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 | Rogers Communications Inc. 2019 Annual Report | |
MAKE MORE POSSIBLE
Rogers Communications Inc. |
2019 Annual Report
OUR PURPOSE
To connect Canadians to a world of
possibilities and the memorable moments that matter most in their lives
2 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
ABOUT ROGERS
We are a team of proud Canadians
dedicated to making more possible for our customers each and every day.
Our founder, Ted Rogers, believed in the power of communication to enrich, entertain, and
embolden Canadians. He followed in his father’s footsteps, and at the age of 27, purchased his first radio station, CHFI.
From these modest beginnings, Rogers
has From these modest beginnings, Rogers has grown to become a proud Canadian company – a company devoted to delivering the very best in wireless, residential, and media to Canadians and Canadian businesses.
TABLE OF CONTENTS
PAGE 3 PAGE 4 PAGE 6 PAGE 8 PAGE 10
About Life at Bringing 5G to A Message A Message Rogers Rogers Canadians First from Edward from Joe
PAGE 12 PAGE 14 PAGE 15 PAGE 16 PAGE 150
A Year Senior Executive Directors 2019 Corporate and
in Review Officers Financial Report Shareholder Information
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 3
# LIFE AT ROGERS
We are a team of proud Canadians
who love to work at Rogers: 88% of our team recommend Rogers as a great
place to work!
Incredible rewards, benefits & workplace
As a proud Canadian company, we offer some
of the best benefits and perks around:
· Terrific discounts on our products and services, including the Toronto Blue Jays
· Robust Wealth Accumulation Program
· On-site fitness and health centres
· Open-concept workspaces and cafés to meet and collaborate
Amazing brands to build & grow your career
Our amazing brands offer
meaningful growth opportunities:
· Over 100 brands to work for across radio stations, television stations, cable and wireless services, and sports
· Invest more than $40 million in employee programs every year
· Progressive programs for interns and new grads to get a head start in their career
· Strong local teams in every major Canadian city
4 | ROGERS COMMUNICATIONS INC. 2019
ANNUAL REPORT
An inclusive & diverse culture Our diverse team and culture are what set us apart: · 89% of our team say they feel included at
work · Strong three-year inclusion and diversity targets · Recognized as one of Canada’s Best Diversity Employers Inspiring vision & leadership We have strong, experienced leaders: · 87% of our team recommend their
manager as a great person to work for · We have engaging, authentic and transparent leaders who care about their team Strong commitment to the community and CSR We care deeply about the communities where we live and work, and integrating
sustainability in our strategy: · We support the charities that matter most to our employees and help 80 charities through our annual volunteering program · CSR initiatives are focused on governance, our customers’ experience, our
employees’ experience, our environmental footprint, community investment, and Canada’s economy 2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. 5ROGERS #MoreLove#Plus Damour
ROGERS 5G
Thirty-five years ago, Ted Rogers
launched wireless services in Canada with a $500,000 loan. It was a bold and brave move. Ted’s courage and foresight laid the foundation for bringing 5G to Canadians.
BRINGING 5G TO CANADIANS FIRST
Investing to build Canada’s only national wireless network
· First to launch 1, 2, 3, 4G, and now 5G technology in Canada
· Invested over $30 billion in wireless networks over the past 35 years
Introducing Canada’s first 5G network
· Launched 5G in downtown
Vancouver, Toronto, Ottawa, and Montreal
· We will expand to over 20 more markets in 2020
· Deployed 5G technology on 2.5 GHz spectrum with 600 MHz to follow
6 | ROGERS
COMMUNICATIONS INC. 2019 ANNUAL REPORT
Partnering with Ericsson on 5G
· Builds on
Rogers and Ericsson’s 30+ year partnership
· Ericsson is North America’s 5G partner of choice
Leading industry with
5G-ready unlimited plans
· First national carrier to introduce unlimited data plans with no data overages
· 1.4 million Canadians have already embraced these plans
· Drove 65% growth in data usage from
Rogers InfiniteTM users
Advancing 5G research and development
· Investing in made-in-Canada
technology
· Established six key partnerships to research, incubate, and commercialize 5G technology
· Collaborating with global telecom leaders on 5G applications, network engineering, and security, to accelerate 5G adoption
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 7
Edward S. Rogers
Chair of the Board
Rogers Communications Inc.
A MESSAGE FROM EDWARD
Dear fellow shareholders,
2020 represents a milestone year for Rogers on two very historical
and transformational fronts.
The first was 60 years ago when Ted Rogers made a bold decision to purchase CHFI radio, the country’s first FM station. In those
early days, only 5% of homes could receive the station’s FM signal while its AM competitors could boast 100% access based on their more established format.
The second event occurred 35 years ago when Rogers made a visionary decision to launch a wireless network in Canada. While this investment in an emerging industry
was met with skepticism, our company persevered and the Cantel network launched its first wireless call on Canada Day in 1985.
While both of these decisions are
important from a historical basis, what is even more significant and common to both of these events is the underlying entrepreneurial leadership and courage that was needed to turn risk into successful, long-term opportunities.
As Rogers enters the next technology revolution of 5G, I am pleased to say that the successful and bold spirit that
guided those early transformational events still embodies the spirit of Rogers today.
Rogers
Communications is making the forward-looking decisions needed to drive the long-term success of all our businesses. Not only are these investments expected to create long-term value for shareholders, but they demonstrate that Rogers remains
committed to leading our industry in innovation and keeping Canadians at the forefront of new technology.
Our customers are at the centre of everything we do, and
our priority is to provide Canadians with products and services that offer the best value and best customer experience. With that in mind, Rogers was the first national telecom provider to offer Canadians unlimited wireless data plans. This
customer-friendly rejuvenation of the marketplace is ensuring customers will no longer have to endure overage charges. Our customers have embraced these plans and we are excited they see the value in what these plans will provide them going forward.
We followed up on these popular plans with another major technological event earlier this year when Rogers
8 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
“We remain committed to leading our industry in innovation and keeping Canadians at the forefront of technology”
proudly launched Canada’s first 5G network. Like the importance of bringing the wireless industry to Canada 35 years ago, Rogers 5G will bring Canadians entertainment,
innovation, and powerful new tools to assist in their personal lives and drive their professional lives and businesses for years to come.
Rogers remains the #1
choice for wireless needs with the most wireless customers in Canada. We also are the only company in Canada to offer Canadians a high-quality coast-to-coast-to-coast wireless facilities-based network.
In our Cable business, we continued to roll out our innovative Ignite TV to more customers and we are providing the fastest and most reliable Internet speeds across our entire
cable footprint. The multi-decade investments in our four-product Cable business are ensuring our customers get the value, flexibility, and performance they require in these important home services.
At Rogers, we have a strong foundation of sports and media assets and we are very proud of our national sports presence and the contribution teams like the Blue Jays and Raptors
make to Canada’s culture. We remain committed to making ongoing investments in our sports and media assets as we bring the best content and formats to our Canadian viewers and fans.
Shareholders are benefitting from the successful investments we are making across our businesses.
In 2019, we increased our dividend and completed notable share repurchases. Going forward, you should expect Rogers to maintain its disciplined and balanced approach to capital
allocation, with a prioritization on growing our core businesses, while still returning meaningful amounts of capital to shareholders over the long term.
Each of
our three main businesses is a valuable contributor to the social and economic fabric that makes Canada what it is today and what it will be in the future. I could not be happier with how the Rogers organization has embraced this responsibility and
how it is positioned to lead on these fronts.
Rogers Communications is continuing to build on its legacy of putting customers first through driving innovation,
embracing entrepreneurship, and executing on speed to market. These are characteristics that Ted Rogers founded and built our company on and they drive our organization today. I am confident in our Board of Directors, our CEO, our management, and
the more than 25,000 team members whose abilities, passion, and hard work will allow us to meet the challenges in front of us today and rise to the exciting opportunities of tomorrow.
Edward S. Rogers
Chair of the Board
Rogers Communications Inc.
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC.| 9
Joe Natale
President and CEO
Rogers Communications Inc.
A MESSAGE FROM JOE
My Fellow Shareholders,
I am pleased to share we made meaningful progress on our strategic
priorities in 2019. We delivered best-in-class employee engagement, grew customer likelihood to recommend, and delivered industry-leading total shareholder return over the past three years. We also laid the groundwork to introduce new innovative
services and technologies to Canadians.
Overall, we made a number of strategic moves to position Rogers for long-term growth.
Building a high-performing culture
I truly believe our success starts with our people –
investing in their growth and building a strong and inclusive culture. In 2019, we continued to invest significantly in our team achieving an employee engagement score of 85%, five points above global best-in-class.
Our efforts were also recognized externally through numerous employment awards, including being named one of Canada’s Top Employers for Young People and one of Canada’s
Most Admired Corporate Cultures.
Investing in our communities and Corporate Social Responsibility (CSR)
We care deeply about the communities where we live and work, and are committed to integrating sustainability into our strategy. In 2019, we contributed $14.1 billion to
Canada’s economic footprint. We helped 80 charities through our annual volunteering program and contributed more than $60 million in cash and in-kind investments to help our communities thrive across Canada. Corporate
Social Responsibility is an integral part of our long-term strategy decisions with a focus on governance, our customers’ experience, our employees’ experience, our
environmental footprint, community investment, and Canada’s economy. We report annually on our progress in our Corporate Social Responsibility report, which is based on independent external measurement of broad-based key indicators.
Investing in our customers’ experience
In 2019, we continued to make significant headway
on our comprehensive multi-year plan to improve our customers’ experience. I am pleased to share we grew customer likelihood to recommend, improved service levels in customer care, and grew online digital adoption.
We also introduced a number of innovative new services such as Rogers Pro On-the-Go and announced a new customer solutions centre in Kelowna, B.C.
Bringing Canadians a superior IPTV service
We migrated 325,000 subscribers to Ignite TV. We
significantly enhanced our product roadmap, launched global best-in-class WiFi hub technology, introduced customer self-install and added new content like Amazon Prime video.
Looking at 2020 we are excited about our product roadmap which includes enhanced smart home technologies, video entertainment flexibility, and exciting new content with the
integration of popular streaming services.
10 ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Bringing Canadians worry-free Wireless
In 2019, we
led the industry with the launch of unlimited data plans and announced simple, interest-free device financing. We made this bold move to stimulate data use while improving our customer experience.
