Rogers Communications Inc 6-K, filed Mar 6, 2020
Rogers Communications Inc (RCI)
About this 6-K
Rogers Communications Inc filed this 6-K on March 6, 2020.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month of March, 2020
Commission File Number 001-10805
ROGERS COMMUNICATIONS INC.
(Translation of registrant’s name into English)
333 Bloor Street East
10th Floor
Toronto, Ontario M4W 1G9
Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☐ Form 40-F ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):
Yes ☐ No ☒
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| ROGERS COMMUNICATIONS INC. | ||
| By: | /s/ “Anthony Staffieri” | |
| Name: Anthony Staffieri | ||
| Title: Chief Financial Officer | ||
Date: March 5, 2020
Exhibit Index
| Exhibit Number |
Description of Document | |
| 99.1 | MANAGEMENT’S DISCUSSION AND ANALYSIS FOR THE FISCAL YEAR ENDED DECEMBER 31, 2019 | |
MANAGEMENT’S DISCUSSION AND ANALYSIS
18 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
KEY FINANCIAL INFORMATION
| Years ended December 31 |
||||||||||||
| (In millions of dollars, except margins and per share amounts) |
2019 |
2018 1 |
% Chg |
|||||||||
| Consolidated |
||||||||||||
| Total revenue |
|
15,073 |
|
|
15,096 |
|
|
– |
| |||
| Total service revenue 2 |
|
12,965 |
|
|
12,974 |
|
|
– |
| |||
| Adjusted EBITDA 3 |
|
6,212 |
|
|
5,983 |
|
|
4 |
| |||
| Adjusted EBITDA margin 3 |
|
41.2% |
|
|
39.6% |
|
|
1.6 pts |
| |||
| Net income |
|
2,043 |
|
|
2,059 |
|
|
(1 |
) | |||
| Adjusted net income 3 |
|
2,135 |
|
|
2,241 |
|
|
(5 |
) | |||
| Basic earnings per share |
$ |
3.99 |
|
$ |
4.00 |
|
|
– |
| |||
| Adjusted basic earnings per share 3 |
$ |
4.17 |
|
$ |
4.35 |
|
|
(4 |
) | |||
| Capital expenditures 4 |
|
2,807 |
|
|
2,790 |
|
|
1 |
| |||
| Cash provided by operating activities |
|
4,526 |
|
|
4,288 |
|
|
6 |
| |||
| Free cash flow 3,5
|
|
2,278
|
|
|
2,134
|
|
|
7
|
| |||
|
Wireless |
||||||||||||
| Service revenue |
|
7,156 |
|
|
7,091 |
|
|
1 |
| |||
| Revenue |
|
9,250 |
|
|
9,200 |
|
|
1 |
| |||
| Adjusted EBITDA |
|
4,345 |
|
|
4,090 |
|
|
6 |
| |||
| Adjusted EBITDA margin
|
|
47.0%
|
|
|
44.5%
|
|
|
2.5 pts
|
| |||
|
Cable |
||||||||||||
| Revenue |
|
3,954 |
|
|
3,932 |
|
|
1 |
| |||
| Adjusted EBITDA |
|
1,919 |
|
|
1,874 |
|
|
2 |
| |||
| Adjusted EBITDA margin
|
|
48.5%
|
|
|
47.7%
|
|
|
0.8 pts
|
| |||
|
Media |
||||||||||||
| Revenue |
|
2,072 |
|
|
2,168 |
|
|
(4 |
) | |||
| Adjusted EBITDA |
|
140 |
|
|
196 |
|
|
(29 |
) | |||
| Adjusted EBITDA margin
|
|
6.8%
|
|
|
9.0%
|
|
|
(2.2 pts
|
)
| |||
| 1 | Effective January 1, 2019, we adopted IFRS 16, with the ongoing impact of this standard included in our results prospectively from that date. Our 2018 results have not been restated for the effect of IFRS 16. See “Accounting Policies”. |
| 2 | As defined. See “Key Performance Indicators”. |
| 3 | Adjusted EBITDA, adjusted net income, and free cash flow are non-GAAP measures and should not be considered substitutes or alternatives for GAAP measures. These are not defined terms under IFRS and do not have standard meanings, so may not be a reliable way to compare us to other companies. See “Non-GAAP Measures and Related Performance Measures” for information about these measures, including how we calculate them and the ratios in which they are used. |
| 4 | Includes additions to property, plant and equipment net of proceeds on disposition, but does not include expenditures for spectrum licences or additions to right-of-use assets. |
| 5 | 2018 free cash flow has been restated to adapt to our current definition. See “Non-GAAP Measures and Related Performance Measures” for more information. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 19
MANAGEMENT’S DISCUSSION AND ANALYSIS
KEY PERFORMANCE INDICATORS
|
As at or years ended December 31
|
||||||||||||
|
2019
|
2018 1
|
Chg
|
||||||||||
|
Subscriber results (in thousands) 2 |
||||||||||||
| Wireless postpaid net additions |
|
334 |
|
|
453 |
|
|
(119 |
) | |||
| Wireless prepaid net losses |
|
(97 |
) |
|
(152 |
) |
|
55 |
| |||
| Wireless subscribers 3 |
|
10,840 |
|
|
10,783 |
|
|
57 |
| |||
| Internet net additions |
|
104 |
|
|
109 |
|
|
(5 |
) | |||
| Internet subscribers |
|
2,534 |
|
|
2,430 |
|
|
104 |
| |||
| Television net losses |
|
(106 |
) |
|
(55 |
) |
|
(51 |
) | |||
| Television subscribers |
|
1,579 |
|
|
1,685 |
|
|
(106 |
) | |||
| Phone net (losses) additions |
|
(44 |
) |
|
8 |
|
|
(52 |
) | |||
| Phone subscribers |
|
1,072 |
|
|
1,116 |
|
|
(44 |
) | |||
| Total service unit net (losses) additions 4 |
|
(46 |
) |
|
62 |
|
|
(108 |
) | |||
| Total service units 4
|
|
5,185
|
|
|
5,231
|
|
|
(46
|
)
| |||
|
Additional Wireless metrics 2 |
||||||||||||
| Postpaid churn (monthly) |
|
1.11% |
|
|
1.10% |
|
|
0.01 pts |
| |||
| Blended ABPU (monthly) |
$ |
66.23 |
|
$ |
64.74 |
|
$ |
1.49 |
| |||
| Blended ARPU (monthly)
|
$
|
55.49
|
|
$
|
55.64
|
|
($
|
0.15
|
)
| |||
|
Ratios |
||||||||||||
| Capital intensity 2 |
|
18.6% |
|
|
18.5% |
|
|
0.1 pts |
| |||
| Dividend payout ratio of net income 2 |
|
50.0% |
|
|
48.0% |
|
|
2.0 pts |
| |||
| Dividend payout ratio of free cash flow 2,5 |
|
44.9% |
|
|
46.3% |
|
|
(1.4 pts |
) | |||
| Return on assets 2 |
|
5.5% |
|
|
6.5% |
|
|
(1.0 pts |
) | |||
| Debt leverage ratio 5
|
|
2.9
|
|
|
2.5
|
|
|
0.4
|
| |||
|
Employee-related information |
||||||||||||
| Total active employees
|
|
25,300
|
|
|
26,100
|
|
|
(800
|
)
| |||
| 1 | Effective January 1, 2019, we adopted IFRS 16, with the ongoing impacts of this standard included in our results prospectively from that date. Our 2018 results have not been restated for the effects of IFRS 16. See “Accounting Policies”. |
| 2 | As defined. See “Key Performance Indicators”. |
| 3 | Effective October 1, 2019, and on a prospective basis, we reduced our Wireless postpaid subscriber base by 53,000 subscribers to remove a low-ARPU public services customer that is in the process of migrating to another service provider. We believe adjusting our base for a customer of this size that migrates off our network provides a more meaningful reflection of the underlying organic performance of our Wireless business. Effective April 1, 2019, we adjusted our Wireless prepaid subscriber base to remove 127,000 subscribers as a result of a change to our deactivation policy from 180 days to 90 days to be more consistent within the industry. |
| 4 | Includes Internet, Television, and Phone subscribers. |
| 5 | These ratios use free cash flow, adjusted EBITDA, and adjusted net debt, all of which are non-GAAP measures and should not be considered substitutes or alternatives for GAAP measures. These are not defined terms under IFRS and do not have standard meanings, so may not be a reliable way to compare us to other companies. See “Non-GAAP Measures and Related Performance Measures” for information about these measures, including how we calculate them and the ratios in which they are used. |
20 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 21
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 23
MANAGEMENT’S DISCUSSION AND ANALYSIS
24 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 25
MANAGEMENT’S DISCUSSION AND ANALYSIS
26 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
MANAGEMENT’S DISCUSSION AND ANALYSIS
For 2019, we set forth the following objectives related to our strategic priorities.
| Strategic Priority | 2019 Objectives | |||||
| Create best-in-class customer experiences by putting our customers first in everything we do | Improve our end-to-end customer experience by creating frictionless multi-channel capabilities; invest in distribution improvements; simplify frontline tools; and deliver personalized online tools and apps to improve our customers’ experiences |
|||||
| Invest in our networks and technology to deliver leading performance and reliability | Deliver network performance and a system stability plan that supports our 5G and Connected Home roadmaps by increasing our fibre deployments, densifying our network, and modernizing our IT systems |
|||||
| Deliver innovative solutions and compelling content that our customers will love | Deliver solutions that will grow our core businesses by expanding our 5G network capabilities, extending our Ignite Connected Home products, and growing our compelling content and data-driven advertising solutions |
|||||
| Drive profitable growth in all the markets we serve | Drive company-wide financial results by achieving our financial goals and 2019 guidance while investing to support future growth and driving a focus on cost management and margin improvement |
|||||
| Develop our people and a high performance culture |
Build our culture and our reputation by cultivating strong, accountable leaders in a high-performing culture, sustaining and growing best-in-class engagement, and becoming a destination for talent |
|||||
| Be a strong, socially responsible leader in our communities across Canada |
Become a strong home team in each region by growing our community investment and giving program, building on our regional focus, and supporting our rural and affordable access agenda |
|||||
KEY PERFORMANCE DRIVERS AND 2019 STRATEGIC HIGHLIGHTS
The following achievements display the progress we made towards meeting our refocused strategic priorities and the objectives we set along with them, as discussed above.
