,107 )   (108 )   (723 )   (146 )

Issue of common shares

  73       952       888     7     19     38  

Common shares issuance cost

  -       (35 )     (35 )   -     -     -  

Repurchase of shares for settlement of share-based payments

  (68 )     (138 )     (41 )   (11 )   (13 )   (73 )

Cash dividends paid on common shares

  (526 )     (2,169 )     (552 )   (551 )   (547 )   (519 )

Other financing activities

  (27 )     (32 )     (7 )   (4 )   (3 )   (18 )

 

  (608 )     (2,952 )     (925 )   (468 )   (1,887 )   328  

Net (decrease) increase in cash and cash equivalents

  (190 )     47       (9 )   453     (956 )   559  

Cash and cash equivalents at beginning of period

  613       566       622     169     1,125     566  

Cash and cash equivalents at end of period

  423       613       613     622     169     1,125  
                                         

Other information

                                       

Free cash flow per share

$ 0.48     $ 3.54     $ 1.07   $ 1.09   $ 1.11   $ 0.27  

Annualized cash flow yield

  6.2 %     6.5 %     6.5 %   6.3 %   6.3 %   6.0 %

 

BCE Supplementary Financial Information - First Quarter 2016 Page 13


 

Accompanying Notes

  We report our results in three segments: Bell Wireless, Bell Wireline and Bell Media. Our reporting structure reflects how we manage our business and how we classify our results for planning and measuring performance.
 
(1) Throughout this report, we, us, our, the company and BCE mean, as the context may require, either BCE Inc. or, collectively, BCE Inc., Bell Canada, their subsidiaries, joint arrangements and associates.
 
(2) Non-GAAP Financial Measures
 
  Adjusted EBITDA and adjusted EBITDA margin

The terms adjusted EBITDA and adjusted EBITDA margin do not have any standardized meaning under International Financial Reporting Standards (IFRS). Therefore, they are unlikely to be comparable to similar measures presented by other issuers.

We define adjusted EBITDA as operating revenues less operating costs (including post-employment benefit plans service cost) as shown in BCE’s consolidated income statements. Adjusted EBITDA for BCE’s segments is the same as segment profit as reported in BCE’s consolidated financial statements. We define adjusted EBITDA margin as adjusted EBITDA divided by operating revenues.

We use adjusted EBITDA and adjusted EBITDA margin to evaluate the performance of our businesses as they reflect their ongoing profitability. We believe that certain investors and analysts use adjusted EBITDA to measure a company’s ability to service debt and to meet other payment obligations or as a common measurement to value companies in the telecommunications industry. We believe that certain investors and analysts also use adjusted EBITDA and adjusted EBITDA margin to evaluate the performance of our businesses. Adjusted EBITDA also is one component in the determination of short-term incentive compensation for all management employees.

Adjusted EBITDA and adjusted EBITDA margin have no directly comparable IFRS financial measure. Alternatively, adjusted EBITDA may be reconciled to net earnings as shown in this document.

Adjusted net earnings and adjusted earnings per share (EPS)

The terms adjusted net earnings and adjusted EPS do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers.

We define adjusted net earnings as net earnings attributable to common shareholders before severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs. We define adjusted EPS as adjusted net earnings per BCE common share.

We use adjusted net earnings and adjusted EPS and we believe that certain investors and analysts use these measures, among other ones, to assess the performance of our businesses without the effects of severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs, net of tax and non-controlling interest. We exclude these items because they affect the comparability of our financial results and could potentially distort the analysis of trends in business performance. Excluding these items does not imply they are non-recurring.

BCE Supplementary Financial Information - First Quarter 2016 Page 14


 

Accompanying Notes

  The most comparable IFRS financial measures are net earnings attributable to common shareholders and EPS, as reconciled in this document.

Free cash flow, free cash flow per share and annualized cash flow yield

The terms free cash flow, free cash flow per share and annualized cash flow yield do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers.

We define free cash flow as cash flows from operating activities, excluding acquisition and other costs paid (which include significant litigation costs) and voluntary pension funding, less capital expenditures, preferred share dividends and dividends paid by subsidiaries to non-controlling interest.

We define free cash flow per share as follows:

Free cash flow
Average number of common shares outstanding for the period

We define annualized cash flow yield as follows:

Trailing 12-month free cash flow
Number of common shares outstanding at end of period multiplied by share price at end of period

We consider free cash flow, free cash flow per share and annualized cash flow yield to be important indicators of the financial strength and performance of our businesses because they show how much cash is available to pay dividends, repay debt and reinvest in our company.

We believe that certain investors and analysts use free cash flow to value a business and its underlying assets. We believe that certain investors and analysts also use free cash flow, free cash flow per share and annualized cash flow yield to evaluate the financial strength and performance of our businesses.

For free cash flow, the most comparable IFRS financial measure is cash flows from operating activities, as reconciled in this document.

Net debt

The term net debt does not have any standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers.

We define net debt as debt due within one year plus long-term debt and 50% of preferred shares less cash and cash equivalents, as shown in BCE’s consolidated statements of financial position. We include 50% of outstanding preferred shares in our net debt as it is consistent with the treatment by certain credit rating agencies.
 

