Annual Report by a Canadian Issuer — Form 40-F — SEA’34
Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 40-F Annual Report by a Canadian Issuer HTML 653K
2: EX-23.1 Consent of Expert or Counsel HTML 46K
6: EX-97.1 Clawback Policy re: Recovery of Erroneously HTML 61K
Awarded Compensation
7: EX-99.1 Miscellaneous Exhibit HTML 468K
8: EX-99.3 Miscellaneous Exhibit HTML 2.82M
3: EX-31.1 Certification -- §302 - SOA'02 HTML 56K
4: EX-31.2 Certification -- §302 - SOA'02 HTML 56K
5: EX-32.1 Certification -- §906 - SOA'02 HTML 50K
14: R1 Cover Page HTML 110K
15: R2 Audit Information HTML 51K
16: R3 Consolidated Statements of Income HTML 81K
17: R4 Consolidated Statements of Comprehensive Income HTML 101K
18: R5 Consolidated Statements of Financial Position HTML 123K
19: R6 Consolidated Statements of Changes in HTML 110K
Shareholders' Equity
20: R7 Consolidated Statements of Cash Flows HTML 119K
21: R8 Nature of the Business HTML 65K
22: R9 Material Accounting Policies HTML 92K
23: R10 Business Combinations HTML 143K
24: R11 Capital Risk Management HTML 123K
25: R12 Segmented Information HTML 98K
26: R13 Revenue HTML 123K
27: R14 Operating Costs HTML 55K
28: R15 Property, Plant and Equipment HTML 153K
29: R16 Leases HTML 78K
30: R17 Intangible Assets and Goodwill HTML 179K
31: R18 Restructuring, Acquisition and Other HTML 56K
32: R19 Finance Costs HTML 62K
33: R20 Other (Income) Expense HTML 53K
34: R21 Income Taxes HTML 119K
35: R22 Earnings Per Share HTML 60K
36: R23 Accounts Receivable HTML 64K
37: R24 Inventories HTML 54K
38: R25 Other Current Assets HTML 55K
39: R26 Financial Risk Management and Financial HTML 445K
Instruments
40: R27 Investments HTML 79K
41: R28 Short-Term Borrowings HTML 334K
42: R29 Provisions HTML 63K
43: R30 Long-Term Debt HTML 334K
44: R31 Other Long-Term Liabilities HTML 57K
45: R32 Post-Employment Benefits HTML 166K
46: R33 Shareholders' Equity HTML 69K
47: R34 Stock-Based Compensation HTML 121K
48: R35 Related Party Transactions HTML 73K
49: R36 Guarantees HTML 50K
50: R37 Commitments and Contingent Liabilities HTML 77K
51: R38 Supplemental Cash Flow Information HTML 71K
52: R39 Material Accounting Policies (Policies) HTML 247K
53: R40 Nature of the Business (Tables) HTML 98K
54: R41 Material Accounting Policies (Tables) HTML 74K
55: R42 Business Combinations (Tables) HTML 121K
56: R43 Capital Risk Management (Tables) HTML 118K
57: R44 Segmented Information (Tables) HTML 98K
58: R45 Revenue (Tables) HTML 113K
59: R46 Operating Costs (Tables) HTML 55K
60: R47 Property, Plant and Equipment (Tables) HTML 145K
61: R48 Leases (Tables) HTML 60K
62: R49 Intangible Assets and Goodwill (Tables) HTML 165K
63: R50 Restructuring, Acquisition and Other (Tables) HTML 53K
64: R51 Finance Costs (Tables) HTML 61K
65: R52 Other (Income) Expense (Tables) HTML 53K
66: R53 Income Taxes (Tables) HTML 121K
67: R54 Earnings Per Share (Tables) HTML 57K
68: R55 Accounts Receivable (Tables) HTML 64K
69: R56 Inventories (Tables) HTML 53K
70: R57 Other Current Assets (Tables) HTML 55K
71: R58 Financial Risk Management and Financial HTML 564K
Instruments (Tables)
72: R59 Investments (Tables) HTML 87K
73: R60 Short-Term Borrowings (Tables) HTML 307K
74: R61 Provisions (Tables) HTML 58K
75: R62 Long-Term Debt (Tables) HTML 387K
76: R63 Other Long-Term Liabilities (Tables) HTML 57K
77: R64 Post-Employment Benefits (Tables) HTML 154K
78: R65 Shareholders' Equity (Tables) HTML 66K
79: R66 Stock-Based Compensation (Tables) HTML 115K
80: R67 Related Party Transactions (Tables) HTML 64K