28 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 29
MANAGEMENT’S DISCUSSION AND ANALYSIS
| Strategic Priority | 2020 Objectives | |||||
| Create best-in-class customer experiences by putting our customers first in everything we do | Evolve our customer experience across all our channels; solve customer problems the first time they contact us; and invest in tools to create frictionless digital and frontline experiences. |
|||||
| Invest in our networks and technology to deliver leading performance and reliability | Continue our cable and wireless network uplift programs; accelerate our network leadership in 5G and IoT; and deliver reliable systems and leverage emerging technologies. |
|||||
| Deliver innovative solutions and compelling content that our customers will love | Drive a growth agenda in each of our lines of business; create capabilities to establish great partnerships; and challenge the core value propositions in each of our businesses. |
|||||
| Drive profitable growth in all the markets we serve |
Deliver on our 2020 financial commitments and execute on our cost management playbook. |
|||||
| Develop our people and a high performance culture |
Build our culture and reputation as a great Canadian company; attract diverse talent that builds our future workforce; and deliver a differentiated and rewarding employee experience. |
|||||
| Be a strong, socially responsible leader in our communities across Canada |
Grow our presence both locally and regionally; distinguish our community investment and social responsibility programs; and grow our business in key underserved markets across Canada. |
|||||
FINANCIAL AND OPERATING GUIDANCE
We provide consolidated annual guidance ranges for selected financial metrics on a basis consistent with the annual plans approved by the Board.
2019 ACHIEVEMENTS AGAINST GUIDANCE
The following table outlines guidance ranges that we had previously provided and our actual results and achievements for the selected full-year 2019 financial metrics.
| (In millions of dollars, except percentages)
|
2018
|
2019 Guidance Ranges
|
2019 Actual
|
Achievement
|
||||||||||||||
|
Consolidated Guidance 1 |
||||||||||||||||||
| Revenue |
15,096 | Decrease of 1% to increase of 1% | 15,073 | (0.2)% | ✓ | |||||||||||||
| Adjusted EBITDA 2 |
5,983 | Increase of 3% to 5% | 6,212 | 3.8% | ✓ | |||||||||||||
| Capital expenditures 3 |
2,790 | 2,750 to 2,850 | 2,807 | n/m | ✓ | |||||||||||||
| Free cash flow 2,4 |
2,134 | Increase of 100 to 200 | 2,278 | 6.7% | ✓ | |||||||||||||
| n/m | – not meaningful |
| 1 | The table outlines guidance ranges for selected full-year 2019 consolidated financial metrics provided in our January 25, 2019 earnings release and subsequently updated on October 22, 2019. Guidance ranges presented as percentages reflect percentage increases or decreases over 2018 actual results. |
| 2 | Adjusted EBITDA and free cash flow are non-GAAP measures and should not be considered substitutes or alternatives for GAAP measures. These are not defined terms under IFRS and do not have standard meanings, so may not be a reliable way to compare us to other companies. See “Non-GAAP Measures and Related Performance Measures” for information about these measures, including how we calculate them. |
| 3 | Includes additions to property, plant and equipment net of proceeds on disposition, but does not include expenditures for spectrum licences or additions to right-of-use assets. |
| 4 | Effective January 1, 2019, we redefined free cash flow such that we no longer adjust for the “net change in contract asset and deferred commission cost asset balances”. We redefined free cash flow to simplify this measure and believe removing it will make us more comparable within our industry. Free cash flow presented above reflects this change. |
2020 FULL-YEAR CONSOLIDATED GUIDANCE
For the full-year 2020, we expect relatively stable service revenue and that growth in adjusted EBITDA will drive higher free cash flow. In 2020, we expect to have the financial flexibility to maintain our network advantages and to continue to return cash to shareholders. We are providing a guidance range for total service revenue this year as this metric more closely reflects our core business with our customers.
| (In millions of dollars, except percentages)
|
2019
|
2020 Guidance Ranges 1
|
||||||
|
Consolidated Guidance |
||||||||
| Total service revenue 2 |
12,965 | Decrease of 2% to increase of 2% | ||||||
| Adjusted EBITDA 3 |
6,212 | Increase of 0% to 2% | ||||||
| Capital expenditures 4 |
2,807 | 2,700 to 2,900 | ||||||
|
Free cash flow 3 |
|
2,278 |
|
|
Increase of 2% to 4% |
| ||
| 1 | Guidance ranges presented as percentages reflect percentage increases over full-year 2019 results. |
| 2 | As defined. See “Key Performance Indicators”. |
| 3 | Adjusted EBITDA and free cash flow are non-GAAP measures and should not be considered substitutes or alternatives for GAAP measures. These are not defined terms under IFRS and do not have standard meanings, so may not be a reliable way to compare us to other companies. See “Non-GAAP Measures and Related Performance Measures” for information about these measures, including how we calculate them. |
| 4 | Includes additions to property, plant and equipment net of proceeds on disposition, but does not include expenditures for spectrum licences or additions to right-of-use assets. |
30 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 31
MANAGEMENT’S DISCUSSION AND ANALYSIS
Our spectrum holdings as at December 31, 2019 include:
| Type of spectrum |
Rogers licence |
Who it supports | ||
| 600 MHz |
20 to 40 MHz across Canada, covering 100% of the Canadian population. |
5G subscribers | ||
| 700 MHz |
24 MHz in Canada’s major geographic markets, covering 95% of the Canadian population. |
4G / 4.5G LTE subscribers; future 5G subscribers. | ||
| 850 MHz |
25 MHz across Canada. |
2G GSM, 3.5G HSPA+, 4G / 4.5G LTE subscribers; future 5G subscribers. | ||
| 1900 MHz |
60 MHz in all areas of Canada except 40 MHz in northern Quebec, 50 MHz in southern Ontario, and 40 MHz in the Yukon, Northwest Territories, and Nunavut. |
2G GSM, 3.5G HSPA+, 4G / 4.5G LTE subscribers; future 5G subscribers. | ||
| AWS 1700/2100 MHz |
40 MHz in British Columbia and Alberta, 30 MHz in southern Ontario, an additional 10 MHz in the Greater Toronto Area, and 20 MHz in the rest of Canada. |
4G / 4.5G LTE subscribers; future 5G subscribers. | ||
| 2500 MHz |
40 MHz FDD across Canada except 20 MHz in parts of Quebec and an additional 25 MHz TDD in key population areas in Quebec, Ontario, and British Columbia. |
4G, 4.5G LTE, and 5G subscribers. | ||
32 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
We also have access to additional spectrum through the following network sharing agreements:
| Type of spectrum | Kind of venture | Who it supports | ||
| 2300 MHz/3500 MHz range |
Inukshuk Wireless Partnership is a joint operation with BCE Inc. in which Rogers holds a 50% interest. Inukshuk holds licences for 30 MHz (of which 20 MHz is usable) of FDD 2300 MHz spectrum primarily in eastern Canada, including certain population centres in southern and eastern Ontario, southern Quebec, and smaller holdings in New Brunswick, Manitoba, Alberta, and British Columbia. Inukshuk also holds 3500 MHz TDD licences (between 50-175 MHz) in most of the major population centres across Canada. The current fixed wireless LTE national network utilizes the jointly held 2300 MHz and 3500 MHz spectrum bands. See “3500 MHz Spectrum Licence Band” in “Regulation In Our Industry” for more information. |
Fixed wireless subscribers. | ||
| 850 MHz, 1900 MHz AWS spectrum, 700 MHz |
Three network-sharing arrangements to enhance coverage and network capabilities:
• with Bell MTS, which covers 98% of the population across Manitoba;
• with TBayTel, that covers the combined base of customers in northwestern Ontario; and
• with Quebecor (Videotron) to provide HSPA and LTE services across the province of Quebec and Ottawa. |
3.5G / 4G HSPA+, 4G LTE subscribers. 3.5G / 4G HSPA+, 4G LTE subscribers. 3.5G / 4G LTE subscribers. | ||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 33
MANAGEMENT’S DISCUSSION AND ANALYSIS
34 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 35
MANAGEMENT’S DISCUSSION AND ANALYSIS
36 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
SUMMARY OF CONSOLIDATED RESULTS
|
Years ended December 31
|
||||||||||||
|
(In millions of dollars, except margins and per share amounts)
|
2019
|
2018 1
|
% Chg
|
|||||||||
| Revenue |
||||||||||||
| Wireless |
9,250 | 9,200 | 1 | |||||||||
| Cable |
3,954 | 3,932 | 1 | |||||||||
| Media |
2,072 | 2,168 | (4 | ) | ||||||||
| Corporate items and intercompany eliminations |
(203 | ) | (204 | ) | – | |||||||
| Revenue |
15,073 | 15,096 | – | |||||||||
| Total service revenue 2 |
12,965 | 12,974 | – | |||||||||
| Adjusted EBITDA 3 |
||||||||||||
| Wireless |
4,345 | 4,090 | 6 | |||||||||
| Cable |
1,919 | 1,874 | 2 | |||||||||
| Media |
140 | 196 | (29 | ) | ||||||||
| Corporate items and intercompany eliminations |
(192 | ) | (177 | ) | 8 | |||||||
| Adjusted EBITDA 3 |
6,212 | 5,983 | 4 | |||||||||
| Adjusted EBITDA margin 3 |
41.2% | 39.6% | 1.6 pts | |||||||||
| Net income |
2,043 | 2,059 | (1 | ) | ||||||||
| Basic earnings per share |
$ | 3.99 | $ | 4.00 | – | |||||||
| Diluted earnings per share |
$ | 3.97 | $ | 3.99 | (1 | ) | ||||||
| Adjusted net income 3 |
2,135 | 2,241 | (5 | ) | ||||||||
| Adjusted basic earnings per share 3 |
$ | 4.17 | $ | 4.35 | (4 | ) | ||||||
| Adjusted diluted earnings per share 3 |
$ | 4.15 | $ | 4.34 | (4 | ) | ||||||
| Capital expenditures |
2,807 | 2,790 | 1 | |||||||||
| Cash provided by operating activities |
4,526 | 4,288 | 6 | |||||||||
| Free cash flow 3,4 |
2,278 | 2,134 | 7 | |||||||||
| 1 | Effective January 1, 2019, we adopted IFRS 16, with the ongoing impacts of this standard included in our results prospectively from that date. Our 2018 results have not been restated for the effects of IFRS 16. See “Accounting Policies”. |
| 2 | As defined. See “Key Performance Indicators”. |
| 3 | Adjusted EBITDA, adjusted net income, and free cash flow are non-GAAP measures and should not be considered substitutes or alternatives for GAAP measures. These are not defined terms under IFRS and do not have standard meanings, so may not be a reliable way to compare us to other companies. See “Non-GAAP Measures and Related Performance Measures” for information about these measures, including how we calculate them and the ratios in which they are used. |
| 4 | 2018 free cash flow has been restated to adapt to our current definition. See “Non-GAAP Measures and Related Performance Measures” for more information. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 37
MANAGEMENT’S DISCUSSION AND ANALYSIS
38 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 39
MANAGEMENT’S DISCUSSION AND ANALYSIS
40 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 41
MANAGEMENT’S DISCUSSION AND ANALYSIS
42 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 43
MANAGEMENT’S DISCUSSION AND ANALYSIS
44 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 45
MANAGEMENT’S DISCUSSION AND ANALYSIS
46 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Below is a summary of our quarterly consolidated financial results and key performance indicators for 2019 and 2018.
