Solvency condition not satisfied – purchaser terminates agreement to acquire BCE
TORONTO: BCE Acquisition Inc. ("Purchaser") today announced that the agreement to acquire BCE Inc. (TSX, NYSE: BCE) has been terminated in accordance with its terms.
Receipt of a solvency opinion from a nationally recognized valuation firm was included in the June 30, 2007 definitive agreement between the Purchaser and BCE as a mutual closing condition. The agreement of the Purchaser and BCE to both the selection of KPMG to serve as the valuation firm and the form of the solvency opinion was reflected in the July 4, 2008 amendment to the definitive agreement. Because KPMG has concluded that a required test for the solvency opinion was not met, this mutual condition to completion of the acquisition could not be, and was not, satisfied. Accordingly, the Purchaser terminated the agreement in accordance with its terms. Under these circumstances neither party owes a termination fee to the other.
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