BCE Supplementary Financial Information - First Quarter 2016 Page 15


 

Accompanying Notes

  We consider net debt to be an important indicator of the company’s financial leverage because it represents the amount of debt that is not covered by available cash and cash equivalents. We believe that certain investors and analysts use net debt to determine a company’s financial leverage.

Net debt has no directly comparable IFRS financial measure, but rather is calculated using several asset and liability categories from the statements of financial position, as shown in this document.

Net debt leverage ratio

The net debt leverage ratio does not have any standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers. We use, and believe that certain investors and analysts use, the net debt leverage ratio as a measure of financial leverage.

The net debt leverage ratio represents net debt divided by adjusted EBITDA. For the purposes of calculating our net debt leverage ratio, adjusted EBITDA is twelve-month trailing adjusted EBITDA.

Adjusted EBITDA to net interest expense ratio

The ratio of adjusted EBITDA to net interest expense does not have any standardized meaning under IFRS. Therefore, it is unlikely to be comparable to similar measures presented by other issuers. We use, and believe that certain investors and analysts use, the adjusted EBITDA to net interest expense ratio as a measure of financial health of the company.

Adjusted EBITDA to net interest expense represents adjusted EBITDA divided by net interest expense. For the purposes of calculating our adjusted EBITDA to net interest expense ratio, adjusted EBITDA is twelve-month trailing adjusted EBITDA. Net interest expense is twelve-month trailing net interest expense as shown in our statements of cash flows and 50% of declared preferred share dividends as shown in our income statements.
 

(3) Key performance indicators (KPIs)

In addition to the non-GAAP financial measures described previously, we use a number of KPIs to measure the success of our strategic imperatives. These KPIs are not accounting measures and may not be comparable to similar measures presented by other issuers.

Capital intensity is capital expenditures divided by operating revenues.

Average revenue per user or subscriber (ARPU) represents the measurement of certain service revenues divided by the average subscriber base for the specified period.

Churn is the rate at which existing subscribers cancel their services, expressed as a percentage. Churn is calculated as the number of subscribers disconnected divided by the average subscriber base for the specified period. It is a measure of monthly customer turnover.

Cost of acquisition (COA) is also referred to as subscriber acquisition costs. COA represents the total cost associated with acquiring a customer and includes costs such as hardware discounts, marketing and distribution costs. This measure is expressed per gross activation during the period.
 

BCE Supplementary Financial Information - First Quarter 2016 Page 16


 

Exhibit 99.3

Form 52-109F2 – Certification of Interim Filings - Full Certificate

I, George A. Cope, President and Chief Executive Officer of BCE Inc., certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of BCE Inc. (the “issuer”) for the interim period ended March 31, 2016.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

  A. designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
      I. material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
      II. information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
  B. designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 


5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2 N/A

5.3 N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2016 and ended on March 31, 2016 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: April 28, 2016

  (signed) George A. Cope
  George A. Cope
President and Chief Executive Officer


 


Form 52-109F2 – Certification of Interim Filings - Full Certificate

I, Glen LeBlanc, Executive Vice-President and Chief Financial Officer of BCE Inc., certify the following:

1. Review: I have reviewed the interim financial report and interim MD&A (together, the “interim filings”) of BCE Inc. (the “issuer”) for the interim period ended March 31, 2016.

2. No misrepresentations: Based on my knowledge, having exercised reasonable diligence, the interim filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, with respect to the period covered by the interim filings.

3. Fair presentation: Based on my knowledge, having exercised reasonable diligence, the interim financial report together with the other financial information included in the interim filings fairly present in all material respects the financial condition, financial performance and cash flows of the issuer, as of the date of and for the periods presented in the interim filings.

4. Responsibility: The issuer’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as those terms are defined in National Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings, for the issuer.

5. Design: Subject to the limitations, if any, described in paragraphs 5.2 and 5.3, the issuer’s other certifying officer(s) and I have, as at the end of the period covered by the interim filings

  A. designed DC&P, or caused it to be designed under our supervision, to provide reasonable assurance that
      I. material information relating to the issuer is made known to us by others, particularly during the period in which the interim filings are being prepared; and
      II. information required to be disclosed by the issuer in its annual filings, interim filings or other reports filed or submitted by it under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and
  B. designed ICFR, or caused it to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

 


5.1 Control framework: The control framework the issuer’s other certifying officer(s) and I used to design the issuer’s ICFR is the Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

5.2 N/A

5.3 N/A

6. Reporting changes in ICFR: The issuer has disclosed in its interim MD&A any change in the issuer’s ICFR that occurred during the period beginning on January 1, 2016 and ended on March 31, 2016 that has materially affected, or is reasonably likely to materially affect, the issuer’s ICFR.

Date: April 28, 2016

  (signed) Glen LeBlanc
  Glen LeBlanc
Executive Vice-President and Chief Financial Officer

 

Exhibit 99.4

For Immediate Release

This news release contains forward-looking statements. For a description of the related risk factors and assumptions, please see the section entitled “Caution Concerning Forward-Looking Statements” later in this release.

BCE reports first quarter 2016 results

MONTRÉAL, April 28, 2016 – BCE Inc. (TSX, NYSE: BCE), Canada’s largest communications company, today reported results for the first quarter (Q1) of 2016.

