Obligation Rogers Connect Inc. 7% ( US775109DG30 ) en USD

Rogers Connect Inc.

103.631 % ⇌

Canada

US775109DG30 ( en USD )

7% par an ( paiement semestriel )

14/04/2055

Prospectus brochure de l'obligation Rogers Communications Inc US775109DG30 en USD 7%, échéance 14/04/2055

2 000 USD

1 100 000 000 USD

775109DG3

BB ( Spéculatif )

Ba1 ( Spéculatif )

15/04/2026 ( Dans 67 jours )

Rogers Communications Inc. est une société canadienne de télécommunications offrant des services de téléphonie sans fil, de télévision par câble, d'Internet haute vitesse et de services médiatiques.

L'Obligation émise par Rogers Connect Inc. ( Canada ) , en USD, avec le code ISIN US775109DG30, paye un coupon de 7% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 14/04/2055

L'Obligation émise par Rogers Connect Inc. ( Canada ) , en USD, avec le code ISIN US775109DG30, a été notée Ba1 ( Spéculatif ) par l'agence de notation Moody's.

L'Obligation émise par Rogers Connect Inc. ( Canada ) , en USD, avec le code ISIN US775109DG30, a été notée BB ( Spéculatif ) par l'agence de notation Standard & Poor's ( S&P ).

FWP 1 d852226dfwp.htm FWP
Filed pursuant to Rule 433
Registration Statement No. 333-273187
February 10, 2025
Rogers Communications Inc.
7.000% Fixed-to-Fixed Rate Subordinated Notes due 2055
7.125% Fixed-to-Fixed Rate Subordinated Notes due 2055
Dated February 10, 2025
The following information supplements (or supersedes, to the extent that it is inconsistent therewith) the Preliminary Prospectus Supplement dated
February 6, 2025 relating to the below described securities (the "Preliminary Prospectus Supplement"). Capitalized terms used but not defined in this
pricing term sheet shall have the meaning ascribed to them in the Preliminary Prospectus Supplement.
Issuer:
Rogers Communications Inc. ("RCI")
Security:
7.000% Fixed-to-Fixed Rate Subordinated Notes due 2055 (the "NC5 Notes")
7.125% Fixed-to-Fixed Rate Subordinated Notes due 2055 (the "NC10 Notes" and, together with the NC5
Notes, the "Notes")
Expected Ratings*:
Moody's Investors Service Inc.: Ba1 (Stable)
S&P Global Ratings: BB (Stable)
Fitch Ratings Ltd.: BB (Stable)
DBRS: BB (Stable)
Principal Amount:
NC5 Notes: US$1,100,000,000
NC10 Notes: US$1,000,000,000
Pricing Date:
February 10, 2025
Settlement Date:
February 12, 2025 (T+2)
Maturity Date:
April 15, 2055 for each series of Notes (the "Maturity Date")
Offering Price:
NC5 Notes: 100.000% of the principal amount
NC10 Notes: 100.000% of the principal amount
Interest Rate:
The NC5 Notes will bear interest (i) from, and including, the settlement date to, but excluding, April 15,
2030, at a rate of 7.000% per annum and (ii) from, and including, April 15, 2030, to but excluding the
Maturity Date the outstanding NC5 Notes will bear interest at a rate per annum equal to the 5-Year Treasury
Rate (subject to reset as described below) plus 2.653%; provided, that the interest rate during any Interest
Rate Reset Period for the NC5 Notes will not reset below 7.000% (which equals the initial interest rate on
the NC5 Notes).
The NC10 Notes will bear interest (i) from, and including, the settlement date to, but excluding, April 15,
2035, at a rate of 7.125% per annum and (ii) from, and including, April 15, 2035, to but excluding the
Maturity Date the outstanding NC10 Notes will bear interest at a rate per annum equal to the 5-Year
Treasury Rate (subject to reset as described below) plus 2.620%; provided, that the interest rate during any
Interest Rate Reset Period for the NC10 Notes will not reset below 7.125% (which equals the initial interest
rate on the NC10 Notes).