Rapid consumer adoption of these new plans reinforces the pent-up demand for clear, simple and worry-free Wireless services. In the first 6 months, 1.4 million customers chose
our Rogers Infinite plans.
While this move created short-term financial impact given the loss in data overage revenue, it was a critical step to reposition
Wireless for 5G and the long-term. Despite this transition, we still delivered strong growth in free cash flow and adjusted EBITDA while revenue was flat. If you exclude the impact of data overage losses, we continued to grow the underlying
fundamentals in Wireless. Our 2020 targets reflect this continued transition.
This was a key strategic move and I am incredibly proud of our team for their
leadership in this area.
Returning significant capital to shareholders
In
2019, we continued to return capital to shareholders, maintained the strength of our balance sheet, and delivered on our capital allocation priorities.
We returned
$1.7 billion in cash to shareholders through dividends and share buy-backs – an almost 70% increase over last year.
Importantly, we delivered industry-leading
total shareholder returns of 36% over the past three years.
Investing in 5G and Canada’s digital future
In 2019, we invested over $2.5 billion in digital infrastructure and network technology, the backbone of Canada’s digital economy. Thanks to these investments, Rogers was
recognized with the “Best Network Experience” in Wireless and the “Fastest Internet Service Provider” in our residential business.
2020 marks
the start of our multi-year rollout of 5G technology. Working with Ericsson, North America’s 5G partner of choice, we will bring 5G to over 20 markets including Vancouver, Toronto, Ottawa and Montreal.
“It is truly an exciting time for our company, our customers and our country “
5G
will support a massive increase in the number of connected devices that will instantaneously connect everything – from smart cities and remote patient healthcare, to robotics and driverless vehicles – it is the biggest technological
transformation since the launch of Wireless in 1985.
It is critical that we have a regulatory environment that facilitates and supports investment and allows a
long-term perspective.
Looking ahead
It is truly an exciting time for our
company, our customers, and our country. The innovations happening across our industry will forever change how Canadians connect to each other and the world around them.
As we celebrate our 60th anniversary in Canada, we will build on Ted’s legacy to connect Canadians to a world of possibilities and the moments that matter most in their lives.
I am tremendously proud of our team and their hard work and commitment to make more possible for Canadians.
My very best, Joe
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. 11
A YEAR IN REVIEW
Create best-in-class customer
experiences by putting our customers first in everything we do
· Increased customer likelihood to recommend
· Grew customer self-serve and online digital adoption
· Introduced new device
financing options to give customers more choice and transparency
· Introduced Rogers Pro On-the-Go™, a new retail service that delivers and sets up
wireless devices to a customer’s location of choice
Deliver innovative solutions and compelling content that our customers will love
· Led the industry with the launch of Rogers Infinite unlimited data plans with no overage fees
· Launched Fido Data Overage Protection to help customers manage their wireless data, worry-free
· Expanded Ignite TV™ service across the entire Rogers cable footprint
·
Invested $683 million to produce compelling Canadian content
Invest in our networks and technology to deliver leading performance and reliability
· Awarded “Best in Test” for overall wireless experience by Umlaut, a global benchmarking leader
· Awarded the 2019 Speedtest Award for Canada’s fastest Internet by Ookla™
· Secured 600 MHz 5G spectrum in every single province and territory
12 ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Drive profitable growth in all the markets we serve
· Achieved revised 2019 financial guidance targets
· Returned
$1.7 billion to shareholders
· Delivered industry-leading total shareholder return of 36% over the past three years
· Delivered strong growth in Cable driven by Internet leadership
Develop our people and
a high performance culture
· Achieved a company-wide engagement score of 85%
· Recognized with 10 employment awards, including one of Canada’s Most Admired Corporate Cultures
· Recognized by the 2019 Bloomberg Gender-Equality Index for transparency in gender reporting
· Included on the LGBT Corporate Canadian Index for advancing equality in the workplace
Be a strong, socially responsible leader in our communities across Canada
· Contributed $14.1 billion to Canada’s economic footprint
· Contributed more than $60 million in cash and in-kind investments to help our communities thrive
· We report annually on our progress in a Corporate Social Responsibility report and utilize an outside firm to provide assurance on our key performance indicators
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. 13
SENIOR EXECUTIVE OFFICERS
As at March 5, 2020
1. Joe Natale President and
Chief Executive Officer
2. Eric P. Agius
Chief Customer Officer
3. Jordan R. Banks President, Media
4. Lisa L. Durocher Chief Digital Officer
5. Jorge Fernandes Chief Technology and Information Officer
6. Philip J. Hartling
President, Connected Home
7. Brent R. Johnston President, Wireless
8. Graeme McPhail
Chief Legal and Regulatory Officer and Secretary
9. Sevaun T. Palvetzian
Chief Communications Officer
10. Dean Prevost
President, Rogers for Business
11. James M. Reid
Chief Human Resources Officer
12. Tony Staffieri, FCPA, FCA Chief Financial Officer
14 ROGERS COMMUNICATIONS INC. 2019
ANNUAL REPORT
DIRECTORS
As at March 5, 2020
1. Edward S. Rogers Chair
2. John H. Clappison, FCPA, FCA
Lead Director
3. Bonnie R. Brooks, C.M.
Company Director
4. Robert Dépatie Company Director
5. Robert J. Gemmell Company Director
6. Alan D. Horn, CPA, CA
President and Chief Executive Officer, Rogers Telecommunications Limited
7. Philip B. Lind,
C.M.
Vice Chair
8. John A. MacDonald Company Director
9. Isabelle Marcoux, C.M. Chair, Transcontinental Inc.
10. Joe Natale President and Chief
Executive Officer
11. The Hon. David R. Peterson,
PC, QC
Chairman Emeritus,
Cassels Brock & Blackwell LLP
12. Loretta A. Rogers Company Director
13. Martha L. Rogers Company Director
14. Melinda M. Rogers Deputy Chair
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. 15
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
Management’s Responsibility for Financial Reporting
December 31, 2019
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 93
CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm
94 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
The primary procedures we performed to address this critical audit matter included the following. We tested certain internal controls over the Company’s impairment testing process, including controls related to the determination that goodwill should be tested at the Media segment level and the key assumptions used in estimating the recoverable amount of the Media CGUs. We compared the Company’s historical cash flow forecasts to actual results achieved to assess the Company’s ability to accurately forecast financial results. We compared the cash flow forecasts used to estimate the recoverable amount to approved plans. We assessed the assumptions used to determine the Media segment’s future cash flows by comparing to underlying documentation and external market and industry data. We involved valuation professionals with specialized skills and knowledge, who assisted in evaluating the discount rate, by comparing the Company’s inputs to the discount rate to publicly available data for comparable entities, independently developing a range of reasonable discount rates, and comparing those to the Company’s rate and the terminal growth rate for the Media Group of CGUs, by comparing to underlying documentation and publicly available market data. We performed a sensitivity analysis over the key assumptions in the valuation model to assess their impact on the Company’s determination of the recoverable amount.
Chartered Professional Accountants, Licensed Public Accountants
We have served as the Company’s auditor since 1969.
Toronto, Canada
March 5, 2020
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 95
CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm
96 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Consolidated Statements of Income
(In millions of Canadian dollars, except per share amounts)
|
Years ended December 31 |
Note |
2019 |
2018 |
|||||||||
| Revenue |
5 | 15,073 | 15,096 | |||||||||
| Operating expenses: |
||||||||||||
| Operating costs |
6 | 8,861 | 9,113 | |||||||||
| Depreciation and amortization |
7, 8, 9 | 2,488 | 2,211 | |||||||||
| Gain on disposition of property, plant and equipment |
7 | – | (16 | ) | ||||||||
| Restructuring, acquisition and other |
10 | 139 | 210 | |||||||||
| Finance costs |
11 | 840 | 793 | |||||||||
| Other income |
12 | (10 | ) | (32 | ) | |||||||
| Income before income tax expense |
2,755 | 2,817 | ||||||||||
| Income tax expense |
13 | 712 | 758 | |||||||||
| Net income for the year |
|
|
|
2,043 | 2,059 | |||||||
| Earnings per share: |
||||||||||||
| Basic |
14 | $ | 3.99 | $ | 4.00 | |||||||
| Diluted |
14 | $ | 3.97 | $ | 3.99 | |||||||
The accompanying notes are an integral part of the consolidated financial statements.
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 97
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statements of Comprehensive Income
(In millions of Canadian dollars)
|
Years ended December 31 |
Note |
2019 |
2018 |
|||||||||
|
Net income for the year |
2,043 | 2,059 | ||||||||||
| Other comprehensive income (loss): |
||||||||||||
| Items that will not be reclassified to net income: |
||||||||||||
| Defined benefit pension plans: |
||||||||||||
| Remeasurements |
23 | (159 | ) | 53 | ||||||||
| Related income tax recovery (expense)
|
|
|
|
|
40
|
|
|
(12
|
)
| |||
|
Defined benefit pension plans
|
|
(119
|
)
|
|
41
|
| ||||||
|
Equity investments measured at fair value through other comprehensive income (FVTOCI): |
||||||||||||
| Increase (decrease) in fair value |
18 | 737 | (440 | ) | ||||||||
| Related income tax (expense) recovery
|
|
(104
|
)
|
|
63
|
| ||||||
|
Equity investments measured at FVTOCI
|
|
633
|
|
|
(377
|
)
| ||||||
|
Items that will not be reclassified to net income
|
|
514
|
|
|
(336
|
)
| ||||||
|
Items that may subsequently be reclassified to net income: |
||||||||||||
| Cash flow hedging derivative instruments: |
||||||||||||
| Unrealized gain in fair value of derivative instruments |
66 | 725 | ||||||||||
| Reclassification to net income of loss (gain) on debt derivatives |
458 | (671 | ) | |||||||||
| Reclassification to net income or property, plant and equipment of gain on expenditure derivatives |
(61 | ) | (8 | ) | ||||||||
| Reclassification to net income for accrued interest |
(46 | ) | (43 | ) | ||||||||
| Related income tax expense |
|
|
|
(29 | ) | (65 | ) | |||||
|
Cash flow hedging derivative instruments
|
|
388
|
|
|
(62
|
)
| ||||||
|
Equity-accounted investments: |
||||||||||||
| Share of other comprehensive (loss) income of equity-accounted investments, net of tax
|
|
(8
|
)
|
|
14
|
| ||||||
|
Equity-accounted investments
|
|
(8
|
)
|
|
14
|
| ||||||
|
Items that may subsequently be reclassified to net income
|
|
380
|
|
|
(48
|
)
| ||||||
|
Other comprehensive income (loss) for the year
|
|
894
|
|
|
(384
|
)
| ||||||
|
Comprehensive income for the year
|
|
2,937
|
|
|
1,675
|
| ||||||
The accompanying notes are an integral part of the consolidated financial statements.
