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TORONTO, July 25, 2023 (GLOBE NEWSWIRE) -- Rogers Communications Inc. (“Rogers”) today announced the expiration and final results of its offer to exchange (the “Exchange Offer”) any and all of the US$7,050,000,000 aggregate principal amount of its outstanding senior notes previously issued pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), as set forth in the table below (the “Restricted Notes”), for an equal principal amount of new notes registered under the Securities Act (the “Exchange Notes”).
The Exchange Offer expired at 5:00 p.m., New York City time, on July 25, 2023 (the “Expiration Date”). As of the Expiration Date, the principal amounts of Restricted Notes set forth in the table below had been validly tendered and not validly withdrawn. Rogers has accepted for exchange all such tendered Restricted Notes in the Exchange Offer.
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| Notes Tendered and Accepted as of the Expiration Date | ||
| Title of Series of | Aggregate Principal | CUSIP | ISIN | Principal | Percentage | |
| 2.95% Senior Notes | US$1,000,000,000 | 775109 CA7 / | US775109CA78 / | $996,349,000 | 99.6% | |
| 3.20% Senior Notes | US$1,300,000,000 | 775109 CB5 / | US775109CB51 / | $1,288,983,000 | 99.2% | |
| 3.80% Senior Notes | US$2,000,000,000 | 775109 CC3 / | US775109CC35 / | $1,948,968,000 | 97.4% | |
| 4.50% Senior Notes | US$750,000,000 | 775109 BZ3 / | US775109BZ39 / | $749,970,000 | 99.9% | |
| 4.55% Senior Notes | US$2,000,000,000 | 775109 CD1 / | US775109CD18 / | $1,996,800,000 | 99.8% | |
Upon the settlement of the Exchange Offer, holders of Restricted Notes that have been accepted for exchange by Rogers will receive a like principal amount of Exchange Notes of the applicable series. Rogers expects that such settlement will occur on or about July 27, 2023.
The terms of the Exchange Notes to be issued upon the settlement of the Exchange Offer are substantially identical to the terms of the corresponding series of Restricted Notes, except that the Exchange Notes will be registered under the Securities Act and the transfer restrictions, registration rights and additional interest provisions applicable to the Restricted Notes will not apply to the Exchange Notes. The Exchange Notes will represent the same debt as the Restricted Notes, and Rogers will issue the Exchange Notes under the same indenture that governs the applicable series of Restricted Notes.
The Exchange Offer was made pursuant to the terms and subject to the conditions set forth in a prospectus filed with the Securities and Exchange Commission dated June 20, 2023 (the “Prospectus”) and related letter of transmittal. This press release is not an offer to sell or a solicitation of an offer to buy any of the securities described herein.