QUARTERLY CONSOLIDATED FINANCIAL SUMMARY
| 2019 |
2018 1 |
|||||||||||||||||||||||||||||||||||||||||||
| (In millions of dollars, except per share amounts) |
Full Year |
Q4 |
Q3 |
Q2 |
Q1 |
Full Year |
Q4 |
Q3 |
Q2 |
Q1 |
||||||||||||||||||||||||||||||||||
| Revenue |
||||||||||||||||||||||||||||||||||||||||||||
| Wireless |
|
9,250 |
|
|
2,493 |
|
|
2,324 |
|
|
2,244 |
|
|
2,189 |
|
|
9,200 |
|
|
2,464 |
|
|
2,331 |
|
|
2,214 |
|
|
2,191 |
| ||||||||||||||
| Cable |
|
3,954 |
|
|
987 |
|
|
994 |
|
|
997 |
|
|
976 |
|
|
3,932 |
|
|
989 |
|
|
983 |
|
|
991 |
|
|
969 |
| ||||||||||||||
| Media |
|
2,072 |
|
|
530 |
|
|
483 |
|
|
591 |
|
|
468 |
|
|
2,168 |
|
|
540 |
|
|
488 |
|
|
608 |
|
|
532 |
| ||||||||||||||
| Corporate items and intercompany eliminations |
|
(203 |
) |
|
(58 |
) |
|
(47 |
) |
|
(52 |
) |
|
(46 |
) |
|
(204 |
) |
|
(55 |
) |
|
(33 |
) |
|
(57 |
) |
|
(59 |
) | ||||||||||||||
| Total revenue |
|
15,073 |
|
|
3,952 |
|
|
3,754 |
|
|
3,780 |
|
|
3,587 |
|
|
15,096 |
|
|
3,938 |
|
|
3,769 |
|
|
3,756 |
|
|
3,633 |
| ||||||||||||||
| Total service revenue 2 |
|
12,965 |
|
|
3,244 |
|
|
3,233 |
|
|
3,345 |
|
|
3,143 |
|
|
12,974 |
|
|
3,276 |
|
|
3,271 |
|
|
3,300 |
|
|
3,127 |
| ||||||||||||||
| Adjusted EBITDA |
||||||||||||||||||||||||||||||||||||||||||||
| Wireless |
|
4,345 |
|
|
1,064 |
|
|
1,138 |
|
|
1,128 |
|
|
1,015 |
|
|
4,090 |
|
|
1,028 |
|
|
1,099 |
|
|
1,029 |
|
|
934 |
| ||||||||||||||
| Cable |
|
1,919 |
|
|
497 |
|
|
499 |
|
|
478 |
|
|
445 |
|
|
1,874 |
|
|
489 |
|
|
490 |
|
|
462 |
|
|
433 |
| ||||||||||||||
| Media |
|
140 |
|
|
22 |
|
|
130 |
|
|
72 |
|
|
(84 |
) |
|
196 |
|
|
40 |
|
|
73 |
|
|
60 |
|
|
23 |
| ||||||||||||||
| Corporate items and intercompany eliminations |
|
(192 |
) |
|
(53 |
) |
|
(55 |
) |
|
(43 |
) |
|
(41 |
) |
|
(177 |
) |
|
(36 |
) |
|
(42 |
) |
|
(47 |
) |
|
(52 |
) | ||||||||||||||
| Adjusted EBITDA 3 |
|
6,212 |
|
|
1,530 |
|
|
1,712 |
|
|
1,635 |
|
|
1,335 |
|
|
5,983 |
|
|
1,521 |
|
|
1,620 |
|
|
1,504 |
|
|
1,338 |
| ||||||||||||||
| Deduct (add): |
||||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization |
|
2,488 |
|
|
638 |
|
|
627 |
|
|
614 |
|
|
609 |
|
|
2,211 |
|
|
564 |
|
|
558 |
|
|
545 |
|
|
544 |
| ||||||||||||||
| Gain on disposition of property, plant and equipment |
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
(16 |
) |
|
– |
|
|
(5 |
) |
|
– |
|
|
(11 |
) | ||||||||||||||
| Restructuring, acquisition and other |
|
139 |
|
|
38 |
|
|
42 |
|
|
39 |
|
|
20 |
|
|
210 |
|
|
94 |
|
|
47 |
|
|
26 |
|
|
43 |
| ||||||||||||||
| Finance costs |
|
840 |
|
|
230 |
|
|
215 |
|
|
206 |
|
|
189 |
|
|
793 |
|
|
205 |
|
|
176 |
|
|
193 |
|
|
219 |
| ||||||||||||||
| Other (income) expense |
|
(10 |
) |
|
(12 |
) |
|
16 |
|
|
(1 |
) |
|
(13 |
) |
|
(32 |
) |
|
(26 |
) |
|
15 |
|
|
2 |
|
|
(23 |
) | ||||||||||||||
| Net income before income tax expense |
|
2,755 |
|
|
636 |
|
|
812 |
|
|
777 |
|
|
530 |
|
|
2,817 |
|
|
684 |
|
|
829 |
|
|
738 |
|
|
566 |
| ||||||||||||||
| Income tax expense |
|
712 |
|
|
168 |
|
|
219 |
|
|
186 |
|
|
139 |
|
|
758 |
|
|
182 |
|
|
235 |
|
|
200 |
|
|
141 |
| ||||||||||||||
| Net income |
|
2,043 |
|
|
468 |
|
|
593 |
|
|
591 |
|
|
391 |
|
|
2,059 |
|
|
502 |
|
|
594 |
|
|
538 |
|
|
425 |
| ||||||||||||||
| Earnings per share: |
||||||||||||||||||||||||||||||||||||||||||||
| Basic |
$ |
3.99 |
|
$ |
0.92 |
|
$ |
1.16 |
|
$ |
1.15 |
|
$ |
0.76 |
|
$ |
4.00 |
|
$ |
0.97 |
|
$ |
1.15 |
|
$ |
1.04 |
|
$ |
0.83 |
| ||||||||||||||
| Diluted |
$ |
3.97 |
|
$ |
0.92 |
|
$ |
1.14 |
|
$ |
1.15 |
|
$ |
0.76 |
|
$ |
3.99 |
|
$ |
0.97 |
|
$ |
1.15 |
|
$ |
1.04 |
|
$ |
0.80 |
| ||||||||||||||
| Net income |
|
2,043 |
|
|
468 |
|
|
593 |
|
|
591 |
|
|
391 |
|
|
2,059 |
|
|
502 |
|
|
594 |
|
|
538 |
|
|
425 |
| ||||||||||||||
| Add (deduct): |
||||||||||||||||||||||||||||||||||||||||||||
| Restructuring, acquisition and other |
|
139 |
|
|
38 |
|
|
42 |
|
|
39 |
|
|
20 |
|
|
210 |
|
|
94 |
|
|
47 |
|
|
26 |
|
|
43 |
| ||||||||||||||
| Loss on bond forward derivatives |
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
21 |
|
|
21 |
|
|
– |
|
|
– |
|
|
– |
| ||||||||||||||
| Loss on repayment of long-term debt |
|
19 |
|
|
19 |
|
|
– |
|
|
– |
|
|
– |
|
|
28 |
|
|
– |
|
|
– |
|
|
– |
|
|
28 |
| ||||||||||||||
| Gain on disposition of property, plant and equipment |
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
(16 |
) |
|
– |
|
|
(5 |
) |
|
– |
|
|
(11 |
) | ||||||||||||||
| Income tax impact of above items |
|
(43 |
) |
|
(14 |
) |
|
(13 |
) |
|
(10 |
) |
|
(6 |
) |
|
(61 |
) |
|
(32 |
) |
|
(11 |
) |
|
(10 |
) |
|
(8 |
) | ||||||||||||||
| Income tax adjustment, legislative tax change |
|
(23 |
) |
|
– |
|
|
– |
|
|
(23 |
) |
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
| ||||||||||||||
| Adjusted net income 3 |
|
2,135 |
|
|
511 |
|
|
622 |
|
|
597 |
|
|
405 |
|
|
2,241 |
|
|
585 |
|
|
625 |
|
|
554 |
|
|
477 |
| ||||||||||||||
| Adjusted earnings per share 3: |
||||||||||||||||||||||||||||||||||||||||||||
| Basic |
$ |
4.17 |
|
$ |
1.00 |
|
$ |
1.22 |
|
$ |
1.17 |
|
$ |
0.79 |
|
$ |
4.35 |
|
$ |
1.14 |
|
$ |
1.21 |
|
$ |
1.08 |
|
$ |
0.93 |
| ||||||||||||||
| Diluted |
$ |
4.15 |
|
$ |
1.00 |
|
$ |
1.19 |
|
$ |
1.16 |
|
$ |
0.78 |
|
$ |
4.34 |
|
$ |
1.13 |
|
$ |
1.21 |
|
$ |
1.07 |
|
$ |
0.90 |
| ||||||||||||||
| Capital expenditures |
|
2,807 |
|
|
791 |
|
|
657 |
|
|
742 |
|
|
617 |
|
|
2,790 |
|
|
828 |
|
|
700 |
|
|
657 |
|
|
605 |
| ||||||||||||||
| Cash provided by operating activities |
|
4,526 |
|
|
1,166 |
|
|
1,305 |
|
|
1,057 |
|
|
998 |
|
|
4,288 |
|
|
1,051 |
|
|
1,304 |
|
|
1,048 |
|
|
885 |
| ||||||||||||||
| Free cash flow 3,4 |
|
2,278 |
|
|
497 |
|
|
767 |
|
|
609 |
|
|
405 |
|
|
2,134 |
|
|
471 |
|
|
627 |
|
|
595 |
|
|
441 |
| ||||||||||||||