98 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Consolidated Statements of Financial Position
(In millions of Canadian dollars)
|
As at
|
As at
|
As at
|
||||||||||||||
| Note | 2019 | 2019 | 2018 | |||||||||||||
| (see note 2)
|
(see note 15)
|
|||||||||||||||
|
Assets |
||||||||||||||||
| Current assets: |
||||||||||||||||
| Cash and cash equivalents |
494 | 405 | 405 | |||||||||||||
| Accounts receivable |
15 | 2,304 | 2,236 | 2,236 | ||||||||||||
| Inventories |
16 | 460 | 466 | 466 | ||||||||||||
| Current portion of contract assets |
5 | 1,234 | 1,052 | 1,052 | ||||||||||||
| Other current assets |
524 | 436 | 459 | |||||||||||||
|
Current portion of derivative instruments |
|
17 |
|
|
101 |
|
|
270 |
|
|
270 |
| ||||
|
Total current assets |
5,117 | 4,865 | 4,888 | |||||||||||||
| Property, plant and equipment |
7, 8 | 13,934 | 13,261 | 11,780 | ||||||||||||
| Intangible assets |
9 | 8,905 | 7,205 | 7,205 | ||||||||||||
| Investments |
18 | 2,830 | 2,134 | 2,134 | ||||||||||||
| Derivative instruments |
17 | 1,478 | 1,339 | 1,339 | ||||||||||||
| Contract assets |
5 | 557 | 535 | 535 | ||||||||||||
| Other long-term assets |
275 | 132 | 132 | |||||||||||||
|
Goodwill |
|
9 |
|
|
3,923 |
|
|
3,905 |
|
|
3,905 |
| ||||
|
Total assets |
|
|
|
|
37,019 |
|
|
33,376 |
|
|
31,918 |
| ||||
| Liabilities and shareholders’ equity |
||||||||||||||||
| Current liabilities: |
||||||||||||||||
| Short-term borrowings |
19 | 2,238 | 2,255 | 2,255 | ||||||||||||
| Accounts payable and accrued liabilities |
3,033 | 2,997 | 3,052 | |||||||||||||
| Income tax payable |
48 | 177 | 177 | |||||||||||||
| Other current liabilities |
20 | 141 | 132 | 132 | ||||||||||||
| Contract liabilities |
5 | 224 | 233 | 233 | ||||||||||||
| Current portion of long-term debt |
21 | – | 900 | 900 | ||||||||||||
| Current portion of lease liabilities |
8 | 230 | 190 | – | ||||||||||||
|
Current portion of derivative instruments |
|
17 |
|
|
50 |
|
|
87 |
|
|
87 |
| ||||
|
Total current liabilities |
5,964 | 6,971 | 6,836 | |||||||||||||
| Provisions |
20 | 36 | 35 | 35 | ||||||||||||
| Long-term debt |
21 | 15,967 | 13,390 | 13,390 | ||||||||||||
| Derivative instruments |
17 | 90 | 22 | 22 | ||||||||||||
| Lease liabilities |
8 | 1,495 | 1,355 | – | ||||||||||||
| Other long-term liabilities |
22 | 614 | 546 | 546 | ||||||||||||
|
Deferred tax liabilities |
|
13 |
|
|
3,437 |
|
|
2,901 |
|
|
2,910 |
| ||||
|
Total liabilities |
27,603 | 25,220 | 23,739 | |||||||||||||
|
Shareholders’ equity |
|
24 |
|
|
9,416 |
|
|
8,156 |
|
|
8,179 |
| ||||
|
Total liabilities and shareholders’ equity |
|
|
|
|
37,019 |
|
|
33,376 |
|
|
31,918 |
| ||||
| Guarantees |
27 | |||||||||||||||
| Commitments and contingent liabilities |
28 | |||||||||||||||
| Subsequent events |
24 | |||||||||||||||
The accompanying notes are an integral part of the consolidated financial statements.
On behalf of the Board of Directors:
|
Edward S. Rogers Director |
John H. Clappison, FCPA, FCA Director |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 99
CONSOLIDATED FINANCIAL STATEMENTS
Consolidated Statements of Changes in Shareholders’ Equity
(In millions of Canadian dollars, except number of shares)
|
Class A Voting Shares
|
Class B Non-Voting Shares
|
|||||||||||||||||||||||||||||||||||
| Year ended December 31, 2019
|
Amount
|
Number
|
Amount
|
Number
|
Retained
|
FVTOCI
|
Hedging
|
Equity
|
Total
|
|||||||||||||||||||||||||||
|
Balances, December 31, 2018 |
71 | 111,155 | 406 | 403,657 | 7,182 | 636 | (125 | ) | 9 | 8,179 | ||||||||||||||||||||||||||
| Adjustments pertaining to IFRS 16 adoption (see note 2)
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
(23 |
) |
|
– |
|
|
– |
|
|
– |
|
|
(23 |
) | |||||||||
|
Balances, January 1, 2019 (restated, see note 2) |
|
71 |
|
|
111,155 |
|
|
406 |
|
|
403,657 |
|
|
7,159 |
|
|
636 |
|
|
(125 |
) |
|
9 |
|
|
8,156 |
| |||||||||
|
Net income for the year |
– | – | – | – | 2,043 | – | – | – | 2,043 | |||||||||||||||||||||||||||
| Other comprehensive income (loss): |
||||||||||||||||||||||||||||||||||||
| Defined benefit pension plans, net of tax |
– | – | – | – | (119 | ) | – | – | – | (119 | ) | |||||||||||||||||||||||||
| FVTOCI investments, net of tax |
– | – | – | – | – | 633 | – | – | 633 | |||||||||||||||||||||||||||
| Derivative instruments accounted for as hedges, net of tax |
– | – | – | – | – | – | 388 | – | 388 | |||||||||||||||||||||||||||
| Share of equity-accounted investments, net of tax
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
(8 |
) |
|
(8 |
) | |||||||||
|
Total other comprehensive income (loss) |
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
(119 |
) |
|
633 |
|
|
388 |
|
|
(8 |
) |
|
894 |
| |||||||||
| Comprehensive income (loss) for the year |
– | – | – | – | 1,924 | 633 | 388 | (8 | ) | 2,937 | ||||||||||||||||||||||||||
| Reclassification to retained earnings for disposition of FVTOCI investments |
– | – | – | – | 4 | (4 | ) | – | – | – | ||||||||||||||||||||||||||
| Transactions with shareholders recorded directly in equity: |
||||||||||||||||||||||||||||||||||||
| Repurchase of Class B Non-Voting Shares |
– | – | (9 | ) | (9,887 | ) | (646 | ) | – | – | – | (655 | ) | |||||||||||||||||||||||
| Dividends declared |
– | – | – | – | (1,022 | ) | – | – | – | (1,022 | ) | |||||||||||||||||||||||||
|
Share class exchange |
|
– |
|
|
(1 |
) |
|
– |
|
|
1 |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
|
|
– |
| |||||||||
|
Total transactions with shareholders |
|
– |
|
|
(1 |
) |
|
(9 |
) |
|
(9,886 |
) |
|
(1,668 |
) |
|
– |
|
|
– |
|
|
– |
|
|
(1,677 |
) | |||||||||
|
Balances, December 31, 2019 |
|
71 |
|
|
111,154 |
|
|
397 |
|
|
393,771 |
|
|
7,419 |
|
|
1,265 |
|
|
263 |
|
|
1 |
|
|
9,416 |
| |||||||||
|
|
Class A Voting Shares |
Class B Non-Voting Shares |
|
|
|
|
|
|||||||||||||||||||||||||||||
| Year ended December 31, 2018 | Amount | Number of shares (000s) |
Amount | Number of shares (000s) |
Retained earnings |
FVTOCI investment reserve |
Hedging reserve |
Equity investment reserve |
Total shareholders’ equity |
|||||||||||||||||||||||||||
| Balances, January 1, 2018 |
72 | 112,407 | 405 | 402,403 | 6,070 | 1,013 | (63 | ) | (5 | ) | 7,492 | |||||||||||||||||||||||||
| Net income for the period |
– | – | – | – | 2,059 | – | – | – | 2,059 | |||||||||||||||||||||||||||
| Other comprehensive income (loss): |
||||||||||||||||||||||||||||||||||||
| Defined benefit pension plans, net of tax |
– | – | – | – | 41 | – | – | – | 41 | |||||||||||||||||||||||||||
| FVTOCI investments, net of tax |
– | – | – | – | – | (377 | ) | – | – | (377 | ) | |||||||||||||||||||||||||
| Derivative instruments accounted for as hedges, net of tax |
– | – | – | – | – | – | (62 | ) | – | (62 | ) | |||||||||||||||||||||||||
| Share of equity-accounted investments, net of tax |
– | – | – | – | – | – | – | 14 | 14 | |||||||||||||||||||||||||||
| Total other comprehensive income (loss) |
– | – | – | – | 41 | (377 | ) | (62 | ) | 14 | (384 | ) | ||||||||||||||||||||||||
| Comprehensive income (loss) for the year |
– | – | – | – | 2,100 | (377 | ) | (62 | ) | 14 | 1,675 | |||||||||||||||||||||||||
| Transactions with shareholders recorded directly in equity: |
||||||||||||||||||||||||||||||||||||
| Dividends declared |
– | – | – | – | (988 | ) | – | – | – | (988 | ) | |||||||||||||||||||||||||
| Shares issued on exercise of stock options |
– | – | – | 2 | – | – | – | – | – | |||||||||||||||||||||||||||
| Share class exchange |
(1 | ) | (1,252 | ) | 1 | 1,252 | – | – | – | – | – | |||||||||||||||||||||||||
| Total transactions with shareholders |
(1 | ) | (1,252 | ) | 1 | 1,254 | (988 | ) | – | – | – | (988 | ) | |||||||||||||||||||||||
| Balances, December 31, 2018 |
71 | 111,155 | 406 | 403,657 | 7,182 | 636 | (125 | ) | 9 | 8,179 | ||||||||||||||||||||||||||
The accompanying notes are an integral part of the consolidated financial statements.