FINANCIAL HIGHLIGHTS

($ millions except per share amounts) (unaudited)

Q1 2016 Q1 2015 % change

BCE

     

Operating revenues

5,270 5,240 0.6%

Adjusted EBITDA(1)

2,163 2,094 3.3%

Net earnings attributable to common shareholders

707 532 32.9%

EPS

0.82 0.63 30.2%

Adjusted EPS(2)

0.85 0.84 1.2%

Cash flows from operating activities

1,290 1,045 23.4%

Free cash flow(3)

418 231 81.0%

Free cash flow per share(3)

0.48 0.27 77.8%

“With 93,000 new postpaid wireless, TV and Internet customers in Q1, Bell moves forward in 2016 as Canada’s broadband growth leader. The Bell strategy of investment in the most advanced networks and product innovations, combined with a focus on operational efficiency at every level, is clearly delivering the better broadband customer experience,” said George Cope, President and CEO of BCE and Bell Canada. “The Bell team’s strong operational execution, focus on growing broadband usage and effective cost management across our wireless,

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wireline and media segments has now delivered 42 consecutive quarters of uninterrupted year-over-year adjusted EBITDA growth.”

“As Bell celebrates our 136th anniversary tomorrow, we continue to lead Canadian communications innovation with the fastest networks, exclusive new TV features and Internet services, and the most popular television, radio and digital programming in Canada. The Bell team remains dedicated to delivering superior communications services to consumers and business customers – and Canadians are responding with growing usage and increased satisfaction with our leading broadband networks and services,” said Mr. Cope.

Bell is focused on achieving a clear goal – to be recognized by customers as Canada’s leading communications company – through the execution of 6 Strategic Imperatives: Invest in Broadband Networks & Services, Accelerate Wireless, Leverage Wireline Momentum, Expand Media Leadership, Improve Customer Service, and Achieve a Competitive Cost Structure. This broadband leadership strategy has delivered unparalleled investments in advanced fibre and wireless network infrastructure; continued strong marketplace performance across wireless, TV, Internet and media growth services; and 12 increases to the BCE common share dividend since the fourth quarter of 2008 – a total increase of 87%.

“Highlighted by continued excellent wireless performance, disciplined and steady wireline growth and leading media results that collectively delivered a strong contribution to consolidated adjusted EBITDA, net earnings and free cash flow growth, our first-quarter results represent a solid start to the year,” said Glen LeBlanc, Chief Financial Officer of BCE and Bell Canada. “BCE’s focus on subscriber profitability and cost control, together with dependable free cash flow generation and an investment-grade balance sheet, enables us to make significant capital investments to sustain future growth, while also supporting BCE’s increased common share dividend for 2016 announced on February 4. With strong first-quarter results in line with plan, no fundamental changes in our overall outlook, and a business that is competitively well-positioned across all services and in all markets, BCE today reconfirms our financial guidance for 2016.”

BCE RESULTS

BCE operating revenue was up 0.6% in Q1 to $5,270 million, reflecting a 1.3% year-over-year increase in total service revenues driven by solid wireless, wireline residential and media growth. Product revenue declined 8.0%, or $31 million, in Q1, the result of aggressive competitor promotional handset offers and reduced spending by business customers on wireline data products.

BCE’s adjusted EBITDA grew 3.3% to $2,163 million on positive year-over-year growth across all Bell operating segments: 6.9% at Bell Wireless, 1.3% at Bell Wireline and 2.8% at Bell Media. BCE’s consolidated adjusted EBITDA margin(1) increased to 41.0%, from 40.0% in Q1 2015, reflecting strong wireless average revenue per user(4) (ARPU) flow-through, increasing IPTV and Internet scale that is driving growth in three-product households and residential revenue, and disciplined cost management.

Net earnings attributable to common shareholders were $707 million or $0.82 per share in Q1, up 32.9% and 30.2% respectively from $532 million or $0.63 per share last year. The year-over-year increase was due to lower severance, acquisition and other costs (BCE recorded a $137 million charge in Q1 2015 for litigation related to satellite TV signal piracy), higher adjusted EBITDA, and higher other income. The increase was partly offset by higher income taxes and increased depreciation and amortization expense attributable to a higher capital asset base in service.

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Excluding the impact of severance, acquisition and other costs, net gains or losses on investments, and early debt redemption costs, adjusted net earnings(2) increased 4.1% to $734 million or $0.85 per common share, compared to $705 million or $0.84 per common share in Q1 2015.

As the industry leader in broadband networks and service innovation, BCE capital expenditures of $852 million in Q1 increased 3.0% over last year. This represented a capital intensity(4) ratio (capital expenditures as a percentage of total revenue) of 16.2% compared to 15.8% in Q1 2015. Capital spending focused on expanding broadband fibre directly to more homes and businesses, including the build-out of Gigabit Fibe infrastructure in Toronto and other urban locations; continued investment to enhance wireless quality, speed and coverage of Bell’s award-winning 4G LTE and LTE Advanced (LTE-A) services; and increasing wireless and Internet network capacity overall to support accelerating video and other data usage.

