BCE outlines second bid for Astral

Complete details of BCE Inc.’s second shot at winning regulatory approval for its friendly takeover of Astral Media Inc. are now public after the Canadian Radio-television and Telecommunications Commission published the new proposal Wednesday and said it would hold a public hearing beginning May 6 in Montreal.

When the CRTC rejected the first bid last October, chairman JeanPierre Blais said he was not convinced it would benefit Canadians as it would have “placed significant market power in the hands of one of the country’s largest media companies.”

The commission has said that as a general rule it will carefully scrutinize transactions that would result in one company controlling more than 35 per cent of the television market.

Under the first proposal, the combined assets would have given BCE 42.7 per cent of the English market and 33.1 per cent of the French market.

Now BCE proposes to sell about a dozen of Astral’s television assets and 10 radio stations, including three of its own.

Most of the company’s plans for Astral’s broadcast assets emerged Monday when the Competition Bureau announced it would not challenge the transaction after reaching a consent agreement with BCE.

Toronto-based Corus Entertainment Inc. is set to buy Astral’s interest in six television joint ventures as well as two Astral radio stations in Ottawa for $400.6 million.

The remaining television and broadcast assets will be sold in an auction process that BCE says is already under way.

The total value of the transaction is now pegged at $3.395-billion, based on a valuation analysis by PricewaterhouseCoopers LLP.

That includes $2.08-billion for broadcast assets BCE intends to keep and a value of $847-million for those it will divest (including those it has agreed to sell to Corus).

It also includes a value of $1.105-billion for Astral’s out-of-home advertising and other businesses and $637-million in liabilities for operating leases.

If the revamped deal goes ahead as proposed, BCE says it will control 35.7 per cent of English TV viewership and 23 per cent of the Frenchlanguage television market. As it now stands, the company has 33.7 per cent of English TV viewership and 8.3 per cent of the French-language television market.