| 1 | Effective January 1, 2019, we adopted IFRS 16. We have not restated prior periods. See “Accounting Policies” for more information. |
| 2 | As defined. See “Key Performance Indicators”. |
| 3 | Adjusted EBITDA, adjusted net income, adjusted basic and diluted earnings per share, and free cash flow are non-GAAP measures and should not be considered as substitutes or alternatives for GAAP measures. These are not defined terms under IFRS, and do not have standard meanings, so may not be a reliable way to compare us to other companies. See “Non-GAAP Measures and Related Performance Measures” for information about these measures, including how we calculate them. |
| 4 | 2018 free cash flow has been restated to adapt to our current definition. See “Non-GAAP Measures and Related Performance Measures” for more information. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 47
MANAGEMENT’S DISCUSSION AND ANALYSIS
48 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 49
MANAGEMENT’S DISCUSSION AND ANALYSIS
OVERVIEW OF FINANCIAL POSITION
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
| (In millions of dollars)
|
As at
|
As at
|
$ Chg
|
% Chg
|
Explanation of significant changes
| |||||||||||||
| Assets |
||||||||||||||||||
| Current assets: |
||||||||||||||||||
| Cash and cash equivalents |
|
494 |
|
|
405 |
|
|
89 |
|
|
22 |
|
See “Sources and Uses of Cash”. | |||||
| Accounts receivable |
|
2,304 |
|
|
2,236 |
|
|
68 |
|
|
3 |
|
Primarily reflects an increase in certain customer receivables. | |||||
| Inventories |
|
460 |
|
|
466 |
|
|
(6 |
) |
|
(1 |
) |
n/m | |||||
| Current portion of contract assets |
|
1,234 |
|
|
1,052 |
|
|
182 |
|
|
17 |
|
Reflects net increases in contracts with customers. | |||||
| Other current assets |
|
524 |
|
|
436 |
|
|
88 |
|
|
20 |
|
Reflects an increase in device financing receivables. | |||||
| Current portion of derivative instruments |
|
101 |
|
|
270 |
|
|
(169 |
) |
|
(63 |
) |
Primarily reflects a decrease in the fair values of our expenditure derivatives. See “Financial Risk Management”.
| |||||
| Total current assets |
|
5,117 |
|
|
4,865 |
|
|
252 |
|
|
5 |
|
||||||
| Property, plant and equipment |
|
13,934 |
|
|
13,261 |
|
|
673 |
|
|
5 |
|
Primarily reflects capital expenditures and additions to right-of-use assets, partially offset by depreciation expense. | |||||
| Intangible assets |
|
8,905 |
|
|
7,205 |
|
|
1,700 |
|
|
24 |
|
Primarily reflects the acquisition of 600 MHz spectrum licences. | |||||
| Investments |
|
2,830 |
|
|
2,134 |
|
|
696 |
|
|
33 |
|
Primarily reflects fair value increases for certain publicly traded investments. | |||||
| Derivative instruments |
|
1,478 |
|
|
1,339 |
|
|
139 |
|
|
10 |
|
Primarily reflects changes in market values of our debt derivatives as a result of the appreciation of the Cdn$ relative to the US$. See “Financial Risk Management”. | |||||
| Contract assets |
|
557 |
|
|
535 |
|
|
22 |
|
|
4 |
|
Reflects net increases in contracts with customers. | |||||
| Other long-term assets |
|
275 |
|
|
132 |
|
|
143 |
|
|
108 |
|
Reflects an increase in device financing receivables. | |||||
| Goodwill
|
|
3,923
|
|
|
3,905
|
|
|
18
|
|
|
–
|
|
n/m
| |||||
| Total assets
|
|
37,019
|
|
|
33,376
|
|
|
3,643
|
|
|
11
|
|
||||||
| Liabilities and shareholders’ equity |
||||||||||||||||||
| Current liabilities: |
||||||||||||||||||
| Short-term borrowings |
|
2,238 |
|
|
2,255 |
|
|
(17 |
) |
|
(1 |
) |
Reflects net repayments under our US CP program. | |||||
| Accounts payable and accrued liabilities |
|
3,033 |
|
|
2,997 |
|
|
36 |
|
|
1 |
|
Primarily reflects an overall increase in trade payables as a result of the timing of payments made. | |||||
| Income tax payable |
|
48 |
|
|
177 |
|
|
(129 |
) |
|
(73 |
) |
Reflects the timing of tax installments. | |||||
| Other current liabilities |
|
141 |
|
|
132 |
|
|
9 |
|
|
7 |
|
n/m | |||||
| Contract liabilities |
|
224 |
|
|
233 |
|
|
(9 |
) |
|
(4 |
) |
n/m | |||||
| Current portion of long-term debt |
|
– |
|
|
900 |
|
|
(900 |
) |
|
(100 |
) |
Reflects the repayment of a total of $900 million in senior notes that were due in 2019. | |||||
| Current portion of lease liabilities |
|
230 |
|
|
190 |
|
|
40 |
|
|
21 |
|
Reflects liabilities related to new leases entered into during the year. | |||||
| Current portion of derivative instruments |
|
50 |
|
|
87 |
|
|
(37 |
) |
|
(43 |
) |
Reflects the exercise of our bond forwards, partially offset by an increase in the fair value of our short-term US CP debt derivatives. See “Financial Risk Management”.
| |||||
| Total current liabilities
|
|
5,964
|
|
|
6,971 |
|
|
(1,007 |
) |
|
(14 |
) |
||||||
| Provisions |
|
36 |
|
|
35 |
|
|
1 |
|
|
3 |
|
n/m | |||||
| Long-term debt |
|
15,967 |
|
|
13,390 |
|
|
2,577 |
|
|
19 |
|
Primarily reflects the net issuance of senior notes during the year. See “Managing our Liquidity and Financial Resources”. | |||||
| Derivative instruments |
|
90 |
|
|
22 |
|
|
68 |
|
|
n/m |
|
Reflects changes in market values of our debt derivatives, primarily as a result of the appreciation of the Cdn$ relative to the US$. See “Financial Risk Management”. | |||||
| Lease liabilities |
|
1,495 |
|
|
1,355 |
|
|
140 |
|
|
10 |
|
Reflects liabilities related to new leases entered into during the year. | |||||
| Other long-term liabilities |
|
614 |
|
|
546 |
|
|
68 |
|
|
12 |
|
Primarily reflects an increase in our net pension liability. | |||||
| Deferred tax liabilities |
|
3,437 |
|
|
2,901 |
|
|
536 |
|
|
18 |
|
Primarily reflects an increase in temporary differences between the accounting and tax bases for certain assets.
| |||||
| Total liabilities |
|
27,603 |
|
|
25,220 |
|
|
2,383 |
|
|
9 |
|
||||||
| Shareholders’ equity
|
|
9,416
|
|
|
8,156
|
|
|
1,260
|
|
|
15
|
|
Reflects changes in retained earnings and equity reserves.