BCE’s cash flows from operating activities were $1,290 million, compared to $1,045 million in Q1 2015. Seasonally low first-quarter free cash flow was $418 million, up 81.0% from $231 million last year. The increase was driven by higher adjusted EBITDA, lower cash taxes, and a positive change in working capital, partly offset by a planned increase in capital expenditures and higher severance payments related to Q4 2015 workforce restructuring initiatives. Free cash flow per share was $0.48 in Q1, an increase of 77.8% from $0.27 last year.

Overall in Q1 2016, BCE gained 25,805 net new wireless postpaid customers and reported a net loss of 35,673 prepaid subscribers; 47,740 net new Fibe TV customers and a net loss of 37,741 Satellite TV customers; and the addition of 19,783 new high-speed Internet customers. NAS line net losses totalled 107,632.

At March 31, 2016, BCE served a total of 8,235,963 wireless customers, up 1.6% year over year (including 7,401,221 postpaid customers, an increase of 3.6%); total TV subscribers of 2,748,495, up 3.4% (including 1,230,531 Fibe TV customers, an increase of 24.3%); total high-speed Internet subscribers of 3,411,246, up 3.4%; and total NAS lines of 6,565,508, a decrease of 6.4%. The high-speed Internet and business NAS subscriber bases this quarter included beginning-of-year adjustments that reduced the number of subscribers by 21,684 and 15,526 respectively, to align Bell Aliant’s reporting practices with Bell’s.

CORPORATE DEVELOPMENTS

TSN and RDS confirmed as #1 sports networks and specialty channels in Q1

According to broadcast measurement data from Numeris, TSN was Canada’s top specialty channel and the nation’s #1 sports network in Q1 with an average audience 19% higher than its closest competitor. RDS was the #1 French-language sports network and top specialty channel in Québec with overall viewership almost 3 times that of its closest competitor in Q1.

With more sought-after sports championships than any other broadcaster in Canada, TSN’s strong ratings were powered by the NFL Playoffs, Season of Champions Curling, the Australian Open, NCAA® March Madness®, and the enduringly popular World Juniors hockey. At RDS, Super Bowl 50 was the most-watched football game in the network’s history, the start of the new F1 season recorded a 36% year-over-year audience increase, and unique in-house programming such as Challenge hockey RDS EA Sports continues to attract new viewers.

FTTH leads in Internet speed: Bell investing $1 billion in new fibre in 2016

An Internet performance report commissioned by the CRTC and released in March 2016 found that fibre-to-the-home (FTTH) connections like Bell’s provide the best Internet service available

3/16


in Canada today. Bell plans to invest approximately $1 billion in broadband fibre deployment in 2016, extending service capability for the groundbreaking Bell Gigabit Fibe Internet service to approximately 3 million homes and businesses in Ontario, Québec and Atlantic Canada by the end of the year. The CRTC report was based on testing of broadband services available from Canada’s 10 major wireline Internet service providers in late 2015. Results consistently show that FTTH networks outperform all other wireline technologies, including connections used by cable companies.

National expansion of The Movie Network

Bell Media announced the national expansion of premium pay TV services The Movie Network (TMN) and TMN Encore on March 1, following Corus Entertainment’s waiver of HBO content rights and the wind down of its Movie Central and Encore Avenue pay TV services in Western and Northern Canada. Comprised of 4 high definition multiplex channels, TMN offers the biggest movies from the most Hollywood studios, exclusive programming from HBO and SHOWTIME, and acclaimed Canadian feature film and other programming. TMN Encore offers 2 HD channels with classic films from every era. TMN subscribers also have access to TMN OnDemand and the TMN GO mobile video streaming service.

Continued customer service progress

With significant investments in IT support systems, team training, simplified billing and increasingly popular online and mobile customer self-serve apps, Bell continues to improve customer satisfaction, with decreases in both Bell Mobility and Bell Residential customer churn and continued reductions in call centre volumes in Q1 even as Bell grew faster than its competitors. The federal Commissioner of Complaints for Telecommunications Services (CCTS) received 17% fewer complaints about Bell and Virgin Mobile between August 1, 2015 and January 31, 2016 than in the same period the year before.

Bell Business Markets partners with IBM to expand cloud computing ecosystem

Bell announced a new partnership with IBM Canada Limited (IBM) on February 8 to further expand cloud computing services available through the Bell Business Cloud service. The partnership will give businesses across Canada access to the IBM Cloud and its wide range of on-demand computing and storage options via a secure, high-speed private connection from Bell, simplifying the way customers adopt and build out their hybrid cloud operations.

New $750 million public debt offering

Bell Canada completed a public offering on February 29 of $750 million of medium term notes (MTN) debentures pursuant to its MTN program. The $750 million Series M-41 debentures will mature on March 2, 2026 and carry an annual interest rate of 3.55%. The net proceeds of this offering were used primarily to fund the redemption prior to maturity on March 31, 2016 of Bell Canada’s $500 million principal amount of 5.41% Series M-32 debentures due September 26, 2016. The balance of the net proceeds was used for general corporate purposes, including the repayment of Bell Canada’s $150 million principal amount of Floating Rate Series M-38 debentures due April 22, 2016. With this debt issuance, Bell Canada’s 2016 re-financing requirements have been effectively completed.

