Rogers Communications Inc 6-K, filed Apr 28, 2023

Rogers Communications Inc (RCI)

6-K 2023-04-28 For: 2023-04-28

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Added on April 11, 2026

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Rogers Communications Inc filed this 6-K on April 28, 2023.

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ROGERS COMMUNICATIONS INC.

By:	/s/ “Glenn Brandt”
	Name:	Glenn Brandt
	Title:	Chief Financial Officer

Exhibit Number		Description of Document

99.1		Interim Condensed Consolidated Financial Statements of Shaw Communications Inc. for the second quarter ended February 28, 2023

(millions of Canadian dollars)	February 28, 2023		August 31, 2022

ASSETS
Current
Cash and cash equivalents		280		421
Accounts receivable		356		332
Income taxes recoverable		89		35
Inventories		112		92
Other current assets [note 4]		371		360
Current portion of contract assets [note 14]		60		63
		1,268		1,303
Investments and other assets [notes 5 and 19]		68		71
Property, plant and equipment		5,823		5,883
Other long-term assets		251		208
Deferred income tax assets		3		2
Intangibles [note 7]		7,907		7,998
Goodwill		280		280
Contract assets [note 14]		23		23
		15,623		15,768

LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Short-term borrowings [note 9]		200		200
Accounts payable and accrued liabilities		719		959
Provisions [note 10]		56		45
Current portion of contract liabilities [note 14]		196		200
Current portion of long-term debt [notes 11 and 19]		1,000		1
Current portion of lease liabilities [note 8]		112		113
		2,283		1,518
Long-term debt [notes 11 and 19]		3,554		4,552
Lease liabilities [note 8]		961		1,017
Other long-term liabilities		11		8
Provisions [note 10]		83		81
Deferred credits		367		373
Contract liabilities [note 14]		24		20
Deferred income tax liabilities		1,956		1,962
		9,239		9,531
Shareholders' equity [notes 12 and 17]
Common and preferred shareholders		6,384		6,237
		15,623		15,768

See accompanying notes.

	Three months ended February 28,						Six months ended February 28,
(millions of Canadian dollars)	2023			2022			2023			2022
Revenue [notes 3 and 14]		1,340			1,359			2,709			2,745
Operating, general and administrative expenses [note 15]		(720	)		(727	)		(1,471	)		(1,480	)
Amortization:
Deferred equipment revenue		1			3			3			5
Deferred equipment costs		(2	)		(9	)		(8	)		(19	)
Property, plant and equipment, intangibles and other		(317	)		(299	)		(624	)		(591	)
Operating income		302			327			609			660
Amortization of financing costs – long-term debt		1			-			-			(1	)
Interest expense [note 11]		(64	)		(65	)		(127	)		(130	)
Impairment of assets [note 7]		(90	)		-			(90	)		-
Other gains (losses) [note 16]		(10	)		(5	)		(26	)		(9	)
Income before income taxes		139			257			366			520
Current income tax expense [note 3]		46			83			97			173
Deferred income tax (recovery) expense		(14	)		(22	)		(7	)		(45	)
Net income		107			196			276			392
Net income attributable to:
Equity shareholders		107			196			276			392

Earnings per share: [note 13]
Basic		0.21			0.39			0.55			0.79
Diluted		0.21			0.39			0.55			0.78

See accompanying notes.

	Three months ended February 28,					Six months ended February 28,
(millions of Canadian dollars)	2023		2022			2023			2022
Net income		107		196			276			392

Other comprehensive income [note 17]
Items that may subsequently be reclassified to income:
Change in unrealized fair value of derivatives designated as cash flow hedges		1		(1	)		3			1
Adjustment for hedged items recognized in the period		-		-			(1	)		1
		1		(1	)		2			2
Items that will not subsequently be reclassified to income:
Remeasurements on employee benefit plans		1		19			3			31
		2		18			5			33
Comprehensive income		109		214			281			425
Comprehensive income attributable to:
Equity shareholders		109		214			281			425

See accompanying notes.