| |||||
| Total liabilities and shareholders’ equity
|
|
37,019
|
|
|
33,376
|
|
|
3,643
|
|
|
11
|
|
||||||
| 1 | Effective January 1, 2019, we adopted IFRS 16. We have not restated comparatives for 2018. We will therefore use January 1, 2019 figures for comparative purposes. See “Accounting Policies”. |
50 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Managing Our Liquidity and Financial Resources
OPERATING, INVESTING, AND FINANCING ACTIVITIES
| Years ended December 31
|
||||||||
| (In millions of dollars)
|
2019
|
2018
|
||||||
| Cash provided by operating activities before changes in non-cash working capital items, income taxes paid, and interest paid |
5,843 | 5,498 | ||||||
| Change in non-cash operating working capital items
|
|
(138
|
)
|
|
(114
|
)
| ||
| Cash provided by operating activities before income taxes paid and interest paid |
5,705 | 5,384 | ||||||
| Income taxes paid |
(400 | ) | (370 | ) | ||||
| Interest paid
|
|
(779
|
)
|
|
(726
|
)
| ||
| Cash provided by operating activities
|
|
4,526
|
|
|
4,288
|
| ||
| Investing activities: |
||||||||
| Capital expenditures |
(2,807 | ) | (2,790 | ) | ||||
| Additions to program rights |
(60 | ) | (54 | ) | ||||
| Changes in non-cash working capital related to capital expenditures and intangible assets |
(35 | ) | (125 | ) | ||||
| Acquisitions and other strategic transactions, net of cash acquired |
(1,731 | ) | – | |||||
| Other
|
|
21
|
|
|
25
|
| ||
| Cash used in investing activities
|
|
(4,612
|
)
|
|
(2,944
|
)
| ||
| Financing activities: |
||||||||
| Net proceeds received on short-term borrowings |
30 | 508 | ||||||
| Net issuance (repayment) of long-term debt |
2,184 | (823 | ) | |||||
| Net (payments) proceeds on settlement of debt derivatives and forward contracts |
(121 | ) | 388 | |||||
| Transaction costs incurred |
(61 | ) | (18 | ) | ||||
| Principal payments of lease liabilities 1 |
(167 | ) | – | |||||
| Repurchase of Class B Non-Voting Shares |
(655 | ) | – | |||||
| Dividends paid |
(1,016 | ) | (988 | ) | ||||
| Other |
(19 | ) | – | |||||
| Cash provided by (used in) financing activities
|
|
175
|
|
|
(933
|
)
| ||
| Change in cash and cash equivalents |
89 | 411 | ||||||
| Cash and cash equivalents (bank advances), beginning of year
|
|
405
|
|
|
(6
|
)
| ||
| Cash and cash equivalents, end of year
|
|
494
|
|
|
405
|
| ||
| 1 | Effective January 1, 2019, we adopted IFRS 16. We have not restated comparatives for 2018. See “Accounting Policies” for more information. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 51
MANAGEMENT’S DISCUSSION AND ANALYSIS
In April 2019, we entered into a US$2.2 billion ($2.9 billion) non-revolving credit facility. During 2019, we borrowed US$420 million ($561 million) and subsequently repaid US$420 million ($564 million) on this facility. Concurrent with the borrowings, we entered into debt derivatives to hedge the foreign currency risk associated with the borrowings under the non-revolving credit facility. We did not designate these debt derivatives as hedges for accounting purposes. In May 2019, we cancelled the non-revolving credit facility.
The table below summarizes the activity relating to our short-term borrowings for the years ended December 31, 2019 and 2018.
| Year ended December 31, 2019 | Year ended December 31, 2018 | |||||||||||||||||||||||
| (In millions of dollars, except exchange rates) | Notional (US$) |
Exchange rate |
Notional (Cdn$) |
Notional (US$) |
Exchange rate |
Notional (Cdn$) |
||||||||||||||||||
| Proceeds received from US commercial paper |
12,897 | 1.328 | 17,127 | 15,262 | 1.294 | 19,752 | ||||||||||||||||||
| Repayment of US commercial paper
|
|
(12,876
|
)
|
|
1.328
|
|
|
(17,094
|
)
|
|
(14,858
|
)
|
|
1.295
|
|
|
(19,244
|
)
| ||||||
| Net proceeds received from US commercial paper
|
|
33
|
|
|
508
|
| ||||||||||||||||||
| Proceeds received from accounts receivable securitization |
– | 225 | ||||||||||||||||||||||
| Repayment of accounts receivable securitization
|
|
–
|
|
|
(225
|
)
| ||||||||||||||||||
| Net proceeds received from accounts receivable securitization |
– | – | ||||||||||||||||||||||
| Proceeds received from credit facilities |
420 | 1.336 | 561 | – | – | – | ||||||||||||||||||
| Repayment of credit facilities
|
|
(420
|
)
|
|
1.343
|
|
|
(564
|
)
|
|
–
|
|
|
–
|
|
|
–
|
| ||||||
| Net repayment of credit facilities
|
|
(3
|
)
|
|
–
|
| ||||||||||||||||||
| Net proceeds received on short-term borrowings
|
|
30
|
|
|
508
|
| ||||||||||||||||||
Long-term debt
Our long-term debt consists of amounts outstanding under our bank and letter of credit facilities and the senior notes and debentures we have issued. The tables below summarize the activity relating to our long-term debt for the years ended December 31, 2019 and 2018.
| Year ended December 31, 2019 | Year ended December 31, 2018 | |||||||||||||||||||||||
| (In millions of dollars, except exchange rates) | Notional (US$) |
Exchange rate |
Notional (Cdn$) |
Notional (US$) |
Exchange rate |
Notional (Cdn$) |
||||||||||||||||||
| Credit facility borrowings (US$) |
– | – | – | 125 | 1.257 | 157 | ||||||||||||||||||
| Credit facility repayments (US$) |
– | – | – | (125 | ) | 1.256 | (157 | ) | ||||||||||||||||
| Net borrowings under credit facilities |
– | – | ||||||||||||||||||||||
| Senior note issuances (Cdn$) |
1,000 | – | ||||||||||||||||||||||
| Senior note issuances (US$) |
2,250 | 1.326 | 2,984 | 750 | 1.251 | 938 | ||||||||||||||||||
| Total senior note issuances |
3,984 | 938 | ||||||||||||||||||||||
| Senior note repayments (Cdn$) |
(1,800 | ) | – | |||||||||||||||||||||
| Senior note repayments (US$) |
– | – | – | (1,400 | ) | 1.258 | (1,761 | ) | ||||||||||||||||
| Total senior note repayments |
(1,800 | ) | (1,761 | ) | ||||||||||||||||||||
| Net issuance (repayment) of senior notes |
2,184 | (823 | ) | |||||||||||||||||||||
| Net issuance (repayment) of long-term debt |
2,184 | (823 | ) | |||||||||||||||||||||
52 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
| Years ended December 31 | ||||||||
| (In millions of dollars) | 2019 | 2018 | ||||||
| Long-term debt net of transaction costs, beginning of year |
14,290 | 14,448 | ||||||
| Net issuance (repayment) of long-term debt |
2,184 | (823 | ) | |||||
| (Gain) loss on foreign exchange |
(458 | ) | 672 | |||||
| Deferred transaction costs incurred |
(61 | ) | (18 | ) | ||||
| Amortization of deferred transaction costs |
12 | 11 | ||||||
| Long-term debt net of transaction costs, end of year |
15,967 | 14,290 | ||||||
The revolving credit facility is unsecured, guaranteed by RCCI, and ranks equally with all of our senior notes and debentures.
Issuance of senior notes and related debt derivatives
Below is a summary of the senior notes that we issued in 2018 and 2019. In 2019, the proceeds were used to purchase 600 MHz spectrum licences, to repay senior notes maturing in 2019 and 2020, and for general corporate purposes. In 2018, the proceeds were used to repay maturing senior notes and for general corporate purposes.
| (In millions of dollars, except interest rates and discounts) | ||||||||||||||||||||||||
| Date issued | Principal amount |
Due date |
Interest rate |
Discount/premium at issuance |
Total gross proceeds 1 (Cdn$) |
Transaction costs and discounts 2 (Cdn$) |
||||||||||||||||||
| 2019 issuances |
||||||||||||||||||||||||
| April 30, 2019 |
1,000 | 2029 | 3.250% | 99.746% | 1,000 | 7 | ||||||||||||||||||
| April 30, 2019 |
US 1,250 | 2049 | 4.350% | 99.667% | 1,676 | 20 | ||||||||||||||||||
| November 12, 2019 |
US 1,000 | 2049 | 3.700% | 98.926% | 1,308 | 25 | ||||||||||||||||||
| 2018 issuances |
||||||||||||||||||||||||
| February 8, 2018 |
US 750 | 2048 | 4.300% | 99.398% | 938 | 16 | ||||||||||||||||||
| 1 | Gross proceeds before transaction costs, discounts, and premiums. |
| 2 | Transaction costs, discounts, and premiums are included as deferred transaction costs and discounts in the carrying value of the long-term debt, and recognized in net income using the effective interest method. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 53
MANAGEMENT’S DISCUSSION AND ANALYSIS
LIQUIDITY
Below is a summary of our total available liquidity under our bank credit facilities, letters of credit facilities, and short-term borrowings.