Monique Leroux, Calin Rovinescu to join Board, Gordon Nixon to be appointed Chair

Further underscoring the high calibre and governance depth of the BCE Board of Directors, BCE announced on March 9 the nomination of Monique F. Leroux and Calin Rovinescu for election to the Board at BCE’s Annual General Shareholder Meeting today in Montréal. This follows the February 4 announcement of the Board’s intention to appoint Gordon M. Nixon as Chair of the Board following the retirement of Thomas C. O’Neill today.

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Ms. Leroux served as Chair, President and CEO of Desjardins Group, the leading cooperative financial group in Canada, until April 9, and is currently a Director of Alimentation Couche-Tard, Crédit Industriel et Commercial and Michelin Group. Before joining Desjardins Group in 2001, Ms. Leroux held senior executive positions at Québecor, RBC and Ernst & Young. Mr. Rovinescu has served as President and CEO of Air Canada since April 2009 and is Chair of Acasta Enterprises. Mr. Rovinescu was Air Canada’s Executive VP, Corporate Development and Strategy from 2000 to 2004 and also held the position of Chief Restructuring Officer. He was a Co-founder and Principal of Genuity Capital Markets, and was previously a partner with law firm Stikeman Elliott LLP.

A Director of BCE since November 2014, Gordon Nixon was President and CEO of the Royal Bank of Canada from 2001 to 2014, and CEO of RBC Dominion Securities from 1999 to 2001. Mr. Nixon is a Director of George Weston Limited and BlackRock and is Chair of Toronto-based innovation centre MaRS. Retiring as Chair of the Board today, Thomas O’Neill has served as a BCE Director since 2003 and as Chair since February 2009. Mr. O’Neill departs with BCE’s sincere gratitude for his leadership in Bell’s successful transformation into Canada’s broadband leader and his stellar service to our customers, shareholders, team members and the community.

BCE OPERATING RESULTS BY SEGMENT

Bell Wireless

Bell Wireless service revenues increased 5.3% to $1,579 million, from $1,500 million in Q1 2015, reflecting a higher postpaid subscriber mix and industry-leading blended ARPU growth due to increased usage of Bell’s 4G LTE and LTE-A mobile networks.

Product revenues decreased 18.1% to $104 million due to intensely competitive promotional handset pricing as well as fewer customer upgrades and postpaid gross additions compared to Q1 2015. Total Bell Wireless operating revenue increased 3.4% to $1,693 million, up from $1,637 million last year.

Wireless adjusted EBITDA grew 6.9% to $761 million with a 0.7 percentage-point increase in service margin to 48.2%, underscoring our focus on postpaid subscriber profitability and cost discipline. Despite a $23 million increase in total retention spending and cost of acquisition (COA)(4), operating costs remained essentially stable compared to last year, increasing only 0.8%.

Bell Wireless also continued to contribute strongly to overall BCE free cash flow generation in Q1 with 6.8% growth in adjusted EBITDA less capital expenditures of $599 million.

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Bell Wireline

Wireline operating revenue decreased 1.5% to $2,983 million, reflecting the impact on business markets of competitive pricing pressures and slow economic growth, which reduced customer demand for core connectivity services, business service solutions and data products. The Residential Services wireline unit delivered a tenth consecutive quarter of year-over-year revenue growth, with 1.0% higher revenue driven by a 6.6% increase in total combined TV and Internet revenues.

Bell Wireline generated positive adjusted EBITDA growth for a seventh consecutive quarter, increasing 1.3% to $1,257 million. This yielded a 1.1 percentage-point improvement in margin to an industry-best 42.1%, and reflected a 3.4% decrease in operating costs due to organizational restructuring initiatives undertaken in Q4 2015 as well as continued service improvement, Bell Aliant integration savings and ongoing spending controls.

6/16


Bell Wireline generated adjusted EBITDA less capital expenditures of $588 million, up 0.5%, even with higher year-over-year investment in broadband fibre to support future TV and Internet growth.

Bell Media

Media revenue grew 2.1% to $741 million, up from $726 million in Q1 last year. Strong subscriber revenue growth reflected the national expansion of The Movie Network (TMN), favourable sports specialty TV rate adjustments with a broadcast distributor, and higher revenues from CraveTV and TV Everywhere GO products.

Advertising revenue for conventional and specialty TV was impacted by reduced year-over-year spending by some key customer segments and higher viewership of the World Juniors in Q1 2015 when the event was held in Canada. Radio advertising also declined due mainly to a weaker economy in western Canada. Growth at Astral Out of Home moderated the decline in total advertising revenue in Q1.

7/16


Media adjusted EBITDA increased 2.8% to $145 million from $141 million in Q1 last year on higher year-over-year revenue and workforce restructuring savings that moderated operating cost growth this quarter.

Media operating costs increased 1.9% to $596 million due to higher sports broadcast rights costs and CraveTV content investments.

Bell Media supported BCE’s consolidated free cash flow growth with adjusted EBITDA less capital expenditures of $124 million, up 2.5% over Q1 2015.

