EX-99.2 3 rci-03312018xexhibit992.htm EXHIBIT 99.2 Exhibit



Exhibit 99.2
rogerslogoa07.jpg




Rogers Communications Inc.



INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
Three months ended March 31, 2018 and 2017


Rogers Communications Inc.
1
First Quarter 2018




Rogers Communications Inc.
Interim Condensed Consolidated Statements of Income
(In millions of Canadian dollars, except per share amounts, unaudited)
  
  
Three months ended March 31
 
  
Note

2018

2017

 
 
 
(restated, see note 2)

 
 
 
 
Revenue
4

3,633

3,372

 
 


Operating expenses:
 


Operating costs
5

2,295

2,198

Depreciation and amortization
 
544

545

Gain on disposition of property, plant and equipment
 
(11
)
—

Restructuring, acquisition and other
6

43

28

Finance costs
7

219

190

Other income
8

(23
)
(11
)
 
 
 
 
Income before income tax expense
 
566

422

Income tax expense
 
141

112

 
 




Net income for the period
 
425

310

 
 
 
 
Earnings per share:
 
 
 
Basic
9

$0.83
$0.60
Diluted
9

$0.80
$0.60
The accompanying notes are an integral part of the interim condensed consolidated financial statements.
 

Rogers Communications Inc.
2
First Quarter 2018




Rogers Communications Inc.
Interim Condensed Consolidated Statements of Comprehensive Income
(In millions of Canadian dollars, unaudited)
  
Three months ended March 31
 
  
2018

2017

 
 
(restated, see note 2)

 
 
 
Net income for the period
425

310

 
 
 
Other comprehensive (loss) income:
 
 
 
 
 
Items that will not be reclassified to income
 
 
Equity investments measured at fair value through other comprehensive income (FVTOCI):
 
 
(Decrease) increase in fair value
(301
)
78

Related income tax recovery (expense)
40

(9
)
 
 
 
Equity investments measured at FVTOCI
(261
)
69

 
 
 
Items that may subsequently be reclassified to income:
 
 
Cash flow hedging derivative instruments:
 
 
Unrealized gain (loss) in fair value of derivative instruments
121

(128
)
Reclassification to net income of (gain) loss on debt derivatives
(263
)
86

Reclassification to net income or property, plant and equipment of loss on expenditure derivatives
4

7

Reclassification to net income for accrued interest
(13
)
(18
)
Related income tax recovery
9

18

 
 
 
Cash flow hedging derivative instruments
(142
)
(35
)
 
 
 
Share of other comprehensive income (loss) of equity-accounted investments, net of tax
1

(8
)
 
 
 
Other comprehensive (loss) income for the period
(402
)
26

 
 
 
Comprehensive income for the period
23

336

The accompanying notes are an integral part of the interim condensed consolidated financial statements.
 

Rogers Communications Inc.
3
First Quarter 2018




Rogers Communications Inc.
Interim Condensed Consolidated Statements of Financial Position
(In millions of Canadian dollars, unaudited)
 
 
As at
March 31

As at
December 31

As at
January 1

  
Note

2018

2017

2017

 
 
 
(restated, see note 2)

(restated, see note 2)

 
 
 
 
 
Assets
 
 
 
 
Current assets:
 
 
 
 
Accounts receivable
 
1,900

2,035

1,944

Inventories
 
356

435

452

Current portion of contract assets
4

861

820

723

Other current assets
 
435

414

417

Current portion of derivative instruments
10

442

421

91

Total current assets
 
3,994

4,125

3,627

 
 
 
 
 
Property, plant and equipment
 
11,227

11,143

10,749

Intangible assets


7,222

7,244

7,130

Investments
11

2,277

2,561

2,174

Derivative instruments
10

972

953

1,708

Contract assets
4

441

413

354

Other long-term assets
 
135

143

156

Deferred tax assets
 
3

3

8

Goodwill
 
3,905

3,905

3,905

 
 
 
 
 
Total assets
 
30,176

30,490

29,811

 
 
 
 
 
Liabilities and shareholders' equity
 
 
 
 
Current liabilities:
 
 
 
 
Bank advances
 
49

6

71

Short-term borrowings
12

747

1,585

800

Accounts payable and accrued liabilities
 
2,516

2,931

2,783

Income tax payable
 
147

62

186

Other current liabilities
 
110

132

285

Current portion of contract liabilities
 
329

278

302

Current portion of long-term debt
13

2,205

1,756

750

Current portion of derivative instruments
10

85

133

22

Total current liabilities
 
6,188

6,883

5,199

 
 


 
 
Provisions
 
36

35

33

Long-term debt
13

13,432

12,692

15,330

Derivative instruments
10

136

147

118

Other long-term liabilities
 
599

613

562

Deferred tax liabilities
 
2,517

2,624

2,285

Total liabilities
 
22,908

22,994

23,527

 
 


 
 
Shareholders' equity
14

7,268

7,496

6,284

 
 


 
 
Total liabilities and shareholders' equity
 
30,176

30,490

29,811

 
 
 
 
 
Subsequent events
13, 14

 
 
 
Contingent liabilities
17

 
 
 
The accompanying notes are an integral part of the interim condensed consolidated financial statements.


Rogers Communications Inc.
4
First Quarter 2018




Rogers Communications Inc.
Interim Condensed Consolidated Statements of Changes in Shareholders' Equity
(In millions of Canadian dollars, except number of shares, unaudited)
 
Class A
Voting Shares
Class B
Non-Voting Shares
 
 
 
 
 
Three months ended March 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, December 31, 2017 (restated, see note 2)
72

112,407

405

402,403

6,074

1,013

(63
)
(5
)
7,496

Adjustments pertaining to IFRS 9 adoption
 
 
 
 
(4
)
 
 
 
(4
)
Balances, January 1, 2018 (restated, see note 2)
72

112,407

405

402,403

6,070

1,013

(63
)
(5
)
7,492

Net income for the period
—

—

—

—

425

—

—

—

425

 
 
 
 
 
 
 
 
 
 
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
FVTOCI investments, net of tax
—

—

—

—

—

(261
)
—

—

(261
)
Derivative instruments accounted for as hedges, net of tax
—

—

—

—

—

—

(142
)
—

(142
)
Share of equity-accounted investments, net of tax
—

—

—

—

—

—

—

1

1

Total other comprehensive income (loss)
—

—

—

—

—

(261
)
(142
)
1

(402
)
Comprehensive income for the period
—

—

—

—

425

(261
)
(142
)
1

23

 
 
 
 
 
 
 
 
 
 
Transactions with shareholders recorded directly in equity:
 
 
 
 
 
 
 
 
 
Dividends declared
—

—

—

—

(247
)
—

—

—

(247
)
Shares issued on exercise of stock options
—

—

—

2

—

—

—

—

—

Total transactions with shareholders
—

—

—

2

(247
)
—

—

—

(247
)
 
 
 
 
 
 
 
 
 
 
Balances, March 31, 2018
72

112,407

405

402,405

6,248

752

(205
)
(4
)
7,268


 
Class A
Voting Shares
Class B
Non-Voting Shares
 
 
 
 
 
Three months ended March 31, 2017
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, 2017 (restated, see note 2)
72

112,412

405

402,396

5,262

642

(107
)
10

6,284

Net income for the period (restated, see note 2)
—

—

—

—

310

—

—

—

310

 
 
 
 
 
 
 
 
 
 
Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
FVTOCI investments, net of tax
—

—

—

—

—

69

—

—

69

Derivative instruments accounted for as hedges, net of tax
—

—

—

—

—

—

(35
)
—

(35
)
Share of equity-accounted investments, net of tax
—

—

—

—

—

—

—

(8
)
(8
)
Total other comprehensive income (loss)
—

—

—

—

—

69

(35
)
(8
)
26

Comprehensive income for the period
—

—

—

—

310

69

(35
)
(8
)
336

 
 
 
 
 
 
 
 
 
 
Transactions with shareholders recorded directly in equity:
 
 
 
 
 
 
 
 
 
Dividends declared
—

—

—

—

(247
)
—

—

—

(247
)
Shares issued on exercise of stock options
—

—

—

2

—

—

—

—

—

Total transactions with shareholders
—

—

—

2

(247
)
—

—

—

(247
)
 
 
 
 
 
 
 
 
 
 
Balances, March 31, 2017 (restated, see note 2)
72

112,412

405

402,398

5,325

711

(142
)
2

6,373

The accompanying notes are an integral part of the interim condensed consolidated financial statements.


Rogers Communications Inc.
5
First Quarter 2018




Rogers Communications Inc.
Interim Condensed Consolidated Statements of Cash Flows
(In millions of Canadian dollars, unaudited)
  
  
Three months ended March 31
 
  
Note

2018

2017

 
 
 
(restated, see note 2)

Operating activities:
 
 
 
Net income for the period
 
425

310

Adjustments to reconcile net income to cash provided by operating activities:
 


Depreciation and amortization
 
544

545

Program rights amortization
 
14

20

Finance costs
7

219

190

Income tax expense
 
141

112

Post-employment benefits contributions, net of expense
 
17

6

Gain on disposition of property, plant and equipment
 
(11
)
—

Net change in contract asset balances
4

(69
)
(24
)
Other
 
(26
)
10

Cash provided by operating activities before changes in non-cash working capital items, income taxes paid, and interest paid
 
1,254

1,169

Change in non-cash operating working capital items
18

(21
)
(175
)
Cash provided by operating activities before income taxes paid and interest paid
 
1,233

994

Income taxes paid
 
(110
)
(160
)
Interest paid
 
(238
)
(238
)
 
 
 
 
Cash provided by operating activities
 
885

596

 
 
 
 
Investing activities:
 
 
 
Capital expenditures
18

(605
)
(486
)
Additions to program rights
 
(6
)
(14
)
Changes in non-cash working capital related to capital expenditures and intangible assets
 
(138
)
(81
)
Other
 
10

(26
)
 
 
 
 
Cash used in investing activities
 
(739
)
(607
)
 
 
 
 
Financing activities:
 
 
 
Net (repayment) proceeds received on short-term borrowings
12

(848
)
336

Net issuance (repayment) of long-term debt
13

938

(53
)
Net payments on settlement of debt derivatives and forward contracts
10

(16
)
(3
)
Transaction costs incurred
 
(16
)
—

Dividends paid
 
(247
)
(247
)
 
 
 
 
Cash (used in) provided by financing activities
 
(189
)
33

 
 
 
 
Change in cash and cash equivalents
 
(43
)
22

Bank advances, beginning of period
 
(6
)
(71
)
 
 
 
 
Bank advances, end of period
 
(49
)
(49
)
The accompanying notes are an integral part of the interim condensed consolidated financial statements.


Rogers Communications Inc.
6
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)



NOTE 1: NATURE OF THE BUSINESS

Rogers Communications Inc. is a diversified Canadian communications and media company. Substantially all of our operations and sales are in Canada. RCI is incorporated in Canada and its registered office is located at 333 Bloor Street East, Toronto, Ontario, M4W 1G9. RCI's shares are publicly traded on the Toronto Stock Exchange (TSX: RCI.A and RCI.B) and on the New York Stock Exchange (NYSE: RCI).

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. Rogers also holds interests in various investments and ventures.

Effective January 1, 2018, we report our results of operations in three reportable segments. Each segment and the nature of its business is as follows:
Segment
Principal activities
Wireless
Wireless telecommunications operations for Canadian consumers and businesses.
Cable
Cable telecommunications operations, including Internet, television, and telephony (phone) services for Canadian consumers and businesses, and network connectivity through our fibre network and data centre assets to support a range of voice, data, networking, hosting, and cloud-based services for the enterprise, public sector, and carrier wholesale markets.
Media
A diversified portfolio of media properties, including sports media and entertainment, television and radio broadcasting, specialty channels, multi-platform shopping, digital media, and publishing. 

During the three months ended March 31, 2018, Wireless and Cable were operated by our wholly-owned subsidiary, Rogers Communications Canada Inc. (RCCI), and certain other wholly-owned subsidiaries. Media was operated by our wholly-owned subsidiary, Rogers Media Inc., and its subsidiaries.

Statement of Compliance
We prepared our interim condensed consolidated financial statements for the three months ended March 31, 2018 (first quarter 2018 interim financial statements) in accordance with International Accounting Standard 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (IASB) following the same accounting policies and methods of application as those disclosed in our annual audited consolidated financial statements for the year ended December 31, 2017 (2017 financial statements) with the exception of new accounting policies that were adopted on January 1, 2018 as described in note 2. These first quarter 2018 interim financial statements were approved by the Audit and Risk Committee of the Board of Directors on April 19, 2018.

NOTE 2: SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation
The notes presented in these first quarter 2018 interim financial statements include only significant transactions and changes occurring for the three months since our year-end of December 31, 2017 and do not include all disclosures required by International Financial Reporting Standards (IFRS) as issued by the IASB for annual financial statements. These first quarter 2018 interim financial statements should be read in conjunction with the 2017 financial statements.

Our operating results are subject to seasonal fluctuations that materially impact quarter-to-quarter operating results and thus, one quarter's operating results are not necessarily indicative of a subsequent quarter's operating results. All dollar amounts are in Canadian dollars unless otherwise stated.

Amended Accounting Pronouncements Adopted in 2018
We adopted new amendments to the following accounting standards effective for our interim and annual consolidated financial statements commencing January 1, 2018. These changes did not have a material impact on our financial results.
•
IFRS 2, Share-based payment
•
IFRIC 22, Foreign currency transactions and advance consideration


Rogers Communications Inc.
7
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


New Accounting Standards
We adopted the following new accounting standards effective January 1, 2018.

IFRS 15 - Revenue from contracts with customers (IFRS 15)
Effective January 1, 2018, we adopted IFRS 15. IFRS 15 supersedes previous accounting standards for revenue, including IAS 18, Revenue (IAS 18) and IFRIC 13, Customer loyalty programmes (IFRIC 13).

IFRS 15 introduced a single model for recognizing revenue from contracts with customers. This standard applies to all contracts with customers, with only some exceptions, including certain contracts accounted for under other IFRSs. The standard requires revenue to be recognized in a manner that depicts the transfer of promised goods or services to a customer and at an amount that reflects the consideration expected to be received in exchange for transferring those goods or services. This is achieved by applying the following five steps:

1. identify the contract with a customer;
2. identify the performance obligations in the contract;
3. determine the transaction price;
4. allocate the transaction price to the performance obligations in the contract; and
5. recognize revenue when (or as) the entity satisfies a performance obligation.

IFRS 15 also provides guidance relating to the treatment of contract acquisition and contract fulfillment costs.

The application of this new standard has significant impacts on our reported Wireless results, specifically with regards to the timing of recognition and classification of revenue, and the treatment of costs incurred in acquiring customer contracts. The timing of recognition and classification of revenue is affected because, at contract inception, IFRS 15 requires the estimation of total consideration over the contract term and the allocation of that consideration to all performance obligations in the contract based on their relative stand-alone selling prices. This affects our Wireless arrangements that bundle equipment and service together into monthly service fees, which results in an increase to equipment revenue recognized at contract inception and a decrease to service revenue recognized over the course of the contracts. The application of IFRS 15 does not affect our cash flows from operations or the methods and underlying economics through which we transact with our customers.

The treatment of costs incurred in acquiring customer contracts is affected as IFRS 15 requires certain contract acquisition costs (such as sales commissions) to be recognized as an asset and amortized into operating expenses over time. Previously, such costs were expensed as incurred.

In addition, new assets and liabilities have been recognized on our Consolidated Statements of Financial Position. Specifically, a contract asset and contract liability is recognized to account for any timing differences between the revenue recognized and the amounts billed to the customer.

Significant judgment is needed to determine whether a promise to deliver goods or services is considered distinct and in determining the costs that are incremental to obtaining a contract with a customer.

We have made a policy choice to adopt IFRS 15 with full retrospective application, subject to certain practical expedients. As a result, all comparative information in these financial statements has been prepared as if IFRS 15 had been in effect since January 1, 2017. The accounting policies set out in note 4 have been applied in preparing the condensed consolidated financial statements as at and for the three months ended March 31, 2018, the comparative information presented in these condensed consolidated financial statements as at and for the three months ended March 31, 2017, and for the opening condensed consolidated statement of financial position as at January 1, 2017. In preparing our condensed consolidated statements of financial position as at January 1, 2017 and December 31, 2017, we have adjusted amounts previously reported in financial statements prepared in accordance with previous IFRS on revenue recognition, including IAS 18 and IFRIC 13.

Upon adoption of, and transition to, IFRS 15, we elected to utilize the following practical expedients, allowing us to:
•
recognize the incremental costs of obtaining contracts as an expense when incurred if the amortization period of the assets that we would have otherwise recognized would have been one year or less;
•
not disclose, on an annual basis, the unsatisfied portions of performance obligations related to contracts with a duration of one year or less or where the revenue we recognize is equal to the amount invoiced to the customer; and
•
not adjust the total consideration over the contract term for effects of a significant financing component, if we expect that the period between when we would transfer our good or service to the customer and when the customer would pay for the good or service would be one year or less.

Rogers Communications Inc.
8
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)



Reconciliation of condensed consolidated statements of income for the three months ended March 31, 2017
Below is the effect of transition to IFRS 15 on our condensed consolidated statements of income for the three months ended March 31, 2017, all of which pertain to our Wireless segment.
  
  
Three months ended March 31, 2017
 
(In millions of dollars, except per share amounts)
Reference
As previously reported

Adjustments

Restated

 
 
 
 
 
Revenue
i, iii
3,338

34

3,372

 
 
 
 
 
Operating expenses:
 
 
 
 
Operating costs
ii, iii
2,185

13

2,198

Depreciation and amortization
 
545

—

545

Restructuring, acquisition and other
 
28

—

28

Finance costs
 
190

—

190

Other income
 
(11
)
—

(11
)
 
 
 
 
 
Income before income tax expense
 
401

21

422

Income tax expense
 
107

5

112

 
 
 
 


Net income for the period
 
294

16

310

 
 
 
 
 
Earnings per share:
 
 
 
 
Basic
 
$0.57
$0.03
$0.60
Diluted
 
$0.57
$0.03
$0.60


Rogers Communications Inc.
9
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Reconciliation of condensed consolidated statements of financial position as at January 1, 2017 and December 31, 2017
Below is the effect of transition to IFRS 15 on our condensed consolidated statements of financial position as at January 1, 2017 and December 31, 2017.
 
 
As at January 1, 2017
 
 
As at December 31, 2017
 
(in millions of dollars)
Reference
As previously reported

Adjustments

Restated

 
As previously reported

Adjustments

Restated

 
 
 
 
 
 
 
 
 
Assets
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
Accounts receivable
 
1,949

(5
)
1,944

 
2,041

(6
)
2,035

Inventories
iii
315

137

452

 
313

122

435

Current portion of contract assets
i
—

723

723

 
—

820

820

Other current assets
ii
215

202

417

 
197

217

414

Current portion of derivative instruments
 
91

—

91

 
421

—

421

Total current assets
 
2,570

1,057

3,627

 
2,972

1,153

4,125

 
 
 
 
 
 
 
 
 
Property, plant and equipment
 
10,749

—

10,749

 
11,143

—

11,143

Intangible assets
 
7,130

—

7,130

 
7,244

—

7,244

Investments
 
2,174

—

2,174

 
2,561

—

2,561

Derivative instruments
 
1,708

—

1,708

 
953

—

953

Contract assets
i
—

354

354

 
—

413

413

Other long-term assets
ii
98

58

156

 
82

61

143

Deferred tax assets
 
8

—

8

 
3

—

3

Goodwill
 
3,905

—

3,905

 
3,905

—

3,905

 
 
 
 
 
 
 
 
 
Total assets
 
28,342

1,469

29,811

 
28,863

1,627

30,490

 
 
 
 
 
 
 
 
 
Liabilities and shareholders' equity
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
Bank advances
 
71

—

71

 
6

—

6

Short-term borrowings
 
800

—

800

 
1,585

—

1,585

Accounts payable and accrued liabilities
 
2,783

—

2,783

 
2,931

—

2,931

Income tax payable
 
186

—

186

 
62

—

62

Other current liabilities 1
iii
134

151

285

 
4

128

132

Current portion of contract liabilities 2
i
367

(65
)
302

 
346

(68
)
278

Current portion of long-term debt
 
750

—

750

 
1,756

—

1,756

Current portion of derivative instruments
 
22

—

22

 
133

—

133

Total current liabilities
 
5,113

86

5,199

 
6,823

60

6,883

 
 
 
 
 
 
 
 
 
Provisions
 
33

—

33

 
35

—

35

Long-term debt
 
15,330

—

15,330

 
12,692

—

12,692

Derivative instruments
 
118

—

118

 
147

—

147

Other long-term liabilities
 
562

—

562

 
613

—

613

Deferred tax liabilities
 
1,917

368

2,285

 
2,206

418

2,624

Total liabilities
 
23,073

454

23,527

 
22,516

478

22,994

 
 
 
 
 
 
 
 
 
Shareholders' equity
 
5,269

1,015

6,284

 
6,347

1,149

7,496

 
 
 
 
 
 
 
 
 
Total liabilities and shareholders' equity
 
28,342

1,469

29,811

 
28,863

1,627

30,490

1 
Previously reported as "current portion of provisions".
2 
Previously reported as "unearned revenue".

The application of IFRS 15 did not affect our cash flow totals from operating, investing, or financing activities.

i) Contract assets and liabilities
Contract assets arise primarily as a result of the difference between revenue recognized on the sale of a wireless device at the onset of a term contract and the cash collected at the point of sale. Revenue recognized at point of sale requires the estimation of total consideration over the contract term and the allocation of that consideration to all performance obligations in the contract based on their relative stand-alone selling prices. For Wireless term contracts, revenue is recognized earlier than previously reported, with a larger allocation to equipment revenue. Prior to the adoption of IFRS 15, the amount allocated to equipment revenue was limited to the non-contingent consideration received at the point of sale when recovery of the remaining consideration in the contract was contingent upon the delivery of future services.


Rogers Communications Inc.
10
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


We record a contract liability when we receive payment from a customer in advance of providing goods and services. We account for contract assets and liabilities on a contract-by-contract basis, with each contract being presented as a single net contract asset or net contract liability accordingly.

All contract assets are recorded net of an allowance for expected credit losses, measured in accordance with IFRS 9.

ii) Deferred commission cost assets
Under IFRS 15, we defer incremental commission costs paid to internal and external representatives as a result of obtaining contracts with customers as deferred commission cost assets and amortize them to operating expenses over the pattern of the transfer of goods and services to the customer, which is typically evenly over either 12 or 24 consecutive months.

iii) Inventories and other current liabilities
Under IFRS 15, we determine when the customer obtains control of the distinct good or service. For affected transactions, we have defined our customer as the end subscriber and determined that they obtain control when they receive possession of a wireless device, which typically occurs upon activation. For certain transactions through third-party dealers and other retailers, the timing of when the customer obtains control of a wireless device will be deferred in comparison to our previous policy, where revenue was recognized when the wireless device was delivered and accepted by the independent dealer. This results in a greater inventory balance and a corresponding increase in other current liabilities.

IFRS 9 - Financial instruments (IFRS 9)
Effective January 1, 2018, we adopted IFRS 9. In July 2014, the IASB issued the final publication of the IFRS 9 standard, which supersedes IAS 39, Financial Instruments: recognition and measurement (IAS 39). IFRS 9 includes revised guidance on the classification and measurement of financial instruments, new guidance for measuring impairment on financial assets, and new hedge accounting guidance. We have adopted IFRS 9 on a retrospective basis; however, our 2017 comparatives were not restated because it was not possible to do so without the use of hindsight.

Under IFRS 9, financial assets are classified and measured based on the business model in which they are held and the characteristics of their contractual cash flows. IFRS 9 contains three primary measurement categories for financial assets: measured at amortized cost, fair value through other comprehensive income (FVTOCI), and fair value through profit and loss (FVTPL). Under IFRS 9, we have irrevocably elected to present subsequent changes in the fair value of our equity investments that are neither held-for-trading nor contingent consideration arising from a business combination in other comprehensive income with no reclassification of net gains and losses to net income. For these equity investments, any impairment on the instrument will be recorded in other comprehensive income, and cumulative gains or losses in other comprehensive income will not be reclassified into net income, including upon disposal.

As a result, our previous "available-for-sale financial asset reserve" will now be referred to as the "FVTOCI investment reserve". This reserve represents the accumulated change in fair value of our equity investments that are measured at FVTOCI less accumulated impairment losses related to the investments and accumulated amounts reclassified into equity.

Under IFRS 9, the loss allowance for trade receivables must be calculated using the expected lifetime credit loss and recorded at the time of initial recognition. A portion of our trade receivables required an incremental loss allowance in order to comply with the requirements of IFRS 9; as a result, we recognized a $4 million decrease to accounts receivable and a corresponding decrease to retained earnings within shareholders' equity effective January 1, 2018. In addition, the expected loss allowance using the lifetime credit loss approach is applied to contract assets under IFRS 15. There is no significant effect on the carrying value of our other financial instruments under IFRS 9 related to this new requirement.

The new hedge accounting guidance aligns hedge accounting more closely with an entity's risk management objectives and strategies. IFRS 9 does not fundamentally change the types of hedging relationships or the requirement to measure and recognize ineffectiveness; however, it allows more hedging strategies used for risk management to qualify for hedge accounting and introduces more judgment to assess the effectiveness of a hedging relationship, primarily from a qualitative standpoint. This is not expected to have an effect on our reported results and will simplify our application of effectiveness tests going forward.


Rogers Communications Inc.
11
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Below is a summary showing the classification and measurement bases of our financial instruments as at January 1, 2018 as a result of adopting IFRS 9 (along with a comparison to IAS 39).
Financial instrument
IAS 39
IFRS 9
 
 
 
Financial assets
 
 
Cash and cash equivalents
Loans and receivables (amortized cost)
Amortized cost
Accounts receivable
Loans and receivables (amortized cost)
Amortized cost
Investments
Available-for-sale (FVTOCI) 1
FVTOCI with no reclassification to net income
 
 
 
Financial liabilities
 
 
Bank advances
Other financial liabilities (amortized cost)
Amortized cost
Short-term borrowings
Other financial liabilities (amortized cost) 2
Amortized cost
Accounts payable
Other financial liabilities (amortized cost)
Amortized cost
Accrued liabilities
Other financial liabilities (amortized cost)
Amortized cost
Long-term debt
Other financial liabilities (amortized cost) 2
Amortized cost
 
 
 
Derivatives 3
 
 
Debt derivatives 4
Held-for-trading (FVTOCI where subject to hedge accounting and FVTPL)
FVTOCI and FVTPL
Bond forwards
Held-for-trading (FVTOCI under hedge accounting)
FVTOCI
Expenditure derivatives
Held-for-trading (FVTOCI under hedge accounting)
FVTOCI
Equity derivatives
Held-for-trading (FVTPL) 5
FVTPL
1 
Subsequently measured at fair value with changes recognized in other comprehensive income. The net change subsequent to initial recognition, in the case of investments, is reclassified into net income upon disposal of the investment or when the investment becomes impaired.
2 
Subsequently measured at amortized cost using the effective interest method.
3 
The 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.
4 
Debt derivatives related to our senior notes and debentures have been designated as hedges for accounting purposes and will be classified as FVTOCI. Debt derivatives related to our credit facility and commercial paper borrowings have not been designated as hedges for accounting purposes and will be classified as FVTPL.
5 
Subsequent changes are offset against stock-based compensation expense or recovery in operating costs.

Recent Accounting Pronouncements Not Yet Adopted
The IASB has issued new standards and amendments to existing standards. These changes are not yet adopted by us and will have an impact on future periods.
•
IFRS 16, Leases (effective January 1, 2019)

This new standard is described in our 2017 financial statements. We continue to assess the impact of this standard on our consolidated financial statements and we are progressing with the implementation of this standard. As at the date of these interim financial statements, there have been no significant changes to the disclosure related to the implementation of this standard that was included in our 2017 financial statements. We intend to disclose the estimated financial effects of the adoption of IFRS 16 in our 2018 annual audited consolidated financial statements.

NOTE 3: SEGMENTED INFORMATION

Our reportable segments are Wireless, Cable, and Media. All three segments operate substantially in Canada. Corporate items and eliminations include our interests in businesses that are not reportable operating segments, corporate administrative functions, and eliminations of inter-segment revenues and costs. We follow the same accounting policies for our segments as those described in note 2. Segment results include items directly attributable to a segment as well as those that can be allocated on a reasonable basis. We account for transactions between reportable segments in the same way we account for transactions with external parties, however eliminate them on consolidation.

Effective January 1, 2018, we redefined our reportable segments as a result of technological evolution and the increased overlap between the various product offerings within our legacy Cable and legacy Business Solutions reportable segments, as well as how we allocate resources amongst, and the general management of, our reportable segments. Effective January 1, 2018, the results of our legacy Cable segment, legacy Business Solutions segment, and our Smart Home Monitoring products are presented within a redefined Cable segment. Financial results related to our Smart Home Monitoring products were previously reported within Corporate items and intercompany eliminations. We have retrospectively amended our 2017 comparative segment results to account for this redefinition.