| As at December 31, 2019 (In millions of dollars) |
||||||||||||||||||||
| Total available |
Drawn |
Letters of credit |
US CP program 1 |
Net available |
||||||||||||||||
| Bank credit facilities: |
||||||||||||||||||||
| Revolving |
|
3,200 |
|
|
– |
|
|
8 |
|
|
1,593 |
|
|
1,599 |
| |||||
| Outstanding letters of credit |
|
101 |
|
|
– |
|
|
101 |
|
|
– |
|
|
– |
| |||||
| Total bank credit facilities |
|
3,301 |
|
|
– |
|
|
109 |
|
|
1,593 |
|
|
1,599 |
| |||||
| Accounts receivable securitization |
|
1,050 |
|
|
650 |
|
|
– |
|
|
– |
|
|
400 |
| |||||
| Cash and cash equivalents |
|
494 |
|
|
– |
|
|
– |
|
|
494 |
| ||||||||
| Total |
|
4,845 |
|
|
650 |
|
|
109 |
|
|
1,593 |
|
|
2,493 |
| |||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |||||
| As at December 31, 2018 (In millions of dollars) |
||||||||||||||||||||
| Total available |
Drawn |
Letters of credit |
US CP program 1 |
Net available |
||||||||||||||||
| Bank credit facilities: |
||||||||||||||||||||
| Revolving |
|
3,200 |
|
|
– |
|
|
9 |
|
|
1,605 |
|
|
1,586 |
| |||||
| Outstanding letters of credit |
|
982 |
|
|
– |
|
|
982 |
|
|
– |
|
|
– |
| |||||
| Total bank credit facilities |
|
4,182 |
|
|
– |
|
|
991 |
|
|
1,605 |
|
|
1,586 |
| |||||
| Accounts receivable securitization |
|
1,050 |
|
|
650 |
|
|
– |
|
|
– |
|
|
400 |
| |||||
| Cash and cash equivalents |
|
405 |
|
|
– |
|
|
– |
|
|
– |
|
|
405 |
| |||||
| Total |
|
5,637 |
|
|
650 |
|
|
991 |
|
|
1,605 |
|
|
2,391 |
| |||||
| 1 | Amounts presented are inclusive of the outstanding discounts on issuance. |
54 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 55
MANAGEMENT’S DISCUSSION AND ANALYSIS
We use derivative instruments from time to time to manage risks related to our business activities, summarized as follows:
| Derivative |
The risk they manage |
Types of derivative instruments |
||||
| Debt derivatives | Impact of fluctuations in foreign exchange rates on principal and interest payments for US dollar-denominated senior notes and debentures, credit facility borrowings, commercial paper borrowings, and certain lease liabilities
|
Cross-currency interest rate exchange agreements
Forward foreign exchange agreements (from time to time as necessary) |
||||
| Bond forwards | Impact of fluctuations in market interest rates on forecast interest payments for expected long-term debt
|
Forward interest rate agreements |
||||
| Expenditure derivatives | Impact of fluctuations in foreign exchange rates on forecast US dollar-denominated expenditures
|
Forward foreign exchange agreements and foreign exchange option agreements
|
||||
| Equity derivatives | Impact of fluctuations in share price on stock-based compensation expense
|
Total return swap agreements |
56 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Debt derivatives related to credit facilities and US CP
During the year, we entered into debt derivatives related to our credit facility and US CP borrowings as a result of a favourable interest rate spread obtained from borrowing funds in US dollars. We used these derivatives to offset the foreign exchange and interest rate risk on our US dollar-denominated credit facility and commercial paper borrowings.
Below is a summary of the debt derivatives we entered and settled related to our credit facility borrowings and commercial paper program during 2019 and 2018.
| Year ended December 31, 2019 |
Year ended December 31, 2018 |
|||||||||||||||||||||||
| (In millions of dollars, except exchange rates) | Notional (US$) |
Exchange rate |
Notional (Cdn$) |
Notional (US$) |
Exchange rate |
Notional (Cdn$) |
||||||||||||||||||
| Credit facilities |
||||||||||||||||||||||||
| Debt derivatives entered |
|
420 |
|
|
1.336 |
|
|
561 |
|
|
125 |
|
|
1.257 |
|
|
157 |
| ||||||
| Debt derivatives settled |
|
420 |
|
|
1.343 |
|
|
564 |
|
|
125 |
|
|
1.256 |
|
|
157 |
| ||||||
| Net cash received (paid) |
|
3 |
|
|
(1 |
) | ||||||||||||||||||
| Commercial paper program |
||||||||||||||||||||||||
| Debt derivatives entered |
|
12,897 |
|
|
1.328 |
|
|
17,127 |
|
|
15,262 |
|
|
1.294 |
|
|
19,751 |
| ||||||
| Debt derivatives settled |
|
12,847 |
|
|
1.329 |
|
|
17,069 |
|
|
14,833 |
|
|
1.291 |
|
|
19,148 |
| ||||||
| Net cash (paid) received |
|
(13 |
) |
|
63 |
| ||||||||||||||||||
Lease liabilities
During 2019, we entered into US$70 million notional amount ($91 million) of debt derivatives related to our outstanding US dollar-denominated lease liabilities at an average rate of $1.318/US$. These derivatives settle on a monthly basis over the next 36 months to satisfy all future US dollar-denominated lease payments. We did not settle any debt derivatives related to our lease liabilities during the year.
BOND FORWARDS
During 2018, after determining we would not be able to exercise our $900 million notional amount of outstanding bond forwards within the designated time frame, we discontinued hedge accounting and reclassified a $21 million loss from the hedging reserve within shareholders’ equity to “change in fair value of derivative instruments” within finance costs. We subsequently extended the bond forwards and redesignated them as effective hedges.
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 57
MANAGEMENT’S DISCUSSION AND ANALYSIS
During 2019, we exercised our $500 million notional bond forward due 2019 in relation to the issuance of the $1 billion senior notes due 2029 and paid $54 million to settle the derivative. We also exercised our $400 million notional bond forward due 2019 in relation to the issuance of the US$1.25 billion senior notes due 2049 and paid $57 million to settle the derivative. We did not enter into or settle any other bond forwards during 2019 or 2018. As at December 31, 2019, we had no outstanding bond forwards.
EXPENDITURE DERIVATIVES
We use foreign currency derivative contracts (expenditure derivatives) to hedge the foreign exchange risk on the notional amount of certain forecast US dollar-denominated expenditures. Below is a summary of the expenditure derivatives we entered and settled to manage foreign exchange risk related to certain forecast expenditures.
|
|
Year ended December 31, 2019 |
Year ended December 31, 2018 |
||||||||||||||||||||||
| (In millions of dollars, except exchange rates) | Notional (US$) |
Exchange rate |
Notional (Cdn$) |
Notional (US$) |
Exchange rate |
Notional (Cdn$) |
||||||||||||||||||
|
Expenditure derivatives entered |
|
810 |
|
|
1.321 |
|
|
1,070 |
|
|
720 |
|
|
1.244 |
|
|
896 |
| ||||||
|
Expenditure derivatives settled |
|
900 |
|
|
1.249 |
|
|
1,124 |
|
|
840 |
|
|
1.301 |
|
|
1,093 |
| ||||||
58 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
DIVIDENDS AND SHARE INFORMATION
DIVIDENDS
Below is a summary of the dividends that have been declared and paid on RCI’s outstanding Class A Shares and Class B Non-Voting Shares.
| Declaration date |
Record date | Payment date | Dividend per share (dollars) |
Dividends paid (in millions of dollars) |
||||||||
|
January 24, 2019
|
March 12, 2019
|
April 1, 2019
|
|
0.50
|
|
|
257
|
| ||||
|
April 18, 2019
|
June 10, 2019
|
July 2, 2019
|
|
0.50
|
|
|
256
|
| ||||
|
June 5, 2019
|
September 9, 2019
|
October 1, 2019
|
|
0.50
|
|
|
256
|
| ||||
|
October 23, 2019
|
December 11, 2019
|
January 2, 2020
|
|
0.50
|
|
|
253
|
| ||||
|
January 25, 2018
|
March 12, 2018
|
April 3, 2018
|
|
0.48
|
|
|
247
|
| ||||
|
April 19, 2018
|
June 11, 2018
|
July 3, 2018
|
|
0.48
|
|
|
247
|
| ||||
|
August 15, 2018
|
September 14, 2018
|
October 3, 2018
|
|
0.48
|
|
|
247
|
| ||||
|
October 19, 2018
|
December 11, 2018
|
January 3, 2019
|
|
0.48
|
|
|
247
|
| ||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 59
MANAGEMENT’S DISCUSSION AND ANALYSIS
60 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
COMMITMENTS AND CONTRACTUAL OBLIGATIONS
CONTRACTUAL OBLIGATIONS
Below is a summary of our obligations under firm contractual arrangements as at December 31, 2019. See notes 3, 21, and 27 to our 2019 Audited Consolidated Financial Statements for more information.
| (In millions of dollars) | Less than 1 Year |
1-3 Years | 4-5 Years | After 5 Years |
Total | |||||||||||||||
| Short-term borrowings |
|
2,238 |
|
|
– |
|
|
– |
|
|
– |
|
|
2,238 |
| |||||
| Long-term debt 1 |
|
– |
|
|
2,050 |
|
|
2,353 |
|
|
11,727 |
|
|
16,130 |
| |||||
| Net interest payments |
|
735 |
|
|
1,299 |
|
|
1,121 |
|
|
8,763 |
|
|
11,918 |
| |||||
| Lease liabilities |
|
230 |
|
|
413 |
|
|
326 |
|
|
1,251 |
|
|
2,220 |
| |||||
| Debt derivative instruments 2 |
|
– |
|
|
– |
|
|
(361 |
) |
|
(516 |
) |
|
(877 |
) | |||||
| Expenditure derivative instruments 2 |
|
1 |
|
|
– |
|
|
– |
|
|
– |
|
|
1 |
| |||||
| Player contracts 3 |
|
95 |
|
|
108 |
|
|
45 |
|
|
– |
|
|
248 |
| |||||
| Purchase obligations 4 |
|
312 |
|
|
215 |
|
|
92 |
|
|
41 |
|
|
660 |
| |||||
| Property, plant and equipment |
|
106 |
|
|
93 |
|
|
1 |
|
|
– |
|
|
200 |
| |||||
| Intangible assets |
|
44 |
|
|
19 |
|
|
– |
|
|
– |
|
|
63 |
| |||||
| Program rights 5 |
|
620 |
|
|
1,111 |
|
|
1,052 |
|
|
830 |
|
|
3,613 |
| |||||
| Other long-term liabilities |
|
– |
|
|
12 |
|
|
7 |
|
|
7 |
|
|
26 |
| |||||
| Total |
|
4,381 |
|
|
5,320 |
|
|
4,636 |
|
|
22,103 |
|
|
36,440 |
| |||||
| 1 | Principal obligations of long-term debt (including current portion) due at maturity. |
| 2 | Net (receipts) disbursements due at maturity. US dollar amounts have been translated into Canadian dollars at the Bank of Canada year-end rate. |
| 3 | Toronto Blue Jays players’ salary contracts into which we have entered and are contractually obligated to pay. |
| 4 | Contractual obligations under service, product, and wireless device contracts to which we have committed. |
| 5 | Agreements into which we have entered to acquire broadcasting rights for sports broadcasting programs and films for periods in excess of one year at contract inception. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 61
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 63
MANAGEMENT’S DISCUSSION AND ANALYSIS
64 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
As outlined in the table below, the total cost to Rogers of these payments in 2019 was $1,127 million.
| (In millions of dollars) |
||||||||||||||||||||||||
| Income taxes |
Unrecoverable sales taxes |
Payroll taxes |
Regulatory and spectrum fees 1 |
Property and business taxes |
Total taxes and other payments |
|||||||||||||||||||
| Total payments |
|
400 |
|
|
9 |
|
|
136 |
|
|
532 |
|
|
50 |
|
|
1,127 |
| ||||||
| 1 | Includes an allocation of $252 million relating to the $3.3 billion, $24 million, and $1.7 billion we paid for the acquisition of spectrum licences in 2014, 2015, and 2019, respectively. |
We also collected on behalf of the government $1,957 million in sales taxes on our products and services and $618 million in employee payroll taxes.