COMMON SHARE DIVIDEND

BCE’s Board of Directors has declared a quarterly dividend of $0.6825 per common share, payable on July 15, 2016 to shareholders of record at the close of business on June 15, 2016.

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OUTLOOK FOR 2016

BCE confirmed its financial guidance targets for 2016, as provided on February 4, 2016, as follows:

  February 4
Guidance
April 28
Guidance

Revenue growth

1% – 3% On track

Adjusted EBITDA growth

2% – 4% On track

Capital intensity

approx. 17% On track

Adjusted EPS

$3.45 – $3.55 On track

Free cash flow growth

approx. 4% – 12% On track

Annualized common dividend per share

$2.73 $2.73

Dividend payout(4) policy

65% – 75% of free cash flow On track

 

CALL WITH FINANCIAL ANALYSTS

BCE will hold a conference call for financial analysts to discuss Q1 2016 results on Thursday, April 28 at 8:00 am (Eastern). Media are welcome to participate on a listen-only basis. Please dial toll-free 1-866-225-0198 or (416) 340-2218. A replay will be available for one week by dialing 1-800-408-3053 or (905) 694-9451 and entering pass code 7097861#.

A live audio webcast of the conference call will be available on BCE’s website at: BCE Q1-2016 conference call. The mp3 file will be available for download on this page later in the day.

NOTES

The information contained in this news release is unaudited.

(1) The terms adjusted EBITDA and adjusted EBITDA margin do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers. We define adjusted EBITDA as operating revenues less operating costs, as shown in BCE’s consolidated income statements. Adjusted EBITDA for BCE’s segments is the same as segment profit as reported in Note 4 to BCE’s Q1 2016 consolidated financial statements. We define adjusted EBITDA margin as adjusted EBITDA divided by operating revenues. We use adjusted EBITDA and adjusted EBITDA margin to evaluate the performance of our businesses as they reflect their ongoing profitability. We believe that certain investors and analysts use adjusted EBITDA to measure a company’s ability to service debt and to meet other payment obligations or as a common measurement to value companies in the telecommunications industry. We believe that certain investors and analysts also use adjusted EBITDA and adjusted EBITDA margin to evaluate the performance of our businesses. Adjusted EBITDA is also one component in the determination of short-term incentive compensation for all management employees. Adjusted EBITDA and adjusted EBITDA margin have no directly comparable IFRS financial measure. Alternatively, the following table provides a reconciliation of net earnings to adjusted EBITDA.

 

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($ millions)

   

 

Q1 2016 Q1 2015

Net earnings

758 583

Severance, acquisition and other costs

42 224

Depreciation

739 712

Amortization

149 127

Finance costs

   

Interest expense

219 226

Interest on post-employment benefit obligations

20 27

Other (income) expense

(23) 20

Income taxes

259 175

Adjusted EBITDA

2,163 2,094

BCE operating revenues

5,270 5,240

Adjusted EBITDA margin

41.0% 40.0%

 

(2) The terms adjusted net earnings and adjusted EPS do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers. We define adjusted net earnings as net earnings attributable to common shareholders before severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs. We define adjusted EPS as adjusted net earnings per BCE common share. We use adjusted net earnings and adjusted EPS, and we believe that certain investors and analysts use these measures, among other ones, to assess the performance of our businesses without the effects of severance, acquisition and other costs, net (gains) losses on investments, and early debt redemption costs, net of tax and NCI. We exclude these items because they affect the comparability of our financial results and could potentially distort the analysis of trends in business performance. Excluding these items does not imply they are non-recurring. The most comparable IFRS financial measures are net earnings attributable to common shareholders and EPS. The following table is a reconciliation of net earnings attributable to common shareholders and EPS to adjusted net earnings on a consolidated basis and per BCE common share (adjusted EPS), respectively.

 

($ millions except per share amounts)

       

 

Q1 2016 Q1 2015

 

TOTAL PER SHARE TOTAL PER SHARE

Net earnings attributable to common shareholders

707 0.82 532 0.63

Severance, acquisition and other costs

31 0.03 164 0.20

Net (gains) losses on investments

(12) (0.01) 2 -

Early debt redemption costs

8 0.01 7 0.01

Adjusted net earnings

734 0.85 705 0.84

 

(3) The terms free cash flow and free cash flow per share do not have any standardized meaning under IFRS. Therefore, they are unlikely to be comparable to similar measures presented by other issuers. We define free cash flow as cash flows from operating activities, excluding acquisition and other costs paid (which include significant litigation costs) and voluntary pension funding, less capital expenditures, preferred share dividends and dividends paid by subsidiaries to NCI. We define free cash flow per share as free cash flow divided by the average number of common shares outstanding. We consider free cash flow

 

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  and free cash flow per share to be important indicators of the financial strength and performance of our businesses because they show how much cash is available to pay dividends, repay debt and reinvest in our company. We believe that certain investors and analysts use free cash flow to value a business and its underlying assets. We believe that certain investors and analysts also use free cash flow and free cash flow per share to evaluate the financial strength and performance of our businesses. The most comparable IFRS financial measure is cash flows from operating activities. The following table is a reconciliation of cash flows from operating activities to free cash flow on a consolidated basis.