Six months ended February 28, 2023
	Attributable to equity shareholders
(millions of Canadian dollars)	Share capital		Contributed surplus			Retained earnings			Accumulated other comprehensive loss			Total equity
Balance as at September 1, 2022		4,217		27			2,000			(7	)		6,237
Net income		-		-			276			-			276
Other comprehensive income		-		-			-			5			5
Comprehensive income		-		-			276			5			281
Dividends		-		-			(149	)		-			(149	)
Shares issued under stock option plan		16		(1	)		-			-			15
Balance as at February 28, 2023		4,233		26			2,127			(2	)		6,384

Six months ended February 28, 2022
	Attributable to equity shareholders
(millions of Canadian dollars)	Share capital		Contributed surplus			Retained earnings			Accumulated other comprehensive loss			Total equity
Balance as at September 1, 2021		4,199		27			1,876			(59	)		6,043
Net income		-		-			392			-			392
Other comprehensive income		-		-			-			33			33
Comprehensive income		-		-			392			33			425
Dividends		-		-			(296	)		-			(296	)
Shares issued under stock option plan		7		(1	)		-			-			6
Share-based compensation		-		1			-			-			1
Balance as at February 28, 2022		4,206		27			1,972			(26	)		6,179

See accompanying notes.

Capital expenditures
	Three months ended February 28,						Six months ended February 28,
	2023			2022			2023			2022
Capital expenditures accrual basis
Wireline		228			214			497			400
Wireless		31			30			60			69
		259			244			557			469
Equipment costs (net of revenue)
Wireline		5			5			10			9

Capital expenditures and equipment costs (net)
Wireline		233			219			507			409
Wireless		31			30			60			69
		264			249			567			478

Reconciliation to Consolidated Statements of Cash Flows
Additions to property, plant and equipment		278			208			544			415
Additions to equipment costs (net)		5			4			10			8
Additions to other intangibles		42			46			73			86
Total of capital expenditures and equipment costs (net) per Consolidated Statements of Cash Flows		325			258			627			509
Increase/(decrease) in working capital and other liabilities related to capital expenditures		(59	)		(6	)		(55	)		(27	)
Increase/(decrease) in working capital and other liabilities related to ARO		-			-			-			-
Less: Proceeds on disposal of property, plant and equipment		(2	)		(3	)		(5	)		(4	)
Total capital expenditures and equipment costs (net) reported by segments		264			249			567			478

	February 28, 2023		August 31, 2022
Prepaid expenses		117		113
Costs incurred to obtain or fulfill a contract with a customer⁽¹⁾		68		66
Wireless handset receivables⁽²⁾		177		176
Current portion of derivatives		9		5
		371		360

		February 28, 2023				August 31, 2022
Investments in private entities			68				71

	February 28, 2023		August 31, 2022
Equipment costs subject to a deferred revenue arrangement		34		28
Long-term Wireless handset receivables		106		76
Costs incurred to obtain or fulfill a contract with a customer		36		37
Credit facility arrangement fees		2		2
Net pension assets		39		34
Derivative assets		3		-
Other		31		31
		251		208

				Terminal value
	Post-tax discount rate			Terminal growth rate			Terminal adjusted EBITDA multiple
Satellite		8.0	%		-8.3	%		6.1	x

	Estimated decline in recoverable amount
				Terminal value
	1% increase in discount rate			1% decrease in terminal growth rate			0.5 times decrease in terminal adjusted EBITDA multiple
Satellite		5.7	%		4.0	%		4.5	%


August 31, 2022	1,130
Net additions	2
Interest on lease liabilities	(20	)
Interest payments on lease liabilities	20
Principal payments of lease liabilities	(59	)
Balance as at February 28, 2023	1,073

Current	113
Long-term	1,017
Balance as at August 31, 2022	1,130
Current	112
Long-term	961
Balance as at February 28, 2023	1,073


	February 28, 2023			August 31, 2022
Trade accounts receivable sold to buyer as security		328			321
Short-term borrowings from buyer		(200	)		(200	)
Over-collateralization		128			121