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 65
MANAGEMENT’S DISCUSSION AND ANALYSIS
66 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 67
MANAGEMENT’S DISCUSSION AND ANALYSIS
68 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 69
MANAGEMENT’S DISCUSSION AND ANALYSIS
70 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 71
MANAGEMENT’S DISCUSSION AND ANALYSIS
72 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 73
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 75
MANAGEMENT’S DISCUSSION AND ANALYSIS
76 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 77
MANAGEMENT’S DISCUSSION AND ANALYSIS
78 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 79
MANAGEMENT’S DISCUSSION AND ANALYSIS
80 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 81
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 83
MANAGEMENT’S DISCUSSION AND ANALYSIS
84 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 85
MANAGEMENT’S DISCUSSION AND ANALYSIS
EFFECT OF IFRS 16 TRANSITION
Below is a summary of the IFRS 16 adjustments on certain key financial metrics from our Consolidated Statement of Financial Position as at January 1, 2019.
| (in millions of dollars)
|
Reference
|
As reported as at December 31, 2018
|
Effect of
|
Subsequent to January 1, 2019
|
||||||||||||
| Assets |
||||||||||||||||
| Current assets: |
||||||||||||||||
| Other current assets |
|
459 |
|
|
(23 |
) |
|
436 |
| |||||||
| Remainder of current assets
|
|
4,429
|
|
|
–
|
|
|
4,429
|
| |||||||
| Total current assets |
|
4,888 |
|
|
(23 |
) |
|
4,865 |
| |||||||
| Property, plant and equipment |
|
i |
|
|
11,780 |
|
|
1,481 |
|
|
13,261 |
| ||||
| Remainder of long-term assets
|
|
15,250
|
|
|
–
|
|
|
15,250
|
| |||||||
| Total assets |
|
|
|
31,918 | 1,458 | 33,376 | ||||||||||
| Liabilities and shareholders’ equity |
||||||||||||||||
| Current liabilities: |
||||||||||||||||
| Accounts payable and accrued liabilities |
|
3,052 |
|
|
(55 |
) |
|
2,997 |
| |||||||
| Current portion of lease liabilities |
|
i |
|
|
– |
|
|
190 |
|
|
190 |
| ||||
| Remainder of current liabilities
|
|
3,784
|
|
|
–
|
|
|
3,784
|
| |||||||
| Total current liabilities |
|
6,836 |
|
|
135 |
|
|
6,971 |
| |||||||
| Lease liabilities |
|
i |
|
|
– |
|
|
1,355 |
|
|
1,355 |
| ||||
| Deferred tax liabilities |
|
2,910 |
|
|
(9 |
) |
|
2,901 |
| |||||||
| Remainder of long-term liabilities
|
|
13,993
|
|
|
–
|
|
|
13,993
|
| |||||||
| Total liabilities |
|
23,739 |
|
|
1,481 |
|
|
25,220 |
| |||||||
| Shareholders’ equity
|
|
8,179
|
|
|
(23
|
)
|
|
8,156
|
| |||||||
| Total liabilities and shareholders’ equity |
|
|
|
31,918 | 1,458 | 33,376 | ||||||||||
86 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 87
MANAGEMENT’S DISCUSSION AND ANALYSIS
88 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NON-GAAP MEASURES AND RELATED PERFORMANCE MEASURES
We use the following non-GAAP measures and related performance measures. These are reviewed regularly by management and the Board in assessing our performance and making decisions regarding the ongoing operations of our business and its ability to generate cash flows. Some or all of these measures may also be used by investors, lending institutions, and credit rating agencies as indicators of our operating performance, of our ability to incur and service debt, and as measurements to value companies in the telecommunications sector. These are not recognized measures under GAAP and do not have standard meanings under IFRS, so may not be reliable ways to compare us to other companies.
|
Non-GAAP
measure
|
How and why we use it
|
How we calculate it
|
Most comparable measure
| |||
|
Adjusted EBITDA
Adjusted EBITDA margin |
• To evaluate the performance of our businesses, and when making decisions about the ongoing operations of the business and our ability to generate cash flows. • We believe that certain investors and analysts use adjusted EBITDA to measure our ability to service debt and to meet other payment obligations. • We also use it as one component in determining short-term incentive compensation for all management employees. |
Adjusted EBITDA: Net income add (deduct) income tax expense (recovery); finance costs; depreciation and amortization; other expense (income); restructuring, acquisition and other; and loss (gain) on disposition of property, plant and equipment.
Adjusted EBITDA margin: Adjusted EBITDA divided by revenue.
|
Net income | |||
|
Adjusted net income
Adjusted basic and diluted earnings per share |
• To assess the performance of our businesses before the effects of the noted items, because they affect the comparability of our financial results and could potentially distort the analysis of trends in business performance. Excluding these items does not imply that they are non-recurring. |
Adjusted net income: Net income add (deduct) restructuring, acquisition and other; loss (recovery) on sale or wind down of investments; loss (gain) on disposition of property, plant and equipment; (gain) on acquisitions; loss on non-controlling interest purchase obligations; loss on repayment of long-term debt; loss on bond forward derivatives; and income tax adjustments on these items, including adjustments as a result of legislative changes.
Adjusted basic and diluted earnings per share: Adjusted net income and adjusted net income including the dilutive effect of stock-based compensation divided by basic and diluted weighted average shares outstanding.
|
Net income
Basic and diluted earnings per share | |||
|
Free cash flow 1 |
• To show how much cash we have available to repay debt and reinvest in our company, which is an important indicator of our financial strength and performance. • We believe that some investors and analysts use free cash flow to value a business and its underlying assets.
|
Adjusted EBITDA deduct capital expenditures; interest on borrowings net of capitalized interest; and cash income taxes.
|
Cash provided by operating activities | |||
|
Adjusted net debt |
• To conduct valuation-related analysis and make decisions about capital structure. • We believe this helps investors and analysts analyze our enterprise and equity value and assess our leverage. |
Total long-term debt add (deduct) current portion of long-term debt; deferred transaction costs and discounts; net debt derivative (assets) liabilities; credit risk adjustment related to net debt derivatives; current portion of lease liabilities; lease liabilities; bank advances (cash and cash equivalents); and short-term borrowings.
|
Long-term debt | |||
|
Debt leverage ratio |
• To conduct valuation-related analysis and make decisions about capital structure. • We believe this helps investors and analysts analyze our enterprise and equity value and assess our leverage.
|
Adjusted net debt (defined above) divided by 12-month trailing adjusted EBITDA (defined above).
|
Long-term debt divided by net income |
| 1 | Effective January 1, 2019, we redefined free cash flow such that we no longer adjust for the “net change in contract asset and deferred commission cost asset balances”. We redefined free cash flow to simplify this measure and we believe removing it will make us more comparable within our industry. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 89
MANAGEMENT’S DISCUSSION AND ANALYSIS
90 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
SUMMARY OF FINANCIAL RESULTS OF LONG-TERM DEBT GUARANTOR
Our outstanding public debt, amounts drawn on our $3.3 billion bank credit and letter of credit facilities, and derivatives are unsecured obligations of RCI, as obligor, and RCCI, as either co-obligor or guarantor, as applicable.