 

($ millions except per share amounts)

   

 

Q1 2016 Q1 2015

Cash flows from operating activities

1,290 1,045

Capital expenditures

(852) (827)

Cash dividends paid on preferred shares

(36) (39)

Cash dividends paid by subsidiaries to non-controlling interest

(12) -

Acquisition and costs paid

28 52

Free cash flow

418 231

Average number of common shares outstanding (millions)

867.1

841.0

Free cash flow per share

0.48 0.27

 

(4) We use ARPU, churn, COA, capital intensity and dividend payout to measure the success of our strategic imperatives. These key performance indicators are not accounting measures and may not be comparable to similar measures presented by other issuers. See section 8.2, Non-GAAP financial measures and key performance indicators (KPIs) in BCE’s Q1 2016 MD&A for a definition of such KPIs.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

Certain statements made in this news release are forward-looking statements. These statements include, without limitation, statements relating to our 2016 financial guidance (including revenues, adjusted EBITDA, capital intensity, adjusted EPS and free cash flow), BCE’s 2016 annualized common share dividend and common share dividend policy, our network deployment plans including, without limitation, the capital expenditures expected to be incurred in connection with the anticipated expansion of our Gigabit Fibe Internet service in Ontario, Québec and Atlantic Canada, our business outlook, objectives, plans and strategic priorities, and other statements that are not historical facts. Forward-looking statements are typically identified by the words assumption, goal, guidance, objective, outlook, project, strategy, target and other similar expressions or future or conditional verbs such as aim, anticipate, believe, could, expect, intend, may, plan, seek, should, strive and will. All such forward-looking statements are made pursuant to the ‘safe harbour’ provisions of applicable Canadian securities laws and of the United States Private Securities Litigation Reform Act of 1995.

Forward-looking statements, by their very nature, are subject to inherent risks and uncertainties and are based on several assumptions, both general and specific, 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 and that our business outlook, objectives, plans and strategic priorities may not be achieved. As a result, we cannot guarantee that any forward-looking statement will materialize and we caution you against relying on any of these forward-looking statements. The forward-looking statements contained in this news release describe our

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expectations as of April 28, 2016 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. Except as otherwise indicated by BCE, forward-looking statements do not reflect the potential impact of any special items or of any dispositions, monetizations, mergers, acquisitions, other business combinations or other transactions that may be announced or that may occur after April 28, 2016. The financial impact of these transactions and special items can be complex and depends on the facts particular to each of them. We therefore cannot describe the expected impact in a meaningful way or in the same way we present known risks affecting our business. Forward-looking statements are presented in this news release for the purpose of assisting investors and others in understanding certain key elements of our expected 2016 financial results, as well as our objectives, strategic priorities and business outlook for 2016, and in obtaining a better understanding of our anticipated operating environment. Readers are cautioned that such information may not be appropriate for other purposes.

Material Assumptions

A number of economic, market, operational and financial assumptions were made by BCE in preparing its forward-looking statements contained in this news release, including, but not limited to:

Canadian Economic and Market Assumptions

Assumptions Concerning our Bell Wireless Segment

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Assumptions Concerning our Bell Wireline Segment

Assumptions Concerning our Bell Media Segment

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Financial Assumptions Concerning BCE

The following constitute BCE’s principal financial assumptions for 2016:

The foregoing assumptions, although considered reasonable by BCE on April 28, 2016, may prove to be inaccurate. Accordingly, our actual results could differ materially from our expectations as set forth in this news release.

Material Risks

Important risk factors that could cause our assumptions and estimates to be inaccurate and actual results or events to differ materially from those expressed in, or implied by, our forward-looking statements, including our 2016 financial guidance, are listed below. The realization of our forward-looking statements, including our ability to meet our 2016 financial guidance, essentially depends on our business performance which, in turn, is subject to many risks. Accordingly, readers are cautioned that any of the following risks could have a material adverse effect on our forward-looking statements. These risks include, but are not limited to:

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We caution that the foregoing list of risk factors is not exhaustive and other factors could also adversely affect our results. We encourage investors to also read BCE’s 2015 Annual MD&A dated March 3, 2016 (included in the BCE 2015 Annual Report) and BCE’s 2016 First Quarter MD&A dated April 27, 2016 for additional information with respect to certain of these and other assumptions and risks, filed by BCE with the Canadian provincial securities regulatory authorities (available at Sedar.com) and with the U.S. Securities and Exchange Commission (available at SEC.gov). These documents are also available at BCE.ca.

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.

Media inquiries:

Jean Charles Robillard
(514) 870-4739
[email protected]

Investor inquiries:

Thane Fotopoulos
(514) 870-4619
[email protected]

 

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Exhibit 99.5

NOTICE OF RELIANCE
SECTION 13.4 OF NATIONAL INSTRUMENT 51-102
CONTINUOUS DISCLOSURE OBLIGATIONS

To: Alberta Securities Commission
British Columbia Securities Commission
Manitoba Securities Commission
Financial and Consumer Services Commission, New Brunswick
Office of the Superintendent of Securities, Newfoundland and Labrador
Nova Scotia Securities Commission
Ontario Securities Commission
Office of the Superintendent of Securities, Prince Edward Island
Autorité des marchés financiers
Financial and Consumer Affairs Authority of Saskatchewan
Toronto Stock Exchange

Notice is hereby given that Bell Canada relies on the continuous disclosure documents filed by BCE Inc. pursuant to the exemption from the requirements of National Instrument 51-102 – Continuous Disclosure Obligations (“NI 51-102”) provided in Section 13.4 of NI 51-102.

