2001 APRIL 15, 2002 2001 T ABLE of CONTENTS Annual Information Form for the Year Ended December 31, 2001 April 15, 2002
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BCE INC. ANNUAL INFORMATION FORM FOR THE YEAR ENDED DECEMBER 31, 2001 APRIL 15, 2002 2001 T ABLE OF CONTENTS Annual Information Form for the year ended December 31, 2001 April 15, 2002 Documents Incorporated by Reference . .2 BCE Emergis . .25 Trade-marks . .2 General . .25 Note to Reader . .3 Recent Developments . .26 Item 1 • Corporate Structure of BCE . .3 Competition . .26 Item 2 • General Development of BCE . .3 BCE Ventures . .27 Overview . .3 BCI . .27 Recent Developments . .4 Telesat . .28 Significant Developments . .4 CGI . .29 Item 3 • Businesses of BCE . .5 Others . .29 Bell Canada Segment . .5 Employees . .29 General . .5 Legal Proceedings . .30 Subsidiaries and Associated Companies . .7 Certain Contracts . .31 Regulation . .10 Forward-Looking Statements . .32 Competition . .15 Risk Factors . .32 Capital Expenditures . .18 Item 4 • Selected Financial Information (Consolidated) . .39 Environment . .18 Item 5 • Management’s Discussion and Analysis . .39 Bell Globemedia . .18 Item 6 • Market for the Securities of BCE Inc. .39 General . .18 Item 7 • Directors and Officers of BCE Inc. .39 CTV . .19 Item 8 • Additional Information . .40 Bell Globemedia Publishing . .19 Schedule – Corporate Structure . .41 Bell Globemedia Interactive . .19 Regulation . .20 Competition . .20 Teleglobe . .21 General . .21 Global Network – GlobeSystem . .22 Regulation . .23 Competition . .25 NOTES: (1) Unless the context indicates otherwise, “BCE” refers to BCE Inc. and its subsidiaries and associated companies. (2) All dollar figures are in Canadian dollars, unless otherwise indicated. 2001 BCE Annual Information Form 1 Documents incorporated by reference Part of Annual Information Form in which Documents incorporated by reference 1. Portions of the BCE Inc. 2001 Annual Report Items 2, 5 and 6 2. Portions of the BCE Inc. Management Proxy Circular Item 7 Trade-marks Owner Trade-mark BCE Inc. BCE Bell ActiMedia Inc. Yellow Pages Bell Canada Rings & Head Design (Bell Canada corporate logo) Bell Bell World Espace Bell Sympatico Bell Globemedia Publishing Inc./ ROB TV Publications Bell Globemedia Inc. The Globe and Mail Bell Mobility Inc./Bell Mobilité inc. Mobile Browser CTV Inc. CTV CTV Newsnet Talk TV The Comedy Network Inktomi Corporation Inktomi Intelsat, Ltd. Intelsat Manitoba Telecom Services Inc. First Rate NetStar Communications Inc. NetStar Stentor Resource Centre Inc./ Datapac Centre de ressources Stentor Inc. Megalink SmartTouch Teleglobe Inc. GlobeSystem Telesat Canada Anik Nimiq The Sports Network Inc. TSN RDS TSN MAX AT&T Corp. AT&T MCI Communications Corporation Hyperstream OnStar Corporation Onstar Yahoo! Inc. Yahoo! Any other trade-marks, corporate, trade or domain names used in this Annual Information Form are properties of their respective owners. 2 2001 BCE Annual Information Form Note to Reader: owned or over which control or direction is exercised directly or ings Inc. (“BCH”) with Bell Canada and its subsidiaries The information contained in this Annual Information Form is indirectly by BCE Inc. Certain subsidiaries, each of which (including Bell Mobility Inc. (“Bell Mobility”), BCE Nexxia Inc. disclosed as at December 31, 2001, unless otherwise indicated. All of represents not more than 10 per cent of consolidated assets and (carrying on business in Canada under the name “Bell Nexxia”), the information contained in this Annual Information Form is not more than 10 per cent of consolidated sales and operating Bell ActiMedia Inc. (“Bell ActiMedia”), Bell Distribution Inc. qualified in its entirety by the announcements made by BCE Inc. and revenues of BCE Inc., and all of which, in the aggregate, repre- (“Bell Distribution”), Bell West Inc. (“Bell West”), Certen Inc. Teleglobe Inc. on April 24, 2002, which are described in Item 2 – sent not more than 20 per cent of total consolidated assets and (“Certen”), Northern Telephone Limited (“Northern Tele- “General Development of BCE – Recent Developments” as well as by total consolidated sales and operating revenues of BCE Inc. at phone”), Northwestel Inc. (“Northwestel”) and Télébec ltée the ultimate outcome of the events described therein. In particular, the December 31, 2001, have been omitted. (“Télébec”)), and also its investments in significantly influenced following portions of this Annual Information Form are qualified: companies (including Manitoba Telecom Services Inc. (“MTS”), Item 2 – “General Development