100 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Consolidated Statements of Cash Flows
(In millions of Canadian dollars)
|
Years ended December 31 |
Note | 2019 | 2018 | |||||||||
| Operating activities: |
||||||||||||
| Net income for the year |
2,043 | 2,059 | ||||||||||
| Adjustments to reconcile net income to cash provided by operating activities: |
||||||||||||
| Depreciation and amortization |
7, 8, 9 | 2,488 | 2,211 | |||||||||
| Program rights amortization |
9 | 77 | 58 | |||||||||
| Finance costs |
11 | 840 | 793 | |||||||||
| Income tax expense |
13 | 712 | 758 | |||||||||
| Post-employment benefits contributions, net of expense |
23 | (75 | ) | (44 | ) | |||||||
| Gain on disposition of property, plant and equipment |
7 | – | (16 | ) | ||||||||
| Net change in contract asset balances |
5 | (204 | ) | (354 | ) | |||||||
| Net change in financing receivable balances |
17 | (84 | ) | – | ||||||||
| Other
|
|
46
|
|
|
33
|
| ||||||
| 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
|
|
29
|
|
|
(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 |
7, 29 | (2,807 | ) | (2,790 | ) | |||||||
| Additions to program rights |
9 | (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 |
9 | (1,731 | ) | – | ||||||||
| Other
|
|
21
|
|
|
25
|
| ||||||
|
Cash used in investing activities
|
|
(4,612
|
)
|
|
(2,944
|
)
| ||||||
| Financing activities: |
||||||||||||
| Net proceeds received on short-term borrowings |
19 | 30 | 508 | |||||||||
| Net issuance (repayment) of long-term debt |
21 | 2,184 | (823 | ) | ||||||||
| Net (payments) proceeds on settlement of debt derivatives and forward contracts |
17 | (121 | ) | 388 | ||||||||
| Transaction costs incurred |
21 | (61 | ) | (18 | ) | |||||||
| Principal payments of lease liabilities |
8 | (167 | ) | – | ||||||||
| Repurchase of Class B Non-Voting Shares |
24 | (655 | ) | – | ||||||||
| Dividends paid |
24 | (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
|
| ||||||
Cash and cash equivalents are defined as cash and short-term deposits that have an original maturity of less than 90 days, less bank advances.
The accompanying notes are an integral part of the consolidated financial statements.
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 101
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Notes to Consolidated Financial Statements
We, us, our, Rogers, Rogers Communications, and the Company refer to Rogers Communications Inc. and its subsidiaries. RCI refers to the legal entity Rogers Communications Inc., not including its subsidiaries. RCI also holds interests in various investments and ventures.
NOTE 1: NATURE OF THE BUSINESS
102 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
104 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Reconciliation of condensed consolidated statement of financial position as at January 1, 2019
Below is the effect of transition to IFRS 16 on our condensed consolidated statement of financial position as at January 1, 2019.
| (In millions of dollars) |
As reported as at (see note 15) |
Effect of IFRS 16 transition |
Subsequent to transition as at January 1, 2019 |
|||||||||
| Assets |
||||||||||||
| Current assets: |
||||||||||||
| Cash and cash equivalents |
405 | – | 405 | |||||||||
| Accounts receivable |
2,236 | – | 2,236 | |||||||||
| Inventories |
466 | – | 466 | |||||||||
| Current portion of contract assets |
1,052 | – | 1,052 | |||||||||
| Other current assets |
459 | (23 | ) | 436 | ||||||||
| Current portion of derivative instruments |
270 | – | 270 | |||||||||
| Total current assets |
4,888 | (23 | ) | 4,865 | ||||||||
| Property, plant and equipment |
11,780 | 1,481 | 13,261 | |||||||||
| Intangible assets |
7,205 | – | 7,205 | |||||||||
| Investments |
2,134 | – | 2,134 | |||||||||
| Derivative instruments |
1,339 | – | 1,339 | |||||||||
| Contract assets |
535 | – | 535 | |||||||||
| Other long-term assets |
132 | – | 132 | |||||||||
| Goodwill |
3,905 | – | 3,905 | |||||||||
| Total assets |
31,918 | 1,458 | 33,376 | |||||||||
| Liabilities and shareholders’ equity |
||||||||||||
| Current liabilities: |
||||||||||||
| Short-term borrowings |
2,255 | – | 2,255 | |||||||||
| Accounts payable and accrued liabilities |
3,052 | (55 | ) | 2,997 | ||||||||
| Income tax payable |
177 | – | 177 | |||||||||
| Other current liabilities |
132 | – | 132 | |||||||||
| Contract liabilities |
233 | – | 233 | |||||||||
| Current portion of long-term debt |
900 | – | 900 | |||||||||
| Current portion of derivative instruments |
87 | – | 87 | |||||||||
| Current portion of lease liabilities |
– | 190 | 190 | |||||||||
| Total current liabilities |
6,836 | 135 | 6,971 | |||||||||
| Provisions |
35 | – | 35 | |||||||||
| Long-term debt |
13,390 | – | 13,390 | |||||||||
| Derivative instruments |
22 | – | 22 | |||||||||
| Lease liabilities |
– | 1,355 | 1,355 | |||||||||
| Other long-term liabilities |
546 | – | 546 | |||||||||
| Deferred tax liabilities |
2,910 | (9 | ) | 2,901 | ||||||||
| 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 | |||||||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 105
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| Note |
Topic |
Page |
Accounting Policy |
Use of Estimates |
Use of Judgments | |||||
| 4 |
Reportable Segments | 106 | X | X | ||||||
| 5 |
Revenue Recognition | 108 | X | X | X | |||||
| 7 |
Property, Plant and Equipment | 111 | X | X | X | |||||
| 8 |
Leases | 113 | X | X | X | |||||
| 9 |
Intangible Assets and Goodwill | 115 | X | X | X | |||||
| 13 |
Income Taxes | 118 | X | X | ||||||
| 14 |
Earnings Per Share | 120 | X | |||||||
| 15 |
Accounts Receivable | 121 | X | |||||||
| 16 |
Inventories | 121 | X | |||||||
| 17 |
Financial Instruments | 121 | X | X | X | |||||
| 18 |
Investments | 130 | X | |||||||
| 20 |
Provisions | 133 | X | X | X | |||||
| 23 |
Post-Employment Benefits | 137 | X | X | ||||||
| 25 |
Stock-Based Compensation | 141 | X | X | ||||||
| 28 |
Commitments and Contingent Liabilities | 145 | X | X | ||||||
NOTE 3: CAPITAL RISK MANAGEMENT
106 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
INFORMATION BY SEGMENT
| Year ended December 31, 2019 (In millions of dollars) |
Note | Wireless | Cable | Media | Corporate items and eliminations |
Consolidated totals |
||||||||||||||||||
| Revenue |
5 | 9,250 | 3,954 | 2,072 | (203 | ) | 15,073 | |||||||||||||||||
| Operating costs |
6 | 4,905 | 2,035 | 1,932 | (11 | ) | 8,861 | |||||||||||||||||
| Adjusted EBITDA |
4,345 | 1,919 | 140 | (192 | ) | 6,212 | ||||||||||||||||||
| Depreciation and amortization |
7, 8, 9 | 2,488 | ||||||||||||||||||||||
| Restructuring, acquisition and other |
10 | 139 | ||||||||||||||||||||||
| Finance costs |
11 | 840 | ||||||||||||||||||||||
| Other income |
12 | (10 | ) | |||||||||||||||||||||
| Income before income tax expense |
2,755 | |||||||||||||||||||||||
| Capital expenditures 1 |
7, 29 | 1,320 | 1,153 | 102 | 232 | 2,807 | ||||||||||||||||||
| Goodwill |
9 | 1,160 | 1,808 | 955 | – | 3,923 | ||||||||||||||||||
| Total assets |
20,105 | 7,891 | 2,550 | 6,473 | 37,019 | |||||||||||||||||||
| 1 | Includes proceeds on disposition of $38 million (see note 29). |
| Year ended December 31, 2018 (In millions of dollars) |
Note | Wireless | Cable | Media | Corporate items and eliminations |
Consolidated totals |
||||||||||||||||||
| Revenue |
5 | 9,200 | 3,932 | 2,168 | (204 | ) | 15,096 | |||||||||||||||||
| Operating costs |
6 | 5,110 | 2,058 | 1,972 | (27 | ) | 9,113 | |||||||||||||||||
| Adjusted EBITDA |
4,090 | 1,874 | 196 | (177 | ) | 5,983 | ||||||||||||||||||
| Depreciation and amortization |
7, 8, 9 | 2,211 | ||||||||||||||||||||||
| Gain on disposition of property, plant and equipment |
7 | (16 | ) | |||||||||||||||||||||
| Restructuring, acquisition and other |
10 | 210 | ||||||||||||||||||||||
| Finance costs |
11 | 793 | ||||||||||||||||||||||
| Other income |
12 | (32 | ) | |||||||||||||||||||||
| Income before income tax expense |
2,817 | |||||||||||||||||||||||
| Capital expenditures 1 |
7, 29 | 1,086 | 1,429 | 90 | 185 | 2,790 | ||||||||||||||||||
| Goodwill |
9 | 1,160 | 1,808 | 937 | – | 3,905 | ||||||||||||||||||
| Total assets |
16,572 | 7,666 | 2,438 | 5,242 | 31,918 | |||||||||||||||||||
| 1 | Includes proceeds on disposition of $25 million (see note 29). |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 107
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The table below summarizes the nature of the various performance obligations in our contracts with customers and when we recognize performance on those obligations.
| Performance obligations from contracts with customers |
Timing of satisfaction of the performance obligation | |
|
Wireless airtime, data, and other services; television, telephony, Internet, and smart home monitoring services; network services; media subscriptions; and rental of equipment |
As the service is provided (usually monthly)
| |
|
Roaming, long-distance, and other optional or non-subscription services, and pay-per-use services |
As the service is provided | |
|
Wireless devices and related equipment |
Upon activation or purchase by the end customer | |
|
Installation services for Cable subscribers |
When the services are performed | |
|
Advertising |
When the advertising airs on our radio or television stations or is displayed on our digital properties | |
|
Subscriptions by television stations for subscriptions from cable and satellite providers |
When the services are delivered to cable and satellite providers’ subscribers (usually monthly) | |
|
Toronto Blue Jays’ home game admission and concessions |
When the related games are played during the baseball season and when goods are sold | |
|
Toronto Blue Jays revenue from the Major League Baseball Revenue Sharing Agreement, which redistributes funds between member clubs based on each club’s relative revenue |
When the amount is determinable | |
|
Radio and television broadcast agreements |
When the related programs are aired | |
|
Sublicensing of program rights |
Over the course of the applicable licence period |
108 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 109
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
EXPLANATORY INFORMATION
The table below summarizes our property, plant and equipment as at December 31, 2019, 2018, and 2017.
| (In millions of dollars) | December 31, 2019 |
|
December 31, 2018 |
|
December 31, 2017 | |||||||||||||||||||||||||||||||||||||||
|
|
Cost | Accumulated depreciation |
Net carrying amount |
|
Cost | Accumulated depreciation |
Net carrying amount |
|
Cost | Accumulated depreciation |
Net carrying amount |
|||||||||||||||||||||||||||||||||
| Land and buildings |
1,182 | (461 | ) | 721 | 1,125 | (428 | ) | 697 | 1,090 | (397 | ) | 693 | ||||||||||||||||||||||||||||||||
| Cable and wireless networks |
21,778 | (13,814 | ) | 7,964 | 21,024 | (13,550 | ) | 7,474 | 20,252 | (13,206 | ) | 7,046 | ||||||||||||||||||||||||||||||||
| Computer equipment and software |
5,903 | (3,749 | ) | 2,154 | 5,514 | (3,305 | ) | 2,209 | 4,996 | (2,807 | ) | 2,189 | ||||||||||||||||||||||||||||||||
| Customer premise equipment |
1,963 | (1,387 | ) | 576 | 1,908 | (1,279 | ) | 629 | 1,565 | (1,090 | ) | 475 | ||||||||||||||||||||||||||||||||
| Leasehold improvements |
596 | (281 | ) | 315 | 539 | (250 | ) | 289 | 496 | (220 | ) | 276 | ||||||||||||||||||||||||||||||||
| Equipment and vehicles |
1,244 | (776 | ) | 468 |
|
|
|
1,292 | (810 | ) | 482 |
|
|
|
1,246 | (782 | ) | 464 | ||||||||||||||||||||||||||
| Property, plant and equipment |
32,666 | (20,468 | ) | 12,198 | 31,402 | (19,622 | ) | 11,780 | 29,645 | (18,502 | ) | 11,143 | ||||||||||||||||||||||||||||||||
| Right-of-use assets |
1,911 | (175 | ) | 1,736 |
|
|
|
– | – | – |
|
|
|
– | – | – | ||||||||||||||||||||||||||||
| Total |
34,577 | (20,643 | ) | 13,934 | 31,402 | (19,622 | ) | 11,780 | 29,645 | (18,502 | ) | 11,143 | ||||||||||||||||||||||||||||||||
The tables below summarize the changes in the net carrying amounts of property, plant and equipment during 2019 and 2018.
| (In millions of dollars) | December 31, 2018 |
|
|
December 31, 2019 | ||||||||||||||||||||
|
|
Net carrying amount |
Effect of IFRS 16 transition |
Additions 1 | Depreciation | Disposals and other 2 |
Net carrying amount |
||||||||||||||||||
| Land and buildings |
697 | – | 57 | (34 | ) | 1 | 721 | |||||||||||||||||
| Cable and wireless networks |
7,474 | (95 | ) | 1,739 | (1,157 | ) | 3 | 7,964 | ||||||||||||||||
| Computer equipment and software |
2,209 | – | 644 | (706 | ) | 7 | 2,154 | |||||||||||||||||
| Customer premise equipment |
629 | – | 236 | (292 | ) | 3 | 576 | |||||||||||||||||
| Leasehold improvements |
289 | – | 60 | (33 | ) | (1 | ) | 315 | ||||||||||||||||
| Equipment and vehicles |
482 | – | 109 | (75 | ) | (48 | ) | 468 | ||||||||||||||||
| Property, plant and equipment |
11,780 | (95 | ) | 2,845 | (2,297 | ) | (35 | ) | 12,198 | |||||||||||||||
| Right-of-use assets (note 8) |
– | 1,576 | 335 | (175 | ) | – | 1,736 | |||||||||||||||||
| Total property, plant and equipment |
11,780 | 1,481 | 3,180 | (2,472 | ) | (35 | ) | 13,934 | ||||||||||||||||
| 1 | Excludes proceeds on disposition of $38 million (see note 29). |
| 2 | Includes disposals, reclassifications, and other adjustments. |
| (In millions of dollars) | December 31, 2017 |
|
December 31, 2018 | |||||||||||||||||
|
|
Net carrying amount |
Additions 1 | Depreciation | Disposals and other 2 |
Net carrying amount |
|||||||||||||||
| Land and buildings |
693 | 40 | (32 | ) | (4 | ) | 697 | |||||||||||||
| Cable and wireless networks |
7,046 | 1,556 | (1,128 | ) | – | 7,474 | ||||||||||||||
| Computer equipment and software |
2,189 | 653 | (633 | ) | – | 2,209 | ||||||||||||||
| Customer premise equipment |
475 | 423 | (269 | ) | – | 629 | ||||||||||||||
| Leasehold improvements |
276 | 44 | (31 | ) | – | 289 | ||||||||||||||
| Equipment and vehicles |
464 | 99 | (81 | ) | – | 482 | ||||||||||||||
| Total property, plant and equipment |
11,143 | 2,815 | (2,174 | ) | (4 | ) | 11,780 | |||||||||||||
| 1 | Excludes proceeds on disposition of $25 million (see note 29). |
| 2 | Includes disposals, reclassifications, and other adjustments. |
112 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
114 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
EXPLANATORY INFORMATION
The table below summarizes our intangible assets as at December 31, 2019, 2018, and 2017.
| (In millions of dollars) | December 31, 2019 | December 31, 2018 | December 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cost prior to impairment losses |
Accumulated amortization |
Accumulated impairment losses |
Net carrying amount |
Cost prior to impairment losses |
Accumulated amortization |
Accumulated impairment losses |
Net carrying amount |
Cost prior to impairment losses |
Accumulated amortization |
Accumulated impairment losses |
Net carrying amount |
|||||||||||||||||||||||||||||||||||||||||||||
| Indefinite-life intangible assets: |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Spectrum licences |
|
8,331 |
|
|
– |
|
|
– |
|
|
8,331 |
|
|
6,600 |
|
|
– |
|
|
– |
|
|
6,600 |
|
|
6,600 |
|
|
– |
|
|
– |
|
|
6,600 |
| ||||||||||||||||||||
| Broadcast licences |
|
333 |
|
|
– |
|
|
(99 |
) |
|
234 |
|
|
333 |
|
|
– |
|
|
(99 |
) |
|
234 |
|
|
329 |
|
|
– |
|
|
(99 |
) |
|
230 |
| ||||||||||||||||||||
| Brand names |
|
420 |
|
|
(270 |
) |
|
(14 |
) |
|
136 |
|
|
420 |
|
|
(270 |
) |
|
(14 |
) |
|
136 |
|
|
420 |
|
|
(270 |
) |
|
(14 |
) |
|
136 |
| ||||||||||||||||||||
| Finite-life intangible assets: |
||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Customer relationships |
|
1,611 |
|
|
(1,578 |
) |
|
– |
|
|
33 |
|
|
1,609 |
|
|
(1,562 |
) |
|
– |
|
|
47 |
|
|
1,609 |
|
|
(1,525 |
) |
|
– |
|
|
84 |
| ||||||||||||||||||||
| Acquired program rights |
|
253 |
|
|
(77 |
) |
|
(5 |
) |
|
171 |
|
|
251 |
|
|
(58 |
) |
|
(5 |
) |
|
188 |
|
|
263 |
|
|
(64 |
) |
|
(5 |
) |
|
194 |
| ||||||||||||||||||||
| Total intangible assets |
|
10,948 |
|
|
(1,925 |
) |
|
(118 |
) |
|
8,905 |
|
|
9,213 |
|
|
(1,890 |
) |
|
(118 |
) |
|
7,205 |
|
|
9,221 |
|
|
(1,859 |
) |
|
(118 |
) |
|
7,244 |
| ||||||||||||||||||||
| Goodwill |
|
4,144 |
|
|
– |
|
|
(221 |
) |
|
3,923 |
|
|
4,126 |
|
|
– |
|
|
(221 |
) |
|
3,905 |
|
|
4,126 |
|
|
– |
|
|
(221 |
) |
|
3,905 |
| ||||||||||||||||||||
| Total intangible assets and goodwill |
|
15,092 |
|
|
(1,925 |
) |
|
(339 |
) |
|
12,828 |
|
|
13,339 |
|
|
(1,890 |
) |
|
(339 |
) |
|
11,110 |
|
|
13,347 |
|
|
(1,859 |
) |
|
(339 |
) |
|
11,149 |
| ||||||||||||||||||||
116 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
The tables below summarize the changes in the net carrying amounts of intangible assets and goodwill in 2019 and 2018.