The continuous disclosure documents of BCE Inc. can be found for viewing in electronic format at www.sedar.com.

Attached to this notice and forming part thereof is the consolidating summary financial information for BCE Inc. as required by Section 13.4 of NI 51-102.

Dated: April 28, 2016

BELL CANADA

 

By: (signed) Thierry Chaumont
Name: Thierry Chaumont
Title: Senior Vice-President and Controller

 


 

Bell Canada

UNAUDITED SELECTED SUMMARY FINANCIAL INFORMATION(1)
For the periods ended March 31, 2016 and 2015
(in millions of Canadian dollars)

BCE Inc. fully and unconditionally guarantees the payment obligations of its 100% owned subsidiary Bell Canada under the public debt issued by Bell Canada. Accordingly, the following summary financial information is provided by Bell Canada in compliance with the requirements of section 13.4 of National Instrument 51–102 (Continuous Disclosure Obligations) providing for an exemption for certain credit support issuers. The tables below contain selected summary financial information for (i) BCE Inc. (as credit supporter), (ii) Bell Canada (as credit support issuer) on a consolidated basis, (iii) BCE Inc.’s subsidiaries, other than Bell Canada, on a combined basis, (iv) consolidating adjustments, and (v) BCE Inc. and all of its subsidiaries on a consolidated basis, in each case for the periods indicated. Such summary financial information for BCE Inc. and Bell Canada and all other subsidiaries is intended to provide investors with meaningful and comparable financial information about BCE Inc. and its subsidiaries. This summary financial information should be read in conjunction with BCE Inc.’s audited consolidated financial statements for the year ended December 31, 2015 and the unaudited consolidated interim financial report for the three months ended March 31, 2016.

For the periods ended March 31:

 

BCE INC.

(“CREDIT SUPPORTER”)(2)

BELL CANADA CONSOLIDATED

(“CREDIT SUPPORT ISSUER”)

SUBSIDIARIES OF BCE INC.

OTHER THAN BELL CANADA(3)

CONSOLIDATING

ADJUSTMENTS(4)

BCE

CONSOLIDATED

 

2016 2015 2016 2015 2016 2015 2016 2015 2016 2015

Operating revenues

5,270 5,240 5,270 5,240

Net earnings from continuing operations attributable to owners

744 570 738 560 (738) (560) 744 570

Net earnings attributable to owners

744 570 738 560 (738) (560) 744 570

 

As at March 31, 2016 and December 31, 2015 respectively:

 

BCE INC.

(“CREDIT SUPPORTER”)(2)

BELL CANADA CONSOLIDATED

(“CREDIT SUPPORT ISSUER”)

SUBSIDIARIES OF BCE INC.

OTHER THAN BELL CANADA(3)

CONSOLIDATING

ADJUSTMENTS(4)

BCE 

CONSOLIDATED

 

Mar. 31, Dec. 31, Mar. 31, Dec. 31, Mar. 31, Dec. 31, Mar. 31, Dec. 31, Mar. 31, Dec. 31,

 

2016 2015 2016 2015 2016 2015 2016 2015 2016 2015

Total Current Assets

617 597 4,519 4,954 53 53 (769) (796) 4,420 4,808

Total Non-current Assets

17,030 17,578 36,399 36,043 21 21 (9,924) (10,457) 43,526 43,185

Total Current Liabilities

835 867 9,313 9,920 (766) (795) 9,382 9,992

Total Non-current Liabilities

297 285 20,803 19,743

644

644 21,744 20,672

 

(1) The summary financial information is prepared in accordance with International Financial Reporting Standards and is in accordance with generally accepted accounting principles issued by the Canadian Accounting Standards Board for publicly-accountable enterprises.
(2) This column accounts for investments in all subsidiaries of BCE Inc. under the equity method.
(3) This column accounts for investments in all subsidiaries of BCE Inc. (other than Bell Canada) on a consolidated basis.
(4) This column includes the necessary amounts to eliminate the intercompany balances between BCE Inc., Bell Canada and other subsidiaries and other adjustments to arrive at the information for BCE Inc. on a consolidated basis.

Exhibit 99.6

 

BCE Inc.
EXHIBIT TO 2016 FIRST QUARTER FINANCIAL STATEMENTS
EARNINGS COVERAGE

The following consolidated financial ratios are calculated for the twelve months ended March 31, 2016 and give effect to the issuance and redemption of all long-term debt since April 1, 2015 as if these transactions occurred on April 1, 2015 and are based on unaudited financial information of BCE Inc.

  March 31, 2016
 
 
Earnings coverage of interest on debt requirements based on net earnings attributable to owners of BCE Inc. before interest expense and income tax: 5.1 times
 
Earnings coverage of interest on debt requirements based on net earnings attributable to owners of BCE Inc. before interest expense, income tax and non-controlling interest: 5.2 times

 

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