of BCE – Overview”; Item 3 – “Busi- ITEM 2 • GENERAL DEVELOPMENT OF BCE and others). BCE Inc. owns 80 per cent of BCH and the nesses of BCE – Teleglobe” (in particular information regarding the remaining 20 per cent ownership interest is beneficially owned The information contained in this Item2–“General Develop- operations of Teleglobe, the principal markets in which Teleglobe by SBC Communications Inc. In addition, the Bell Canada ment of BCE” is qualified in its entirety by the announcements provides services, the completion of the GlobeSystem network and of segment includes the consolidation of Aliant Inc. (“Aliant”) made by BCE Inc. and Teleglobe Inc. on April 24, 2002, which various investments or expansion by Teleglobe in relation thereto, the (approximately 39 per cent held by Bell Canada and approxi- are described hereinafter under “Recent Developments” as well status of Teleglobe’s licenses, the ability of Teleglobe to comply with mately 14 per cent held by BCE Inc.) as well as BCE Inc.’s 100 per as by the ultimate outcome of the events described therein. the requirements of applicable legislation and regulation and to meet cent interest in Bell ExpressVu Limited Partnership (“Bell its obligations under the agreements to which it is a party; and the Overview ExpressVu”). Bell ExpressVu, a licensed DTH satellite broad- ability of Teleglobe to maintain sufficient financial resources in order caster, has been delivering, since 1997, digital audio and video BCE Inc. is Canada’s largest communications company. BCE Inc. to remain competitive); Item 3 – “Businesses of BCE – Legal Proceed- services directly to Canadian homes and businesses. Since 1999, had, on a consolidated basis, operating revenues of ings” (in particular the status of the class action lawsuits to which Bell ExpressVu has utilized the Telesat Canada (“Telesat”) Nimiq $21.7 billion, net earnings of $0.5 billion and cash flows from Teleglobe Inc. is a party); Item 3 – “Businesses of BCE – Forward- direct broadcast satellite. The Bell Canada segment had oper- operating activities of $4.6 billion in 2001, and had total assets Looking Statements – Risk Factors”; and Item 5 – “Management’s ating revenues of $17.3 billion in 2001. of $54.3 billion at December 31, 2001. BCE had approximately Discussion and Analysis”. 75,000 employees at December 31, 2001. BELL GLOBEMEDIA The information relating to the business, assets and operations BCE Inc. has among the largest number of registered share- Bell Globemedia Inc. (“Bell Globemedia”) is a Canadian multi- of Teleglobe as contained in this Annual Information Form has been holders of any Canadian corporation. At December 31, 2001, media company in the fields of broadcasting, print and the derived primarily from information prepared by Teleglobe Inc. in the there were more than 181,000 registered holders of common Internet, created on January 9, 2001. Bell Globemedia provides course of the drafting of Teleglobe Inc.’s own Annual Information shares, of whom about 95 per cent were registered as resident in integrated information, communications and entertainment Form. As a result of substantial Board of Directors and management Canada and held approximately 89 per cent of the common services to Canadian customers and access to distinctive Cana- changes at Teleglobe Inc. on April 23, 2002, Teleglobe Inc.’s Annual shares outstanding. dian content. Through its various Internet media properties, Information Form has not been finalized. BCE Inc. has no reason to At December 31, 2001, BCE centered its activities around four Bell Globemedia also provides unique destinations for Internet believe that any of the information herein so derived from the infor- core operating segments, based on products and services, users. Bell Globemedia is comprised of the television operations mation prepared by Teleglobe Inc. is inaccurate in any material reflecting the way that management classified its operations of CTV Inc. (“CTV”), the print operations of Bell Globemedia respects for purposes of BCE Inc.’s Annual Information Form. for purposes of planning and performance management: Publishing Inc. (“Bell Globemedia Publishing”) carrying on Bell Canada segment; Bell Globemedia; Teleglobe; and business under the name The Globe and Mail, and the interac- ITEM 1 • CORPORATE STRUCTURE OF BCE BCE Emergis. All other businesses were grouped in the BCE tive operations of Bell Globemedia Interactive Inc. (“Bell Globe- BCE Inc. was incorporated in 1970, continued under the Canada Ventures segment. media Interactive”), and other media interests. Bell.