The information in this preliminary prospectus supplement is not complete and may be
changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted.
Filed pursuant to General Instruction II.L. of Form F-10
File Number 333-249962
SUBJECT TO COMPLETION, DATED FEBRUARY 8, 2022
PROSPECTUS SUPPLEMENT
(To Prospectus Dated
November 16, 2020)
US$
Bell Canada
% Series US-7 Notes due 2052
Unconditionally guaranteed as to payment of principal, interest and other obligations by BCE Inc.
Interest on the % Series US-7 Notes due 2052 offered hereby (the Offered
Notes) is payable semi-annually on February 15 and August 15 of each year, commencing on August 15, 2022. Payment of principal, interest and other payment obligations under the Offered Notes will be fully and unconditionally
guaranteed by BCE Inc. (BCE or the Guarantor). The Offered Notes are redeemable, in whole or in part, at the option of Bell Canada (the Company or Bell Canada) at the
redemption price and subject to the conditions set forth herein. See Description of Offered Notes Redemption.
The Offered Notes
will be senior unsecured, general obligations of Bell Canada and will rank equally with all of Bell Canadas existing and future senior unsecured indebtedness, but will be effectively junior to obligations of Bell Canadas subsidiaries.
See Description of Offered Notes General.
The offering of the Offered
Notes is made by a Canadian issuer that is permitted, under the multijurisdictional disclosure system adopted by the United States and Canada, to prepare this prospectus supplement and the accompanying prospectus in accordance with the disclosure
requirements of all the provinces and territories of Canada. Prospective investors in the United States should be aware that such requirements are different from those of the United States.
Investing in the Offered Notes involves certain risks. See Risk Factors in the accompanying prospectus and
Section B entitled Business Risks of the BCE Safe Harbour Notice Concerning Forward-Looking Statements dated February 3, 2022.
The Offered Notes are only being offered to institutions, and not to individuals.
Prospective investors should be aware that the acquisition of the Offered Notes described herein may have tax consequences both in the United States and in
Canada. Such consequences for investors who are resident in, or citizens of, the United States may not be fully described herein. See Material United States Federal Income Tax Consequences and Material Canadian Income Tax
Consequences.
Bell Canadas head and registered office is located at 1, Carrefour Alexander-Graham-Bell, Building A, 7th Floor, Verdun
(Québec) H3E 3B3.
The enforcement by investors of civil liabilities under United States federal securities laws may be affected
adversely by the fact that the Company is a Canadian corporation, that a majority of its officers and directors are residents of Canada, that some of the underwriters or experts named in the registration statement are residents of Canada and that a
substantial portion of the assets of the Company and said persons are located outside the United States.
These securities have not been approved or
disapproved by the U.S. Securities and Exchange Commission (the SEC) or any U.S. state securities regulator nor has the SEC or any U.S. state securities regulator passed upon the accuracy or adequacy of this prospectus supplement
or the accompanying prospectus. Any representation to the contrary is a criminal offense.
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Per Offered Note
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Total
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Public offering price(1)
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%
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US$
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Underwriting discount
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%
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US$
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Proceeds to the Company (before
expenses)(1)
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%
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US$
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(1) Plus accrued interest, if any, from , 2022, if
settlement occurs after that date.
The underwriters are offering the Offered Notes subject to various conditions. The underwriters expect to deliver the
Offered Notes to purchasers in book-entry form only through the facilities of The Depository Trust Company (DTC) and its direct and indirect participants, including Euroclear Bank NV/SA (Euroclear) and
Clearstream Banking, SA (Clearstream), on or about , 2022.
Joint Book-Running Managers
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BofA Securities
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RBC Capital Markets
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Scotiabank
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SMBC Nikko
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The date of this prospectus supplement is
, 2022.