The 5-Year Treasury Rate for computing interest on the outstanding Notes of each series from and after the
applicable Initial Interest Rate Reset Date will initially be based on such rate as of the first business day
prior to the applicable Initial Interest Rate Reset Date and it will be reset on the fifth anniversary of the
applicable Initial Interest Rate Reset Date and, thereafter, on each subsequent date that is the fifth
anniversary of the immediately preceding date on which such rate is reset, based on the 5-Year Treasury
Rate as of the first business day prior to each such fifth anniversary.
"Initial Interest Rate Reset Date" means April 15, 2030, with respect to the NC5 Notes, and April 15,
2035, with respect to the NC10 Notes.
Interest Payment Dates:
Interest on each series of Notes will be payable semi-annually in arrears on April 15 and October 15 of each
year (each, an "Interest Payment Date"), commencing on October 15, 2025, subject to deferral pursuant to
the Deferral Right.
Deferral Right:
So long as no event of default has occurred and is continuing, RCI may elect, at its sole option, at any date
other than an Interest Payment Date, to defer the interest payable on the Notes of any series (the "Deferral
Right") on one or more occasions for up to five consecutive years.
Day Count Convention:
360-day year consisting of twelve 30-day months and, for any period shorter than six months, on the basis
of the actual number of days elapsed per 30-day month.
Optional Redemption:
RCI may, at its option, redeem the Notes of any series, in whole at any time or in part from time to time,
(i) on any day in the period commencing on and including the date that is 60 days prior to the applicable
Initial Interest Rate Reset Date and ending on and including the applicable Initial Interest Rate Reset Date
and (ii) after the applicable Initial Interest Rate Reset Date, on any Interest Payment Date, in each case, at a
redemption price equal to 100% of the principal amount of the Notes of the applicable series redeemed
together with accrued and unpaid interest (including deferred interest, if any) thereon to, but excluding, the
date fixed for redemption.

Redemption on Tax Event or Rating
At any time within 90 days following the occurrence of a Tax Event with respect to a series of Notes, RCI
Event:
may, at its option, redeem all (but not less than all) of the Notes of such series at a redemption price equal to
100% of the principal amount thereof, together with accrued and unpaid interest (including deferred interest,
if any) thereon to, but excluding, the date fixed for redemption. At any time within 90 days following the
occurrence of a Rating Event, RCI may, at its option, redeem all (but not less than all) of the Notes of any
series at a redemption price equal to 102% of the principal amount thereof, together with accrued and
unpaid interest (including deferred interest, if any) thereon to, but excluding, the date fixed for redemption.
CUSIP / ISIN:
NC5 Notes: 775109 DG3 / US775109DG30
NC10 Notes: 775109 DH1 / US775109DH13
Denomination:
The Notes will be issued in minimum denominations of US$2,000 and integral multiples of US$1,000
above that amount.
Joint Book-Running Managers:
J.P. Morgan Securities LLC
RBC Capital Markets, LLC
Scotia Capital (USA) Inc.
Wells Fargo Securities, LLC
BofA Securities, Inc.
CIBC World Markets Corp.
Citigroup Global Markets Inc.
TD Securities (USA) LLC
Co-Managers:
ATB Securities Inc.
BMO Capital Markets Corp.
National Bank of Canada Financial Inc.
SMBC Nikko Securities America, Inc.
Mizuho Securities USA LLC
MUFG Securities Americas Inc.
** *
* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
Changes to the Preliminary Prospectus Supplement
On February 10, 2025, RCI priced a Canadian offering of C$1,000,000,000 aggregate principal amount of 5.625% Fixed-to-Fixed Rate Subordinated
Notes due 2055 (the "Canadian Notes"). The Canadian Notes will be new unsecured, subordinated obligations of RCI and will constitute the
Concurrent Debt Financing described under the heading "Summary--Recent Developments--Concurrent Debt Financing" and elsewhere in the
Preliminary Prospectus Supplement. The Canadian Notes are being offered exclusively to persons in the provinces of Canada on a private placement
basis in reliance upon exemptions from the prospectus requirements under applicable securities laws in each of the provinces of Canada. The offering of
the Canadian Notes is not being made in the United States. Conforming changes are deemed to be made throughout the Preliminary Prospectus
Supplement to reflect the offering of the Canadian Notes.

The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before
you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more
complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC's website at
www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you
request it by calling J.P. Morgan Securities LLC. toll-free at 1-212-834-4533 (COLLECT), RBC Capital Markets, LLC toll-free at
1-866-375-6829, Scotia Capital (USA) Inc. toll-free at 1-800-372-3930, or Wells Fargo Securities, LLC toll-free at 1-800-645-3751.