The selected unaudited consolidating summary financial information for RCI for the periods identified below, presented with a separate column for: (i) RCI, (ii) RCCI, (iii) our non-guarantor subsidiaries on a combined basis, (iv) consolidating adjustments, and (v) the total consolidated amounts, is set forth as follows:
| Years ended December 31 (unaudited) (In millions of dollars) |
RCI 1 |
RCCI 1 |
Non-guarantor |
Consolidating |
Total |
|||||||||||||||||||||||||||||||||||
|
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
|||||||||||||||||||||||||||||||
| Selected Statements of Income data measure: |
||||||||||||||||||||||||||||||||||||||||
| Revenue |
|
– |
|
|
11 |
|
|
13,129 |
|
|
13,073 |
|
|
2,159 |
|
|
2,225 |
|
|
(215 |
) |
|
(213 |
) |
|
15,073 |
|
|
15,096 |
| ||||||||||
| Net income (loss) |
|
2,043 |
|
|
2,059 |
|
|
1,732 |
|
|
1,818 |
|
|
184 |
|
|
348 |
|
|
(1,916 |
) |
|
(2,166 |
) |
|
2,043 |
|
|
2,059 |
| ||||||||||
| As at December 31 (unaudited) (In millions of dollars) |
RCI 1 |
RCCI 1,2 |
Non-guarantor |
Consolidating |
Total |
|||||||||||||||||||||||||||||||||||
|
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
|||||||||||||||||||||||||||||||
| Selected Statements of Financial Position data measure: |
||||||||||||||||||||||||||||||||||||||||
| Current assets |
|
26,571 |
|
|
24,687 |
|
|
24,447 |
|
|
22,870 |
|
|
10,552 |
|
|
10,256 |
|
|
(56,453 |
) |
|
(52,925 |
) |
|
5,117 |
|
|
4,888 |
| ||||||||||
| Non-current assets |
|
30,048 |
|
|
27,485 |
|
|
26,342 |
|
|
22,396 |
|
|
3,710 |
|
|
3,700 |
|
|
(28,198 |
) |
|
(26,551 |
) |
|
31,902 |
|
|
27,030 |
| ||||||||||
| Current liabilities |
|
26,550 |
|
|
25,995 |
|
|
29,201 |
|
|
27,170 |
|
|
8,278 |
|
|
8,206 |
|
|
(58,065 |
) |
|
(54,535 |
) |
|
5,964 |
|
|
6,836 |
| ||||||||||
|
Non-current liabilities |
|
17,869 |
|
|
15,149 |
|
|
4,938 |
|
|
3,025 |
|
|
138 |
|
|
110 |
|
|
(1,306 |
) |
|
(1,381 |
) |
|
21,639 |
|
|
16,903 |
| ||||||||||
| 1 | For the purposes of this table, investments in subsidiary companies are accounted for by the equity method. |
| 2 | Amounts recorded in current liabilities and non-current liabilities for RCCI do not include any obligations arising as a result of being a guarantor or co-obligor, as the case may be, under any of RCI’s long-term debt. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 91
MANAGEMENT’S DISCUSSION AND ANALYSIS
FIVE-YEAR SUMMARY OF CONSOLIDATED FINANCIAL RESULTS
| (In millions of dollars, except per share amounts,
subscriber count
|
As at or years ended December 31 |
|||||||||||||||||||
| 2019 |
2018 1 |
2017 2 |
2016 3 |
2015 3 |
||||||||||||||||
|
Revenue |
||||||||||||||||||||
| Wireless |
9,250 | 9,200 | 8,569 | 7,916 | 7,651 | |||||||||||||||
| Cable |
3,954 | 3,932 | 3,894 | 3,871 | 3,870 | |||||||||||||||
| Media |
2,072 | 2,168 | 2,153 | 2,146 | 2,079 | |||||||||||||||
| Corporate items and intercompany eliminations
|
(203 | ) | (204 | ) | (247 | ) | (231 | ) | (186 | ) | ||||||||||
|
Total revenue |
15,073 | 15,096 | 14,369 | 13,702 | 13,414 | |||||||||||||||
| Total service revenue 4
|
12,965 | 12,974 | 12,550 | 13,027 | 12,649 | |||||||||||||||
|
Adjusted EBITDA 5 |
||||||||||||||||||||
| Wireless |
4,345 | 4,090 | 3,726 | 3,262 | 3,217 | |||||||||||||||
| Cable |
1,919 | 1,874 | 1,819 | 1,773 | 1,751 | |||||||||||||||
| Media |
140 | 196 | 127 | 159 | 167 | |||||||||||||||
| Corporate items and intercompany eliminations
|
(192 | ) | (177 | ) | (170 | ) | (163 | ) | (159 | ) | ||||||||||
| Total adjusted EBITDA |
|
6,212 |
|
|
5,983 |
|
|
5,502 |
|
|
5,031 |
|
|
4,976 |
| |||||
|
Net income |
2,043 | 2,059 | 1,845 | 835 | 1,342 | |||||||||||||||
| Adjusted net income 5
|
2,135 | 2,241 | 1,902 | 1,432 | 1,433 | |||||||||||||||
|
Cash provided by operating activities |
4,526 | 4,288 | 3,938 | 3,957 | 3,747 | |||||||||||||||
| Free cash flow 5 |
2,278 | 2,134 | 1,685 | 1,705 | 1,676 | |||||||||||||||
| Capital expenditures |
2,807 | 2,790 | 2,436 | 2,352 | 2,440 | |||||||||||||||
| Earnings per share |
||||||||||||||||||||
| Basic |
$ | 3.99 | $ | 4.00 | $ | 3.58 | $ | 1.62 | $ | 2.61 | ||||||||||
| Diluted |
$ | 3.97 | $ | 3.99 | $ | 3.57 | $ | 1.62 | $ | 2.60 | ||||||||||
| Adjusted earnings per share 5 |
||||||||||||||||||||
| Basic |
$ | 4.17 | $ | 4.35 | $ | 3.69 | $ | 2.78 | $ | 2.78 | ||||||||||
| Diluted
|
$ | 4.15 | $ | 4.34 | $ | 3.68 | $ | 2.77 | $ | 2.77 | ||||||||||
|
Statements of Financial Position: |
||||||||||||||||||||
| Assets |
||||||||||||||||||||
| Property, plant and equipment |
13,934 | 11,780 | 11,143 | 10,749 | 10,997 | |||||||||||||||
| Goodwill |
3,923 | 3,905 | 3,905 | 3,905 | 3,905 | |||||||||||||||
| Intangible assets |
8,905 | 7,205 | 7,244 | 7,130 | 7,243 | |||||||||||||||
| Investments |
2,830 | 2,134 | 2,561 | 2,174 | 2,271 | |||||||||||||||
| Other assets
|
7,427 | 6,894 | 5,637 | 4,384 | 4,773 | |||||||||||||||
| Total assets |
|
37,019 |
|
|
31,918 |
|
|
30,490 |
|
|
28,342 |
|
|
29,189 |
| |||||
|
Liabilities and Shareholders’ Equity |
||||||||||||||||||||
| Long-term liabilities |
21,639 | 16,903 | 16,111 | 17,960 | 18,536 | |||||||||||||||
| Current liabilities |
5,964 | 6,836 | 6,883 | 5,113 | 5,017 | |||||||||||||||
| Total liabilities |
27,603 | 23,739 | 22,994 | 23,073 | 23,553 | |||||||||||||||
| Shareholders’ equity
|
9,416 | 8,179 | 7,496 | 5,269 | 5,636 | |||||||||||||||
| Total liabilities and shareholders’ equity |
|
37,019 |
|
|
31,918 |
|
|
30,490 |
|
|
28,342 |
|
|
29,189 |
| |||||
|
Subscriber count results (in thousands) 4 |
||||||||||||||||||||
| Wireless subscribers 6 |
10,840 | 10,783 | 10,482 | 10,274 | 9,877 | |||||||||||||||
| Internet subscribers |
2,534 | 2,430 | 2,321 | 2,145 | 2,048 | |||||||||||||||
| Television subscribers |
1,579 | 1,685 | 1,740 | 1,820 | 1,896 | |||||||||||||||
| Phone subscribers
|
1,072 | 1,116 | 1,108 | 1,094 | 1,090 | |||||||||||||||
|
Additional Wireless metrics 4 |
||||||||||||||||||||
| Postpaid churn (monthly) |
1.11% | 1.10% | 1.20% | 1.23% | 1.27% | |||||||||||||||
| Blended ABPU (monthly) 7 |
$ | 66.23 | $ | 64.74 | $ | 62.31 | n/a | n/a | ||||||||||||
| Blended ARPU (monthly)
|
$ | 55.49 | $ | 55.64 | $ | 54.23 | $ | 60.42 | $ | 59.71 | ||||||||||
|
Additional consolidated metrics |
||||||||||||||||||||
| Revenue growth |
0% | 5% | 5% | 2% | 4% | |||||||||||||||
| Adjusted EBITDA growth |
4% | 9% | 9% | 1% | 0% | |||||||||||||||
| Dividends declared per share |
$ | 2.00 | $ | 1.92 | $ | 1.92 | $ | 1.92 | $ | 1.92 | ||||||||||
| Dividend payout ratio of net income 4 |
50.0% | 48.0% | 53.6% | 118.3% | 73.6% | |||||||||||||||
| Dividend payout ratio of free cash flow 4,5 |
44.9% | 55.8% | 58.6% | 57.9% | 58.9% | |||||||||||||||
| Return on assets 4 |
5.5% | 6.5% | 6.1% | 2.9% | 4.6% | |||||||||||||||
| Debt leverage ratio 5
|
2.9 | 2.5 | 2.7 | 3.0 | 3.1 | |||||||||||||||
| 1 | 2018 and prior reported figures have not been restated applying IFRS 16. See “Accounting Policies”. |
| 2 | 2017 reported figures have been restated applying IFRS 15. |
| 3 | Amounts calculated on a basis consistent with our previous revenue recognition accounting policies prior to adopting IFRS 15. |
| 4 | As defined. See “Key Performance Indicators”. |
| 5 | Adjusted EBITDA, adjusted net income, adjusted basic and diluted earnings per share, free cash flow, debt leverage ratio, and dividend payout ratio of free cash flow are non-GAAP measures and should not be considered substitutes or alternatives for GAAP measures. These are not defined terms under IFRS, and do not have standard meanings, so may not be a reliable way to compare us to other companies. See “Non-GAAP Measures and Related Performance Measures” for information about these measures, including how we calculate them. |
| 6 | Effective October 1, 2019, and on a prospective basis, we reduced our Wireless postpaid subscriber base by 53,000 subscribers to remove a low-ARPU public services customer that is in the process of migrating to another service provider. We believe adjusting our base for a customer of this size that migrates off our network provides a more meaningful reflection of the underlying organic performance of our Wireless business. Effective April 1, 2019, we adjusted our Wireless prepaid subscriber base to remove 127,000 subscribers as a result of a change to our deactivation policy from 180 days to 90 days to be more consistent within the industry. |
| 7 | Blended ABPU has not been presented for periods prior to 2017. We commenced using blended ABPU as a key performance indicator in the first quarter of 2018. See “Key Performance Indicators”. |
92 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT