BCE Inc. (TSX:BCE) entered into definitive agreement to acquire AlarmForce Industries Inc. (TSX:AF) from Burgundy Asset Management Ltd., Investmentaktiengesellschaft für langfristige Investoren TGV, EdgePoint Portfolios - EdgePoint Canadian Growth & Income Portfolio and EdgePoint Portfolios - EdgePoint Canadian Portfolio, funds managed by EdgePoint Wealth Management Inc., EdgePoint Investment Group Inc., George Christopoulos and others for approximately CAD 180 million on November 6, 2017. Under the terms of the transaction, AlarmForce shareholders will receive, at the election, either CAD 16 per share in cash or 0.2597 BCE shares for each AlarmForce share, subject to proration such that the aggregate consideration paid to all of AlarmForce shareholders will consist of no more than 49.5% in BCE shares. Giving full effect to the proration, the consideration of each AlarmForce share represents CAD 8.08 in cash and 0.1305 BCE shares based on BCE's closing share price on November 6, 2017. The cash component will be funded by available liquidity. AlarmForce Industries will pay a termination fee of CAD 5 million to BCE Inc. The transaction is subject to approval of Ontario Superior Court of Justice, 66.67% shareholders of AlarmForce Industries and approval of TSX and NYSE. The transaction is also subject to dissent rights where AlarmForce Industries’ shareholders shall not have exercised their dissent rights in connection with the transaction with respect to more than 10% of the outstanding shares. The transaction was unanimously approved by the Board of AlarmForce Industries based on the recommendation of the special committee. On December 18, 2017, shareholders of AlarmForce Industries approved the transaction. On December 21, 2017, Ontario Superior Court of Justice Industries approved the transaction. In connection with the transaction, EdgePoint Investment Group Inc., Burgundy Asset Management Ltd., Investmentaktiengesellschaft für langfristige Investoren TGV, George Christopoulos and certain other shareholders, directors and executive officers who together hold in aggregate approximately 8.5 million of the fully-diluted shares or approximately 71.7% of the fully-diluted shares of AlarmForce have entered into voting support agreements with BCE pursuant to which they have agreed to vote all of their shares in favor of the transaction, subject to their ability to terminate such agreements in certain circumstances in connection with a superior proposal. The transaction is expected to close in early January 2018. As of December 18, 2017, transaction is expected to close on or about January 5, 2018. National Bank Financial, Inc. and Imperial Capital, LLC acted as financial advisors and provided fairness opinion to AlarmForce Industries, Inc. Gary Solway and Kristopher Hanc of Bennett Jones LLP acted as legal advisors to AlarmForce Industries, Inc. Wildeboer Dellelce LLP acted as the legal advisor to special committee of AlarmForce, Inc. Robert Hansen and Fraser Bourne of McCarthy Tétrault LLP acted as legal advisors to BCE Inc. TSX Trust Company acted as the registrar and transfer agent to AlarmForce. AST Trust Company (Canada) acted as the depositary to AlarmForce Industries, Inc. Donald R. Crawshaw, Daniel R. Lorme, Zachary J. Levine, Eric H. Queen, Ronald E. Creamer Jr., Andrew B. Motten of Sullivan & Cromwell LLP acted ad legal advisor to BCE Inc. BCE Inc. (TSX:BCE) completed the acquisition of AlarmForce Industries Inc. (TSX:AF) from Burgundy Asset Management Ltd., Investmentaktiengesellschaft für langfristige Investoren TGV, EdgePoint Portfolios - EdgePoint Canadian Growth & Income Portfolio and EdgePoint Portfolios - EdgePoint Canadian Portfolio, funds managed by EdgePoint Wealth Management Inc., EdgePoint Investment Group Inc., George Christopoulos and others on January 5, 2018. AlarmForce shareholders were entitled to elect and receive either CAD 16 in cash or approximately 0.2597 of a BCE share for each AlarmForce share, subject to proration such that the aggregate consideration paid to all AlarmForce shareholders would consist of no greater than 49.5% in BCE shares. BCE funded the transaction directly or indirectly of approximate CAD 181 million cash component with available liquidity and issued 22,531 BCE shares to fund the equity component. AlarmForce common shares are expected to be delisted from the Toronto Stock Exchange (TSX) effective as of the close of business on January 8, 2018 and AlarmForce will apply to cease to be a reporting issuer under applicable Canadian securities laws.