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UNITED STATES
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 February, 2024
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 office)
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 ☒
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 ☒
This report on Form 6-K and the exhibits hereto shall be deemed to be incorporated by reference as exhibits to the Joint Registration Statement of BCE Inc. and Bell Canada on Form F-10 (File Nos. 333-263337 and 333-263337-01) and to be a part thereof from the date on which this report is furnished, to the extent not superseded by documents or reports subsequently filed or furnished.
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. | ||||||
| Date: February 14, 2024 | By: | /s/ Martin Cossette |
||||
| Name: Martin Cossette | ||||||
| Title: Senior Vice-President, Corporate Strategy (M&A) and Corporate Secretary | ||||||
EXHIBIT INDEX
| Exhibit |
||
| 99.1 | Calculation of Filing Fee Tables | |
Exhibit 99.1
Calculation of Filing Fee Tables*
Form F-10
(Form Type)
Bell Canada and BCE Inc.
(Exact Name of Registrant as Specified in Charter)
Table 1: Newly Registered and Carry Forward Securities
| Security Type |
Security Class Title |
Fee Calculation or Carry Forward Rule |
Amount Registered | Proposed Maximum Offering Price Per Unit |
Maximum Aggregate Offering Price |
Fee Rate | Amount of Registration Fee |
|||||||||
| Fees to be paid | Debt | 5.200% Series US-9 Notes due 2034 of Bell Canada | 457(r) | US$700,000,000 | 100.000% | US$700,000,000 | 0.00014760 | US$103,320.00 | ||||||||
| Debt | 5.550% Series US-10 Notes due 2054 of Bell Canada | 457(r) | US$750,000,000 | 100.000% | US$750,000,000 | 0.00014760 | US$110,700.00 | |||||||||
| Other | Guarantee of BCE Inc. of 5.200% Series US-9 Notes due 2034 of Bell Canada (1) | 457(n) | — | — | — | — | (1) | |||||||||
| Other | Guarantee of BCE Inc. of 5.500% Series US-10 Notes due 2054 of Bell Canada (1) | 457(n) | — | — | — | — | (1) | |||||||||
| Total Offering Amounts |
— | US$214,020.00 | ||||||||||||||
| Total Fee Offsets (2) |
— | US$24,386.87 (2) | ||||||||||||||
| Net Fee Due |
US$189,633.13 | |||||||||||||||
| (1) | Pursuant to rule 457(n) under the Securities Act of 1933, as amended, no separate fee is payable with respect to the guarantee. |
| (2) | See Table 2 of this Exhibit 107. |
| * | This Exhibit 99.1 contains the content of Exhibit 107 since there are technical issues with submitting Exhibit 107 as part of a Form 6-K filing. |
Table 2: Fee Offset Claims and Sources
| Form or Filing Type |
File Number | Initial Filing Date | Initial Effective Date |
Fee Offset Claimed | Unsold Securities Associated with Fee Offset Claimed |
Unsold Aggregate Offering Amount Associated with Fee Offset Claimed |
Fee Paid with Fee Offset Source |
|||||||||||
|
Rule 457(p) |
||||||||||||||||||
| Fee Offset Sources | F-10 | 333-249962 | November 9, 2020 |
November 16, 2020 |
US$24,386.87 | US$575,910,839.56 | US$575,910,839.56 | (1) | ||||||||||
| Total Fee Offset Amount |
US$ | 24,386.87 | (1) | |||||||||||||||
| (1) | Pursuant to Rule 457(p) under the Securities Act of 1933, as amended, US$118,056.87 was previously paid by the Co-Registrants relating to unissued securities under the Co-Registrants’ F-10 shelf registration statement (Registration Statement No. 333-249962), initially filed on November 9, 2020 and declared effective on November 16, 2020 (the “November 2020 Registration Statement) (of which US$74,235.45 was initially paid in connection with the Co-Registrants’ Registration Statement on Form F-10 (No. 333-231698), initially filed on May 23, 2019 and declared effective on May 30, 2019 (the “May 2019 Registration Statement”)), and has been carried forward to the Co-Registrants’ F-10 joint shelf registration statement (Registration Nos. 333-263337-01 and 333-263337), filed on March 7, 2022 and declared effective on March 8, 2022 (the “Joint Registration Statement”).** The US$93,670 filing fee with respect to the 5.100% Series US-8 Notes due 2033 of Bell Canada, issued May 11, 2023, was offset against those filing fees carried forward, after which US$24,386.87 remained available for future registration fees. The US$214,020.00 filing fee with respect to the 5.200% Series US-9 Notes due 2034 and 5.500% Series US-10 Notes due 2054 is offset against those filing fees carried forward and US$189,633.13 has been paid with respect to this offering. Additional filing fees are expected to be paid with respect to future offerings of securities registered by the Joint Registration Statement. |
| ** | Exhibit 107 filed as a part of the Joint Registration Statement erroneously stated that US$120,078.13 was previously paid by the Co-Registrants relating to unissued securities under the November 2020 Registration Statement (of which US$76,256.71 was initially paid in connection with the May 2019 Registration Statement), and was carried forward to the Joint Registration Statement. |