| (In millions of dollars) |
December 31, 2018 |
December 31, 2019 |
||||||||||||||
|
Net carrying amount
|
Net
|
Amortization 1
|
Net carrying
|
|||||||||||||
| Spectrum licences |
|
6,600 |
|
|
1,731 |
|
|
– |
|
|
8,331 |
| ||||
| Broadcast licences |
|
234 |
|
|
– |
|
|
– |
|
|
234 |
| ||||
| Brand names |
|
136 |
|
|
– |
|
|
– |
|
|
136 |
| ||||
| Customer relationships |
|
47 |
|
|
2 |
|
|
(16 |
) |
|
33 |
| ||||
|
|
7,017 |
|
|
1,733 |
|
|
(16 |
) |
|
8,734 |
| |||||
| Acquired program rights |
|
188 |
|
|
60 |
|
|
(77 |
) |
|
171 |
| ||||
| Total intangible assets |
|
7,205 |
|
|
1,793 |
|
|
(93 |
) |
|
8,905 |
| ||||
| Goodwill |
|
3,905 |
|
|
18 |
|
|
– |
|
|
3,923 |
| ||||
| Total intangible assets and goodwill |
|
11,110 |
|
|
1,811 |
|
|
(93 |
) |
|
12,828 |
| ||||
| 1 | Of the $93 million of total amortization, $77 million related to acquired program rights is included in other external purchases in operating costs (see note 6), and $16 million in depreciation and amortization on the Consolidated Statements of Income. |
| (In millions of dollars) |
December 31, 2017 |
December 31, 2018 |
||||||||||||||||||
| Net carrying
|
Net
|
Amortization 1
|
Other 2
|
Net carrying
|
||||||||||||||||
| Spectrum licences |
|
6,600 |
|
|
– |
|
|
– |
|
|
– |
|
|
6,600 |
| |||||
| Broadcast licences |
230 | 4 | – | – | 234 | |||||||||||||||
| Brand names |
136 | – | – | – | 136 | |||||||||||||||
| Customer relationships |
|
84 |
|
|
– |
|
|
(37 |
) |
|
– |
|
|
47 |
| |||||
|
|
7,050 |
|
|
4 |
|
|
(37 |
) |
|
– |
|
|
7,017 |
| ||||||
| Acquired program rights |
|
194 |
|
|
54 |
|
|
(58 |
) |
|
(2 |
) |
|
188 |
| |||||
| Total intangible assets |
|
7,244 |
|
|
58 |
|
|
(95 |
) |
|
(2 |
) |
|
7,205 |
| |||||
| Goodwill |
|
3,905 |
|
|
– |
|
|
– |
|
|
– |
|
|
3,905 |
| |||||
| Total intangible assets and goodwill |
|
11,149 |
|
|
58 |
|
|
(95 |
) |
|
(2 |
) |
|
11,110 |
| |||||
| 1 | Of the $95 million of total amortization, $58 million related to acquired program rights is included in other external purchases in operating costs (see note 6), and $37 million in depreciation and amortization on the Consolidated Statements of Income. |
| 2 | Includes disposals, writedowns, reclassifications, and other adjustments. |
ANNUAL IMPAIRMENT TESTING
For purposes of testing goodwill for impairment, our CGUs, or groups of CGUs, correspond to our operating segments as disclosed in note 4.
Below is an overview of the methods and key assumptions we used in 2019 to determine recoverable amounts for CGUs, or groups of CGUs, with indefinite-life intangible assets or goodwill that we consider significant.
| (In millions of dollars, except periods used and rates) |
||||||||||||||||||||||
| Carrying value
|
Carrying value
|
Recoverable amount method
|
Period of
|
Terminal growth
|
Pre-tax discount
|
|||||||||||||||||
| Wireless |
|
1,160 |
|
|
8,465 |
|
Value in use |
|
5 |
|
|
0.5 |
|
|
8.4 |
| ||||||
| Cable |
1,808 | – | Value in use | 5 | 1.5 | 7.8 | ||||||||||||||||
| Media |
|
955 |
|
|
235 |
|
Fair value less cost to sell |
|
5 |
|
|
2.0 |
|
|
9.8 |
| ||||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 117
DEFERRED TAX ASSETS AND LIABILITIES
Below is a summary of the movement of net deferred tax assets and liabilities during 2019 and 2018.
| Deferred tax assets (liabilities) (In millions of dollars) |
Property, |
Goodwill and other intangibles |
Investments | Non-capital loss carryforwards |
Contract and |
Other | Total | |||||||||||||||||||||
| December 31, 2018 |
(1,145 | ) | (1,192 | ) | (66 | ) | 29 | (515 | ) | (21 | ) | (2,910 | ) | |||||||||||||||
| Effect of IFRS 16 adoption (see note 2) |
– | – | – | – | – | 9 | 9 | |||||||||||||||||||||
| (Expense) recovery in net income |
(221 | ) | (126 | ) | 2 | (17 | ) | (55 | ) | (26 | ) | (443 | ) | |||||||||||||||
| (Expense) recovery in other comprehensive income |
– | – | (104 | ) | – | – | 11 | (93 | ) | |||||||||||||||||||
| December 31, 2019 |
(1,366 | ) | (1,318 | ) | (168 | ) | 12 | (570 | ) | (27 | ) | (3,437 | ) | |||||||||||||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 119
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| Deferred tax assets (liabilities) (In millions of dollars) |
Property, |
Goodwill and other intangibles |
Investments | Non-capital loss carryforwards |
Contract and |
Other | Total | |||||||||||||||||||||
| December 31, 2017 |
(1,060 | ) | (1,075 | ) | (126 | ) | 18 | (418 | ) | 40 | (2,621 | ) | ||||||||||||||||
| (Expense) recovery in net income |
(85 | ) | (117 | ) | (3 | ) | 11 | (97 | ) | 16 | (275 | ) | ||||||||||||||||
| Recovery (expense) in other comprehensive income |
– | – | 63 | – | – | (77 | ) | (14 | ) | |||||||||||||||||||
| December 31, 2018 |
(1,145 | ) | (1,192 | ) | (66 | ) | 29 | (515 | ) | (21 | ) | (2,910 | ) | |||||||||||||||
120 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTE 17: FINANCIAL RISK MANAGEMENT AND FINANCIAL INSTRUMENTS
ACCOUNTING POLICY
Recognition
We initially recognize cash and cash equivalents, bank advances, accounts receivable, financing receivables, debt securities, and accounts payable and accrued liabilities on the date they originate. All other financial assets and financial liabilities are initially recognized on the trade date when we become a party to the contractual provisions of the instrument.
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 121
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Classification and measurement
We measure financial instruments by grouping them into classes upon initial recognition, based on the purpose of the individual instruments. We initially measure all financial instruments at fair value plus, in the case of our financial instruments not classified as fair value through profit and loss (FVTPL) or FVTOCI, transaction costs that are directly attributable to the acquisition or issuance of the financial instruments.
The classifications and methods of measurement subsequent to initial recognition of our financial assets and financial liabilities are as follows:
|
Financial instrument
|
Classification and measurement method
| |
|
Financial assets |
||
| Cash and cash equivalents |
Amortized cost | |
| Accounts receivable |
Amortized cost | |
| Financing receivables |
Amortized cost | |
| Investments, measured at FVTOCI |
FVTOCI with no reclassification to net income 1 | |
| Financial liabilities |
||
| Bank advances |
Amortized cost | |
| Short-term borrowings |
Amortized cost | |
| Accounts payable |
Amortized cost | |
| Accrued liabilities |
Amortized cost | |
| Long-term debt |
Amortized cost | |
| Lease liabilities |
Amortized cost | |
| Derivatives 2 |
||
| Debt derivatives 3 |
FVTOCI and FVTPL | |
| Bond forwards |
FVTOCI | |
| Expenditure derivatives |
FVTOCI | |
| Equity derivatives
|
FVTPL 4
| |
| 1 | Subsequently measured at fair value with changes recognized in the FVTOCI investment reserve. |
| 2 | Derivatives can be in an asset or liability position at a point in time historically or in the future. For derivatives designated as cash flow hedges for accounting purposes, the effective portion of the hedge is recognized in accumulated other comprehensive income and the ineffective portion of the hedge is recognized immediately into net income. |
| 3 | Debt derivatives related to our credit facility and commercial paper borrowings have not been designated as hedges for accounting purposes and are measured at FVTPL. Debt derivatives related to our senior notes and debentures are designated as hedges for accounting purposes and are measured at FVTOCI. |
| 4 | Subsequent changes are offset against stock-based compensation expense or recovery in operating costs. |
Offsetting financial assets and financial liabilities
We offset financial assets and financial liabilities and present the net amount on the Consolidated Statements of Financial Position when we have a legal right to offset them and intend to settle on a net basis or realize the asset and liability simultaneously.
Derivative instruments
We use derivative instruments to manage risks related to certain activities in which we are involved. They include:
|
Derivatives
|
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 |
122 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 123
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
124 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Below is a summary of the undiscounted contractual maturities of our financial liabilities and the receivable components of our derivatives as at December 31, 2019 and 2018.