81: R68 Commitments and Contingent Liabilities (Tables) HTML 146K
82: R69 Supplemental Cash Flow Information (Tables) HTML 71K
83: R70 Nature of the Business (Details) HTML 47K
84: R71 Material Accounting Policies (Details) HTML 65K
85: R72 BUSINESS COMBINATIONS - Pro Forma Disclosures HTML 60K
(Details)
86: R73 BUSINESS COMBINATIONS - Acquisition Of Shaw HTML 125K
Communications (Details)
87: R74 BUSINESS COMBINATIONS - Schedule Of Purchase Price HTML 161K
Allocation (Details)
88: R75 BUSINESS COMBINATIONS - Schedule of Property, HTML 133K
Plant, and Equipment Acquired (Details)
89: R76 BUSINESS COMBINATIONS - Schedule Of Intangible HTML 86K
Asset Acquired (Details)
90: R77 BUSINESS COMBINATIONS - Other Acquistions HTML 86K
(Details)
91: R78 CAPITAL RISK MANAGEMENT - Narrative (Details) HTML 70K
92: R79 CAPITAL RISK MANAGEMENT - Debt Leverage Ratio HTML 51K
(Details)
93: R80 CAPITAL RISK MANAGEMENT - Free Cash Flow (Details) HTML 57K
94: R81 CAPITAL RISK MANAGEMENT - Reconciliation of Free HTML 66K
Cash Flow (Details)
95: R82 CAPITAL RISK MANAGEMENT - Available Liquidity HTML 87K
(Details)
96: R83 Segmented Information (Details) HTML 92K
97: R84 REVENUE - Narrative (Details) HTML 63K
98: R85 REVENUE - Contract Assets, Contract Liabilities, HTML 78K
Deferred Commission Cost Assets (Details)
99: R86 REVENUE - Unsatisfied Portions of Performance HTML 57K
Obligations (Details)
100: R87 REVENUE - Disaggregation of Revenue (Details) HTML 67K
101: R88 Operating Costs (Details) HTML 57K
102: R89 PROPERTY, PLANT AND EQUIPMENT - Estimated Useful HTML 65K
Lives (Details)
103: R90 PROPERTY, PLANT AND EQUIPMENT - Changes in Net HTML 145K
Carrying Amounts of Property, Plant and Equipment
(Details)
104: R91 PROPERTY, PLANT AND EQUIPMENT - Narrative HTML 53K
(Details)
105: R92 Leases (Details) HTML 73K
106: R93 INTANGIBLE ASSETS AND GOODWILL - Finite useful HTML 58K
lives (Details)
107: R94 INTANGIBLE ASSETS AND GOODWILL - Explanatory HTML 56K
information about intangible assets and goodwill
(Details)
108: R95 INTANGIBLE ASSETS AND GOODWILL - Changes in net HTML 187K
carrying amounts of intangible assets and goodwill
(Details)
109: R96 INTANGIBLE ASSETS AND GOODWILL - Overview of HTML 72K
methods and key assumptions used to determine
recoverable amounts for CGUs (Details)
110: R97 Restructuring, Acquisition and Other (Details) HTML 53K
111: R98 Finance Costs (Details) HTML 71K
112: R99 Other (Income) Expense (Details) HTML 53K
113: R100 INCOME TAXES - Components of tax expense (Details) HTML 63K
114: R101 INCOME TAXES - Reconciliation of income tax HTML 74K
expense applying statutory tax and effective tax
rates (Details)
115: R102 INCOME TAXES - Deferred income taxes (Details) HTML 82K
116: R103 INCOME TAXES - Unrecognized deferred tax assets HTML 58K
(Details)
117: R104 Earnings Per Share (Details) HTML 73K
118: R105 ACCOUNTS RECEIVABLE - Accounts Receivable HTML 61K
(Details)
119: R106 ACCOUNTS RECEIVABLE - Financing Receivables HTML 51K
(Details)
120: R107 Inventories (Details) HTML 54K
121: R108 Other Current Assets (Details) HTML 56K
122: R109 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 93K
INSTRUMENTS - Credit Risk (Details)
123: R110 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 146K
INSTRUMENTS - Liquidity Risk (Details)
124: R111 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 71K
INSTRUMENTS - Interest Rate Risk (Details)
125: R112 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 116K
INSTRUMENTS - Derivative Instruments - Net Asset
