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SEC Filings

F-10
ROGERS COMMUNICATIONS INC filed this Form F-10 on 04/23/2018
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General

The base indenture does not limit the amount of debt securities that may be issued. The debt securities may be issued in one or more series as may be authorized from time to time.  The particular terms of any series of debt securities will be established at the time of issuance and will be described in the applicable prospectus supplement.  These terms may include, but are not limited to, any of the following where applicable:

·
the title of that series,

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any limit on the amount that may be issued in respect of that series,

·
whether we will issue the series of debt securities in global form and, if so, who the depositary will be,

·
the maturity date of the debt securities,

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whether the debt securities are to be issued at an original issue discount and/or whether the debt securities are to be interest bearing,

·
if the debt securities are to be interest bearing, the annual interest rate or interest basis upon which the annual interest rate may be determined, any credit spread or margin over such interest rate, which may be fixed or variable, or any other method for determining the interest rate and the date interest will begin to accrue, the dates interest will be payable and the regular record dates for interest payment dates or the method for determining such dates,

·
whether the debt securities will be secured or unsecured and, if secured, the terms of any security provided,

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any guarantees, including the terms of any such guarantees,

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the ranking of the series of debt securities relative to our other debt and the terms of the subordination of any series of subordinated debt securities,

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the place where payments will be payable,

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our right, if any, to defer payment of interest and the maximum length of any such deferral period,

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the date, if any, after which, and the price at which, we may, at our option, redeem the series of debt securities pursuant to any optional redemption provisions,

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the date, if any, on which, and the price at which, we are obligated, pursuant to any mandatory sinking fund provisions or otherwise, to redeem or, at the holders’ option, to purchase, the series of debt securities,

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whether any covenants or events of default in addition to, or that are different from, those provided in the base indenture will apply to the series of debt securities,

·
the price at which the debt securities will be issued or whether the debt securities will be issued on a non-fixed price basis,

·
the currency or currencies in which the debt securities are being sold and in which the principal of, and interest, premium or other amounts, if any, on, such debt securities will be payable,

·
the denominations in which we will issue the series of debt securities, and

·
any other specific material terms, preferences, rights or limitations of, or restrictions on, the series of debt securities.

If the debt securities will be issued under a different indenture than the base indenture, the applicable prospectus supplement will describe all of the above, to the extent applicable, will identify the trustee for that indenture and will describe the covenants, events of default and other material terms applicable to those debt securities to the extent that they differ from, or are additional to, those provided in the base indenture.

Unless otherwise provided in the applicable prospectus supplement, any guarantee in respect of debt securities would fully and unconditionally guarantee the payment of the principal of, and interest and premium, if any, on, such debt securities when such amounts become due and payable, whether at maturity thereof or by acceleration, notice of redemption or otherwise.  In addition, if there is more than one guarantor for any debt securities, the guarantees would be joint and several as between the guarantors.  We expect any guarantee provided in respect of senior debt securities would constitute an unsubordinated and unsecured obligation of the applicable guarantor.  Other debt securities that we may issue also may be guaranteed and the terms of such guarantees (including any subordination) would be described in the applicable prospectus supplement and set forth in the applicable supplemental indenture.  If any debt securities are to be guaranteed, we expect that Rogers Communications Canada Inc., one of RCI’s wholly-owned subsidiaries, would be the guarantor.
 


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