Bell Aliant Completes Conversion From Income Trust To Corporation

On January 1, 2011, Bell Aliant Regional Communications Income Fund (the Fund), completed its conversion from an income trust to a corporate structure, Bell Aliant Inc.

The conversion was implemented pursuant to a plan of arrangement under Section 192 of the Canada Business Corporations Act. Under the plan of arrangement, all of the units of the Fund were exchanged for common shares of Bell Aliant Inc. on a one-for-one basis. Thereafter, the Fund was wound up and terminated. In addition, under the plan of arrangement, all of the Class 1 exchangeable limited partnership units in Bell Aliant Regional Communications Holdings, Limited Partnership and Class B exchangeable limited partnership units in Bell Aliant Regional Communications, Limited Partnership, and the accompanying special voting units of the Fund, all of which were held, directly and indirectly, by BCE Inc. were also exchanged for common shares of Bell Aliant Inc. on a one-for-one basis.

Immediately following the completion of the conversion, Bell Aliant Inc. had 227,768,734 common shares outstanding, approximately 44 per cent of which were held, directly and indirectly, by BCE Inc. The conversion did not change the relative percentage ownership of the public and BCE Inc. in Bell Aliant.

Bell Aliant was represented by in-house counsel Frederick Crooks, QC, David Klassen, Paul Fitzpatrick, Clare Roughneen and Mary Anne Campbell, by Blake, Cassels & Graydon LLP, with a team including David Jackson, Brendan Reay, John Wilkin, Cynthia Sargeant, Paul Bent, Eric Poole and Joyce McGuiney (corporate/securities); Paul Tamaki and Ilan Braude (tax); Michelle Laniel (financial services); Hugh DesBrisay and Kate Wylde (litigation); Gary Jessop (regulatory) and Kathryn Bush (pensions and employee benefits); by Cox & Palmer in Nova Scotia, Daniel Campbell, QC, (regulatory and litigation) and by Thompson Dorfman Sweatman LLP in Manitoba, with a team comprising Barry MacTavish and Drew Mitchell (corporate/securities).

BCE Inc. and Bell Canada were represented by in-house counsel Martine Turcotte and Martin Cossette and were represented by Stikeman Elliott LLP, with a team that included Simon Romano, Sean Vanderpol and Adeline Lee (corporate/securities) and Frank Mathieu (tax).