| December 31, 2019 (In millions of dollars) |
Carrying |
Contractual |
Less
than |
1 to
3 |
4 to
5 |
More than |
||||||||||||||||||||||
| Short-term borrowings |
2,238 | 2,238 | 2,238 | – | – | – | ||||||||||||||||||||||
| Accounts payable and accrued liabilities |
3,033 | 3,033 | 3,033 | – | – | – | ||||||||||||||||||||||
| Long-term debt |
15,967 | 16,130 | – | 2,050 | 2,353 | 11,727 | ||||||||||||||||||||||
| Lease liabilities |
1,725 | 2,220 | 230 | 413 | 326 | 1,251 | ||||||||||||||||||||||
| Other long-term financial liabilities |
26 | 26 | – | 12 | 7 | 7 | ||||||||||||||||||||||
| Expenditure derivative instruments: |
||||||||||||||||||||||||||||
| Cash outflow (Canadian dollar) |
– | 1,287 | 1,248 | 39 | – | – | ||||||||||||||||||||||
| Cash inflow (Canadian dollar equivalent of US dollar) |
– | (1,286 | ) | (1,247 | ) | (39 | ) | – | – | |||||||||||||||||||
| Equity derivative instruments |
– | (55 | ) | (55 | ) | – | – | – | ||||||||||||||||||||
| Debt derivative instruments accounted for as hedges: |
||||||||||||||||||||||||||||
| Cash outflow (Canadian dollar) |
– | 9,903 | – | – | 1,392 | 8,511 | ||||||||||||||||||||||
| Cash inflow (Canadian dollar equivalent of US dollar) 1 |
– | (10,780 | ) | – | – | (1,753 | ) | (9,027 | ) | |||||||||||||||||||
| Debt derivative instruments not accounted for as hedges: |
||||||||||||||||||||||||||||
| Cash outflow (Canadian dollar) |
– | 1,622 | 1,622 | – | – | – | ||||||||||||||||||||||
| Cash inflow (Canadian dollar equivalent of US dollar) 1 |
– | (1,593 | ) | (1,593 | ) | – | – | – | ||||||||||||||||||||
| Net carrying amount of derivatives (asset) |
|
(1,439 |
) |
|||||||||||||||||||||||||
|
|
21,550 |
|
|
22,745 |
|
|
5,476 |
|
|
2,475 |
|
|
2,325 |
|
|
12,469 |
| |||||||||||
| 1 | Represents Canadian dollar equivalent amount of US dollar inflows matched to an equal amount of US dollar maturities in long-term debt for debt derivatives. |
| December 31, 2018 (In millions of dollars) |
Carrying |
Contractual |
Less
than |
1 to
3 |
4 to
5 |
More than |
||||||||||||||||||||||
| Short-term borrowings |
2,255 | 2,255 | 2,255 | – | – | – | ||||||||||||||||||||||
| Accounts payable and accrued liabilities |
3,052 | 3,052 | 3,052 | – | – | – | ||||||||||||||||||||||
| Long-term debt |
14,290 | 14,404 | 900 | 2,350 | 2,442 | 8,712 | ||||||||||||||||||||||
| Other long-term financial liabilities |
38 | 38 | 1 | 24 | 5 | 8 | ||||||||||||||||||||||
| Expenditure derivative instruments: |
||||||||||||||||||||||||||||
| Cash outflow (Canadian dollar) |
– | 1,341 | 1,045 | 296 | – | – | ||||||||||||||||||||||
| Cash inflow (Canadian dollar equivalent of US dollar) |
– | (1,473 | ) | (1,146 | ) | (327 | ) | – | – | |||||||||||||||||||
| Equity derivative instruments |
– | (92 | ) | (92 | ) | – | – | – | ||||||||||||||||||||
| Debt derivative instruments accounted for as hedges: |
||||||||||||||||||||||||||||
| Cash outflow (Canadian dollar) |
– | 6,920 | – | – | 1,392 | 5,528 | ||||||||||||||||||||||
| Cash inflow (Canadian dollar equivalent of US dollar) 1 |
– | (8,254 | ) | – | – | (1,842 | ) | (6,412 | ) | |||||||||||||||||||
| Debt derivative instruments not accounted for as hedges: |
||||||||||||||||||||||||||||
| Cash outflow (Canadian dollar) |
– | 1,560 | 1,560 | – | – | – | ||||||||||||||||||||||
| Cash inflow (Canadian dollar equivalent of US dollar) 1 |
– | (1,601 | ) | (1,601 | ) | – | – | – | ||||||||||||||||||||
| Bond forwards |
– | 87 | 87 | – | – | – | ||||||||||||||||||||||
| Net carrying amount of derivatives (asset) |
|
(1,500 |
) |
|||||||||||||||||||||||||
|
|
18,135 |
|
|
18,237 |
|
|
6,061 |
|
|
2,343 |
|
|
1,997 |
|
|
7,836 |
| |||||||||||
| 1 | Represents Canadian dollar equivalent amount of US dollar inflows matched to an equal amount of US dollar maturities in long-term debt for debt derivatives. |
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 125
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
126 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Below is a summary of the changes in fair value of our derivative instruments for 2019 and 2018.
| Year ended December 31, 2019 (In millions of dollars) |
Debt |
Debt |
Bond |
Expenditure |
Equity |
Total |
||||||||||||||||||
| Derivative instruments, beginning of year |
|
1,332 |
|
|
41 |
|
|
(87 |
) |
|
122 |
|
|
92 |
|
|
1,500 |
| ||||||
| Proceeds received from settlement of derivatives |
|
– |
|
|
(17,620 |
) |
|
– |
|
|
(1,194 |
) |
|
(15 |
) |
|
(18,829 |
) | ||||||
| Payment on derivatives settled |
|
– |
|
|
17,630 |
|
|
111 |
|
|
1,124 |
|
|
– |
|
|
18,865 |
| ||||||
| Increase (decrease) in fair value of derivatives |
|
80 |
|
|
(80 |
) |
|
(24 |
) |
|
(51 |
) |
|
(22 |
) |
|
(97 |
) | ||||||
| Derivative instruments, end of year |
|
1,412 |
|
|
(29 |
) |
|
– |
|
|
1 |
|
|
55 |
|
|
1,439 |
| ||||||
|
Mark-to-market asset |
|
1,508 |
|
|
– |
|
|
– |
|
|
16 |
|
|
55 |
|
|
1,579 |
| ||||||
| Mark-to-market liability |
|
(96 |
) |
|
(29 |
) |
|
– |
|
|
(15 |
) |
|
– |
|
|
(140 |
) | ||||||
| Mark-to-market asset (liability) |
|
1,412 |
|
|
(29 |
) |
|
– |
|
|
1 |
|
|
55 |
|
|
1,439 |
| ||||||
| Year ended December 31, 2018 (In millions of dollars) |
Debt |
Debt |
Bond |
Expenditure |
Equity |
Total |
||||||||||||||||||
| Derivative instruments, beginning of year |
|
1,152 |
|
|
(23 |
) |
|
(64 |
) |
|
(39 |
) |
|
68 |
|
|
1,094 |
| ||||||
| Proceeds received from settlement of derivatives |
|
(1,761 |
) |
|
(19,368 |
) |
|
– |
|
|
(1,089 |
) |
|
(4 |
) |
|
(22,222 |
) | ||||||
| Payment on derivatives settled |
|
1,436 |
|
|
19,305 |
|
|
– |
|
|
1,093 |
|
|
– |
|
|
21,834 |
| ||||||
| Increase (decrease) in fair value of derivatives |
|
505 |
|
|
127 |
|
|
(23 |
) |
|
157 |
|
|
28 |
|
|
794 |
| ||||||
| Derivative instruments, end of year |
|
1,332 |
|
|
41 |
|
|
(87 |
) |
|
122 |
|
|
92 |
|
|
1,500 |
| ||||||
|
Mark-to-market asset |
|
1,354 |
|
|
41 |
|
|
– |
|
|
122 |
|
|
92 |
|
|
1,609 |
| ||||||
| Mark-to-market liability |
|
(22 |
) |
|
– |
|
|
(87 |
) |
|
– |
|
|
– |
|
|
(109 |
) | ||||||
| Mark-to-market asset (liability) |
|
1,332 |
|
|
41 |
|
|
(87 |
) |
|
122 |
|
|
92 |
|
|
1,500 |
| ||||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 127
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
During 2019 and 2018, we entered and settled debt derivatives related to our credit facility borrowings and US CP program as follows:
| Year ended December 31, 2019 |
Year ended December 31, 2018 |
|||||||||||||||||||||||||||
| (In millions of dollars, except exchange rates) |
Notional (US$) |
Exchange |
Notional |
Notional (US$) |
Exchange |
Notional |
||||||||||||||||||||||
| 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 |
| ||||||||||||||||||||||
128 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Bond forwards
During the year ended December 31, 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.
During the year ended December 31, 2019, we exercised a $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 a $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 the years ended December 31, 2019 or 2018. As at December 31, 2019, we have no outstanding bond forwards.
Expenditure derivatives
Below is a summary of the expenditure derivatives we entered and settled during 2019 and 2018 to manage foreign exchange risk related to certain forecast expenditures.
| Years ended December 31 |
||||||||||||||||||||||||
|
2019 |
2018 |
|||||||||||||||||||||||
| (In millions of dollars, except exchange rates) |
Notional |
Exchange |
Notional |
Notional |
Exchange |
Notional |
||||||||||||||||||
| 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 |
| ||||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 129
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Below is a summary of the financial instruments carried at fair value.
| As at December 31 |
||||||||||||||||||||||||
| Carrying value |
Fair value (Level 1) |
Fair value (Level 2) |
||||||||||||||||||||||
| (In millions of dollars) |
2019 |
2018 |
2019 |
2018 |
2019 |
2018 |
||||||||||||||||||
| Financial assets |
||||||||||||||||||||||||
| Investments, measured at FVTOCI: |
||||||||||||||||||||||||
| Investments in publicly traded companies |
|
1,831 |
|
|
1,051 |
|
|
1,831 |
|
|
1,051 |
|
|
— |
|
|
— |
| ||||||
|
Held-for-trading: |
||||||||||||||||||||||||
| Debt derivatives accounted for as cash flow hedges |
|
1,508 |
|
|
1,354 |
|
|
— |
|
|
— |
|
|
1,508 |
|
|
1,354 |
| ||||||
| Debt derivatives not accounted for as cash flow hedges |
|
— |
|
|
41 |
|
|
— |
|
|
— |
|
|
— |
|
|
41 |
| ||||||
| Expenditure derivatives accounted for as cash flow hedges |
|
16 |
|
|
122 |
|
|
— |
|
|
— |
|
|
16 |
|
|
122 |
| ||||||
| Equity derivatives not accounted for as cash flow hedges |
|
55 |
|
|
92 |
|
|
— |
|
|
— |
|
|
55 |
|
|
92 |
| ||||||
| Total financial assets |
|
3,410 |
|
|
2,660 |
|
|
1,831 |
|
|
1,051 |
|
|
1,579 |
|
|
1,609 |
| ||||||
| Financial liabilities |
||||||||||||||||||||||||
|
Held-for-trading: |
||||||||||||||||||||||||
| Debt derivatives accounted for as cash flow hedges |
|
96 |
|
|
22 |
|
|
— |
|
|
— |
|
|
96 |
|
|
22 |
| ||||||
| Debt derivatives not accounted for as hedges |
|
29 |
|
|
— |
|
|
— |
|
|
— |
|
|
29 |
|
|
— |
| ||||||
| Bond forwards accounted for as cash flow hedges |
|
— |
|
|
87 |
|
|
— |
|
|
— |
|
|
— |
|
|
87 |
| ||||||
| Expenditure derivatives accounted for as cash flow hedges |
|
15 |
|
|
— |
|
|
— |
|
|
— |
|
|
15 |
|
|
— |
| ||||||
| Total financial liabilities |
|
140 |
|
|
109 |
|
|
— |
|
|
— |
|
|
140 |
|
|
109 |
| ||||||
Below is a summary of the fair value of our long-term debt.
| As at December 31 |
||||||||||||||||
| (In millions of dollars) |
2019 |
2018 |
||||||||||||||
|
Carrying amount |
Fair value 1 |
Carrying amount |
Fair value 1 |
|||||||||||||
| Long-term debt (including current portion) |
|
15,967 |
|
|
18,354 |
|
|
14,290 |
|
|
15,110 |
| ||||
| 1 | Long-term debt (including current portion) is measured at Level 2 in the three-level fair value hierarchy, based on year-end trading values. |
We did not have any non-derivative held-to-maturity financial assets during the years ended December 31, 2019 and 2018.