(Liability) Position (Details)
126: R113 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 67K
INSTRUMENTS - Net Cash Proceeds (Payments) on Debt
Derivatives (Details)
127: R114 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 92K
INSTRUMENTS - Changes in Fair Value of Derivatives
(Details)
128: R115 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 59K
INSTRUMENTS - Balance Sheet Classification
(Details)
129: R116 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 211K
INSTRUMENTS - Details of Derivative Instruments
(Details)
130: R117 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 105K
INSTRUMENTS -Interest Rate Derivatives (Details)
131: R118 FINANCIAL RISK MANAGEMENT AND FINANCIAL HTML 111K
INSTRUMENTS - Financial Instruments at Fair Value
(Details)
132: R119 INVESTMENTS - Investment Types (Details) HTML 55K
133: R120 INVESTMENTS - Narrative (Details) HTML 71K
134: R121 INVESTMENTS - Associates and Joint Venture HTML 86K
Investment Impact (Details)
135: R122 SHORT-TERM BORROWINGS - Short-term Borrowings HTML 56K
(Details)
136: R123 SHORT-TERM BORROWINGS - Proceeds/Repayments From HTML 77K
Borrowing Programs (Details)
137: R124 SHORT-TERM BORROWINGS - Accounts Receivable HTML 69K
Securitization (Details)
138: R125 SHORT-TERM BORROWINGS - US Commercial Paper HTML 54K
Program (Details)
139: R126 SHORT-TERM BORROWINGS - Non-Revolving Credit HTML 67K
Facility (Details)
140: R127 SHORT-TERM BORROWINGS - Movement in Borrowing HTML 72K
Programs (Details)
141: R128 SHORT-TERM BORROWINGS - Committed Credit Facility HTML 49K
(Details)
142: R129 Provisions (Details) HTML 70K
143: R130 LONG-TERM DEBT - Summary of Long-term Debt HTML 265K
(Details)
144: R131 LONG-TERM DEBT - Long-Term Debt Activity (Details) HTML 131K
145: R132 LONG-TERM DEBT - Weighted Average Interest Rate HTML 49K
(Details)
146: R133 LONG-TERM DEBT - Bank Credit and Letter of Credit HTML 117K
Facilities (Details)
147: R134 LONG-TERM DEBT - Senior Notes and Debentures HTML 314K
(Details)
148: R135 LONG-TERM DEBT - Principal Repayments (Details) HTML 95K
149: R136 LONG-TERM DEBT - Terms and Conditions (Details) HTML 50K
150: R137 Other Long-Term Liabilities (Details) HTML 57K
151: R138 POST-EMPLOYMENT BENEFITS - Principal Actuarial HTML 61K
Assumptions (Details)
152: R139 POST-EMPLOYMENT BENEFITS - Sensitivity of Key HTML 67K
Assumptions (Details)
153: R140 POST-EMPLOYMENT BENEFITS - Present Value of HTML 63K
Accrued Plan Benefits and Estimated Market Values
of Net Assets (Details)
154: R141 POST-EMPLOYMENT BENEFITS - Summary of Pension Fund HTML 74K
Assets (Details)
155: R142 POST-EMPLOYMENT BENEFITS - Summary of Accrued HTML 82K
Benefit Obligations (Details)
156: R143 POST-EMPLOYMENT BENEFITS - Composition of Plan HTML 56K
Assets (Details)
157: R144 POST-EMPLOYMENT BENEFITS - Benefit Plan Costs HTML 64K
(Details)
158: R145 POST-EMPLOYMENT BENEFITS - Narrative (Details) HTML 61K
159: R146 POST-EMPLOYMENT BENEFITS - Remeasurement HTML 65K
Recognized in OCI and Equity (Details)
160: R147 POST-EMPLOYMENT BENEFITS - Allocation of Plan HTML 72K
Assets (Details)
161: R148 POST-EMPLOYMENT BENEFITS - Contributions to Plans HTML 52K
(Details)
162: R149 SHAREHOLDERS' EQUITY - Capital Stock (Details) HTML 73K
163: R150 SHAREHOLDERS' EQUITY - Dividends (Details) HTML 65K
164: R151 STOCK-BASED COMPENSATION - Principal assumptions HTML 57K
used to determine fair value of stock options
(Details)
165: R152 STOCK-BASED COMPENSATION - Narrative (Details) HTML 129K
166: R153 STOCK-BASED COMPENSATION - Summary of Stock-based HTML 57K