	February 28, 2023								August 31, 2022

	Effective interest rates		Long-term debt at amortized cost⁽¹⁾		Adjustment for finance costs ⁽¹⁾		Long-term debt repayable at maturity		Long-term debt at amortized cost⁽¹⁾		Adjustment for finance costs ⁽¹⁾		Long-term debt repayable at maturity
	%		$		$		$		$		$		$
Corporate
Cdn fixed rate senior notes-
3.80% due November 2, 2023		3.80		500		-		500		499		1		500
4.35% due January 31, 2024		4.35		500		-		500		500		-		500
3.80% due March 1, 2027		3.84		299		1		300		299		1		300
4.40% due November 2, 2028		4.40		497		3		500		497		3		500
3.30% due December 10, 2029		3.41		496		4		500		496		4		500
2.90% due December 9, 2030		2.92		497		3		500		497		3		500
6.75% due November 9, 2039		6.89		1,423		27		1,450		1,422		28		1,450
4.25% due December 9, 2049		4.33		296		4		300		296		4		300
				4,508		42		4,550		4,506		44		4,550
Other
Burrard Landing Lot 2 Holdings Partnership	Various			46		-		46		47		-		47
Total consolidated debt				4,554		42		4,596		4,553		44		4,597
Less current portion⁽²⁾				1,000		-		1,000		1		-		1
				3,554		42		3,596		4,552		44		4,596

(1)	Long-term debt is presented net of unamortized discounts and finance costs.
(2)	Current portion of long-term debt includes amounts due within one year in respect of the senior notes due November 2, 2023, the senior notes due January 31, 2024, and the Burrard Landing loans.

	Class A Shares				Class B Shares
	Number		$		Number		$
August 31, 2022		22,372,064		2		477,175,098		4,215
Issued upon stock option plan exercises		-		-		576,411		16
Issued upon restricted share unit exercises		-		-		8,174		-
February 28, 2023		22,372,064		2		477,759,683		4,231

	Asset retirement obligations $		Restructuring $			Other $			Total $
Balance as at August 31, 2022		81		1			44			126
Additions		-		-			13			13
Accretion		2		-						2
Payments		-		(1	)		(1	)		(2	)
Balance as at February 28, 2023		83		-			56			139

Current		-		1			44			45
Long-term		81		-			-			81
Balance as at August 31, 2022		81		1			44			126

Current		-		-			56			56
Long-term		83		-			-			83
Balance as at February 28, 2023		83		-			56			139


	Contract Assets			Contract Liabilities
Balance as at August 31, 2022		86			220
Increase in contract assets from revenue recognized during the year		55			-
Contract assets transferred to trade receivables		(49	)		-
Contract terminations transferred to trade receivables		(9	)		-
Revenue recognized included in contract liabilities at the beginning of the year		-			(206	)
Increase in contract liabilities during the year		-			206
Balance as at February 28, 2023		83			220

	Contract Assets			Contract Liabilities
Current		63			200
Long-term		23			20
Balance as at August 31, 2022		86			220
Current		60			196
Long-term		23			24
Balance as at February 28, 2023		83			220

August 31, 2022	103
Additions to deferred commission cost assets	42
Amortization recognized on deferred commission cost assets	(42	)
Balance as at February 28, 2023	103

Current	66
Long-term	37
Balance as at August 31, 2022	103
Current	68
Long-term	35
Balance as at February 28, 2023	103

	Within 1 year		Within 2 years		Within 3 years		Within 4 years		Within 5 years		Thereafter		Total
Wireline		1,703		713		168		86		29		3		2,702
Wireless		313		110		-		-		-		-		423
Total		2,016		823		168		86		29		3		3,125

	Amount			Income taxes			Net
Items that may subsequently be reclassified to income
Change in unrealized fair value of derivatives designated as cash flow hedges		3			(2	)		1
Adjustment for hedged items recognized in the period		(1	)		1			-
		2			(1	)		1
Items that will not be subsequently reclassified to income
Remeasurements on employee benefit plans		1			-			1
		3			(1	)		2