130 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Below is a summary of 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 |
Exchange |
Notional |
Notional |
Exchange |
Notional |
||||||||||||||||||||||
| 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 |
| ||||||||||||||||||||||
Below is a summary of the activity relating to our US CP program 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$) |
||||||||||||||||||||||
| US commercial paper, beginning of year |
1,177 | 1.364 | 1,605 | 746 | 1.253 | 935 | ||||||||||||||||||||||
| Net proceeds received from US commercial paper |
21 | 1.571 | 33 | 404 | 1.257 | 508 | ||||||||||||||||||||||
| Discounts on issuance 1 |
25 | 1.320 | 33 | 27 | 1.333 | 36 | ||||||||||||||||||||||
| (Gain) loss on foreign exchange 1 |
(83 | ) | 126 | |||||||||||||||||||||||||
| US commercial paper, end of year |
1,223 | 1.298 | 1,588 | 1,177 | 1.364 | 1,605 | ||||||||||||||||||||||
| 1 | Included in finance costs. |
132 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| As at December 31
|
||||||||||||||||||||
| (In millions of dollars, except interest rates)
|
Due
|
Principal
|
Interest
|
2019
|
2018
|
|||||||||||||||
| Senior notes |
|
2019 |
|
|
400 |
|
|
2.800% |
|
|
– |
|
|
400 |
| |||||
| Senior notes |
|
2019 |
|
|
500 |
|
|
5.380% |
|
|
– |
|
|
500 |
| |||||
| Senior notes |
|
2020 |
|
|
900 |
|
|
4.700% |
|
|
– |
|
|
900 |
| |||||
| Senior notes |
|
2021 |
|
|
1,450 |
|
|
5.340% |
|
|
1,450 |
|
|
1,450 |
| |||||
| Senior notes |
|
2022 |
|
|
600 |
|
|
4.000% |
|
|
600 |
|
|
600 |
| |||||
| Senior notes |
|
2023 |
|
|
US 500 |
|
|
3.000% |
|
|
649 |
|
|
682 |
| |||||
| Senior notes |
|
2023 |
|
|
US 850 |
|
|
4.100% |
|
|
1,104 |
|
|
1,160 |
| |||||
| Senior notes |
|
2024 |
|
|
600 |
|
|
4.000% |
|
|
600 |
|
|
600 |
| |||||
| Senior notes |
|
2025 |
|
|
US 700 |
|
|
3.625% |
|
|
909 |
|
|
955 |
| |||||
| Senior notes |
|
2026 |
|
|
US 500 |
|
|
2.900% |
|
|
649 |
|
|
682 |
| |||||
| Senior notes |
|
2029 |
|
|
1,000 |
|
|
3.250% |
|
|
1,000 |
|
|
– |
| |||||
| Senior debentures 1 |
|
2032 |
|
|
US 200 |
|
|
8.750% |
|
|
260 |
|
|
273 |
| |||||
| Senior notes |
|
2038 |
|
|
US 350 |
|
|
7.500% |
|
|
455 |
|
|
478 |
| |||||
| Senior notes |
|
2039 |
|
|
500 |
|
|
6.680% |
|
|
500 |
|
|
500 |
| |||||
| Senior notes |
|
2040 |
|
|
800 |
|
|
6.110% |
|
|
800 |
|
|
800 |
| |||||
| Senior notes |
|
2041 |
|
|
400 |
|
|
6.560% |
|
|
400 |
|
|
400 |
| |||||
| Senior notes |
|
2043 |
|
|
US 500 |
|
|
4.500% |
|
|
649 |
|
|
682 |
| |||||
| Senior notes |
|
2043 |
|
|
US 650 |
|
|
5.450% |
|
|
844 |
|
|
887 |
| |||||
| Senior notes |
|
2044 |
|
|
US 1,050 |
|
|
5.000% |
|
|
1,365 |
|
|
1,433 |
| |||||
| Senior notes |
|
2048 |
|
|
US 750 |
|
|
4.300% |
|
|
973 |
|
|
1,022 |
| |||||
| Senior notes |
|
2049 |
|
|
US 1,250 |
|
|
4.350% |
|
|
1,624 |
|
|
– |
| |||||
| Senior notes
|
|
2049
|
|
|
US 1,000
|
|
|
3.700%
|
|
|
1,299
|
|
|
– |
| |||||
|
|
16,130 |
|
|
14,404 |
| |||||||||||||||
| Deferred transaction costs and discounts |
|
(163 |
) |
|
(114 |
) | ||||||||||||||
| Less current portion
|
|
–
|
|
|
(900
|
)
| ||||||||||||||
| Total long-term debt |
|
15,967 |
|
|
13,390 |
| ||||||||||||||
| 1 | Senior debentures originally issued by Rogers Cable Inc. which are unsecured obligations of RCI and for which RCCI was an unsecured guarantor as at December 31, 2019 and 2018. |
134 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
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
|
Exchange
|
Notional
|
Notional
|
Exchange
|
Notional
|
||||||||||||||||||
| 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
|
)
| ||||||||||||||||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 135
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Issuance of senior notes
Below is a summary of the senior notes that we issued in 2019 and 2018.
| (In millions of dollars, except interest rates and discounts) | ||||||||||||||||||||||||||||
| Date issued
|
Principal
|
Due date
|
Interest rate
|
Discount/
|
Total gross
|
Transaction
|
||||||||||||||||||||||
| 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 and discounts. |
| 2 | Transaction costs and discounts 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. |
136 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
138 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 139
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
CAPITAL STOCK
| Share class
|
Number of shares authorized for issue
|
Features
|
Voting rights
| |||
| Preferred shares | 400,000,000 | • Without par value • Issuable in series, with rights and terms of each series to be fixed by the Board prior to the issue of any series
|
• None | |||
| RCI Class A Voting Shares | 112,474,388 | • Without par value • Each share can be converted into one Class B Non-Voting share
|
• Each share entitled to | |||
| RCI Class B Non-Voting Shares
|
1,400,000,000
|
• Without par value
|
• None
|
140 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
142 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Summary of stock options
Below is a summary of the stock option plans, including performance options.
| Year ended December 31, 2019
|
Year ended December 31, 2018
|
|||||||||||||||
| (In number of units, except prices)
|
Number of options
|
Weighted average
|
Number of options
|
Weighted average
|
||||||||||||
| Outstanding, beginning of year |
2,719,612 | $53.22 | 2,637,890 | $49.42 | ||||||||||||
| Granted |
1,179,160 | $72.03 | 850,700 | $58.88 | ||||||||||||
| Exercised |
(743,977 | ) | $46.56 | (679,706 | ) | $45.20 | ||||||||||
| Forfeited
|
|
–
|
|
|
–
|
|
|
(89,272
|
)
|
|
$55.94
|
| ||||
| Outstanding, end of year
|
|
3,154,795
|
|
|
$61.82
|
|
|
2,719,612
|
|
|
$53.22
|
| ||||
| Exercisable, end of year
|
|
993,645
|
|
|
$52.38
|
|
|
1,059,590
|
|
|
$46.26
|
| ||||
Below is a summary of the range of exercise prices, the weighted average exercise price, and the weighted average remaining contractual life as at December 31, 2019.
| Options outstanding
|
Options exercisable
|
|||||||||||||||||||
| Range of exercise prices
|
Number
|
Weighted average
|
Weighted average
|
Number
|
Weighted average
|
|||||||||||||||
| $42.85 – $44.99 |
153,937 | 4.82 | $44.24 | 153,937 | $44.24 | |||||||||||||||
| $45.00 – $49.99 |
506,011 | 4.67 | $48.88 | 442,257 | $48.73 | |||||||||||||||
| $50.00 – $59.99 |
910,595 | 7.76 | $58.10 | 265,564 | $57.82 | |||||||||||||||
| $60.00 – $64.99 |
415,057 | 7.72 | $62.91 | 122,459 | $62.82 | |||||||||||||||
| $65.00 – $69.99 |
129,025 | 9.38 | $66.21 | 9,428 | $68.10 | |||||||||||||||
| $70.00 – $73.00
|
|
1,040,170
|
|
|
8.90
|
|
|
$73.00
|
|
|
–
|
|
|
–
|
| |||||
|
|
3,154,795
|
|
|
7.56
|
|
|
$61.82
|
|
|
993,645
|
|
|
$52.38
|
| ||||||
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 143
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
EXPLANATORY INFORMATION
COMMITMENTS
Below is a summary of the future minimum payments for our contractual commitments that are not recognized as liabilities as at December 31, 2019.
| (In millions of dollars)
|
Less than 1 Year
|
1-3 Years
|
4-5 Years
|
After 5 Years
|
Total
|
|||||||||||||||
| Player contracts 1 |
95 | 108 | 45 | – | 248 | |||||||||||||||
| Purchase obligations 2 |
312 | 215 | 92 | 41 | 660 | |||||||||||||||
| Program rights 3
|
|
620
|
|
|
1,111
|
|
|
1,052
|
|
|
830
|
|
|
3,613
|
| |||||
| Total commitments
|
|
1,027
|
|
|
1,434
|
|
|
1,189
|
|
|
871
|
|
|
4,521
|
| |||||
| 1 | Toronto Blue Jays players’ salary contracts into which we have entered and are contractually obligated to pay. |
| 2 | Contractual obligations under service, product, and wireless device contracts to which we have committed. |
| 3 | Agreements into which we have entered to acquire broadcasting rights for programs and films for periods in excess of one year at contract inception. |
146 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
Glossary of selected industry terms
and helpful links
148 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
2019 ANNUAL REPORT ROGERS COMMUNICATIONS INC. | 149
Corporate and shareholder information
|
CAUTION REGARDING FORWARD-LOOKING INFORMATION AND OTHER RISKS This annual report includes forward-looking statements about the financial condition and prospects of Rogers Communications that involve significant risks and uncertainties that are detailed in the “Risks and Uncertainties Affecting our Business” and “About Forward-Looking Information” sections of the MD&A contained herein, which should be read in conjunction with all sections of this annual report. |
|
facebook.com/rogers | ||||
|
@rogers | |||||
|
linkedin.com/company/ rogers-communications | |||||
© 2020 Rogers Communications Inc.
Other registered trademarks that appear are the property of the respective owners.
150 | ROGERS COMMUNICATIONS INC. 2019 ANNUAL REPORT
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