Compensation Expense (Details)
167: R154 STOCK-BASED COMPENSATION - Stock Options Activity HTML 72K
(Details)
168: R155 STOCK-BASED COMPENSATION - Stock Option Range of HTML 101K
Exercise Prices (Details)
169: R156 STOCK-BASED COMPENSATION - Restricted and Deferred HTML 61K
Share Unit Activity (Details)
170: R157 RELATED PARTY TRANSACTIONS - Narrative (Details) HTML 73K
171: R158 RELATED PARTY TRANSACTIONS - Key Management HTML 54K
Personnel Compensation (Details)
172: R159 RELATED PARTY TRANSACTIONS - Key Management HTML 48K
Personnel Transactions (Details)
173: R160 RELATED PARTY TRANSACTIONS - Subsidiary HTML 56K
Transactions (Details)
174: R161 COMMITMENTS AND CONTINGENT LIABILITIES - Future HTML 65K
Minimum Payments for Contractual Commitments
(Details)
175: R162 COMMITMENTS AND CONTINGENT LIABILITIES - Other HTML 60K
(Details)
176: R163 SUPPLEMENTAL CASH FLOW INFORMATION - Changes in HTML 68K
non-cash operating working capital items (Details)
177: R164 SUPPLEMENTAL CASH FLOW INFORMATION - Acquisitions HTML 64K
and other strategic transactions, net of cash
acquired (Details)
179: XML IDEA XML File -- Filing Summary XML 345K
182: XML XBRL Instance -- rci-20231231_htm XML 7.55M
178: EXCEL IDEA Workbook of Financial Report Info XLSX 495K
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11: EX-101.DEF XBRL Definitions -- rci-20231231_def XML 2.33M
12: EX-101.LAB XBRL Labels -- rci-20231231_lab XML 3.64M
13: EX-101.PRE XBRL Presentations -- rci-20231231_pre XML 2.96M
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180: JSON XBRL Instance as JSON Data -- MetaLinks 778± 1.23M
181: ZIP XBRL Zipped Folder -- 0000733099-24-000006-xbrl Zip 917K
I, Tony Staffieri, President and Chief Executive Officer, certify that:
1.I have reviewed this annual report on Form 40-F of Rogers Communications Inc.;
2.Based
on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;
4.The issuer’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal
control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and
5.The
issuer’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit and risk committee of the issuer’s board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.
I, Tony Staffieri, President and Chief Executive Officer, certify that:
1.I have reviewed this
annual report on Form 40-F of Rogers Communications Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the issuer as of, and for, the periods presented in this report;
4.The issuer’s other certifying
officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the issuer and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control
over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the issuer’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the issuer’s internal control over financial reporting that occurred during the period covered by the annual report that has materially
affected, or is reasonably likely to materially affect, the issuer’s internal control over financial reporting; and
5.The issuer’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the issuer’s auditors and the audit and risk committee of the issuer’s board of directors (or persons performing the equivalent functions):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the issuer’s ability to record, process, summarize and report financial information; and
b.Any
fraud, whether or not material, that involves management or other employees who have a significant role in the issuer’s internal control over financial reporting.