Rogers Communications Inc.
12
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


The Chief Executive Officer and Chief Financial Officer of RCI are, collectively, our chief operating decision maker and regularly review our operations and performance by segment. Effective January 1, 2018, they review adjusted EBITDA as the key measure of profit for the purpose of assessing performance of each segment and to make decisions about the allocation of resources. Adjusted EBITDA is defined as income before depreciation and amortization; (gain) loss on disposition of property, plant and equipment; restructuring, acquisition and other; finance costs; other (income) expense; and income tax expense. Previously, our chief operating decision maker reviewed adjusted operating profit as the key measure of profit, however we believe adjusted EBITDA more fully reflects segment and consolidated profitability. The difference between adjusted operating profit and adjusted EBITDA is that adjusted EBITDA includes stock-based compensation expense, which has been allocated to each of our reportable segments.

Information by Segment
Three months ended March 31, 2018
Note
Wireless

Cable

Media

Corporate items and eliminations

Consolidated
totals

(In millions of dollars)
 
 
 
 
 
 
 
Revenue
 
2,191

969

532

(59
)
3,633

 
 
 
 
 
 
 
Operating costs
 
1,257

536

509

(7
)
2,295

 
 
 
 
 
 
 
Adjusted EBITDA
 
934

433

23

(52
)
1,338

 
 
 
 
 
 
 
Depreciation and amortization
 
 
 
 
 
544

Gain on disposition of property, plant and equipment
 
 
 
 
 
(11
)
Restructuring, acquisition and other
6
 
 
 
 
43

Finance costs
7
 
 
 
 
219

Other income
8
 
 
 
 
(23
)
 
 
 
 
 
 
 
Income before income taxes
 
 
 
 
 
566

Three months ended March 31, 2017
Note
Wireless

Cable

Media

Corporate items and eliminations

Consolidated
totals

(In millions of dollars, restated, see note 2)
 
 
 
 
 
 
 
Revenue
 
2,002

960

474

(64
)
3,372

 
 
 
 
 
 
 
Operating costs
 
1,173

544

504

(23
)
2,198

 
 
 
 
 
 
 
Adjusted EBITDA
 
829

416

(30
)
(41
)
1,174

 
 
 
 
 
 
 
Depreciation and amortization
 
 
 
 
 
545

Restructuring, acquisition and other
6
 
 
 
 
28

Finance costs
7
 
 
 
 
190

Other income
8
 
 
 
 
(11
)
 
 
 
 
 
 
 
Income before income taxes
 
 
 
 
 
422


NOTE 4: REVENUE

Accounting Policy
Contracts with customers
We record revenue from contracts with customers in accordance with the five steps in IFRS 15 as follows:
1.
identify the contract with a customer;
2.
identify the performance obligations in the contract;
3.
determine the transaction price, which is the total consideration provided by the customer;
4.
allocate the transaction price among the performance obligations in the contact based on their relative fair values; and
5.
recognize revenue when the relevant criteria are met for each unit.


Rogers Communications Inc.
13
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Many of our products and services are sold in bundled arrangements (e.g. wireless handsets, and voice and data services). Items in these arrangements are accounted for as separate performance obligations if the item meets the definition of a distinct good or service. We also determine whether a customer can modify their contract within predefined terms such that we are not able to enforce the transaction price agreed to, but can only contractually enforce a lower amount. In situations such as these, we allocate revenue between performance obligations using the minimum enforceable rights and obligations and any excess amount is recognized as revenue as it is earned.

Revenue for each performance obligation is recognized either over time (e.g. services) or at a point in time (e.g. equipment). For performance obligations satisfied over time, revenue is recognized as the services are provided. These services are typically provided, and thus recognized, on a monthly basis. Revenue for performance obligations satisfied at a point in time is recognized when control of the item (or service) transfers to the customer. Typically, this is when the customer activates the goods (e.g. in the case of a wireless handset) or has physical possession of the goods (e.g. other equipment). Below, we have outlined 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 and data services, cable, telephony, and Internet 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, pay-per-use services, and other sales of products
As the service is provided or product is delivered
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, is featured in our publications, or 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, radio, and television broadcast agreements
When the related games are aired
Sublicensing of program rights
Over the course of the applicable licence period

We also recognize interest revenue on credit card receivables using the effective interest method in accordance with IFRS 9.

Contract assets and liabilities
We record a contract asset when we have provided goods and services to our customer but our right to related consideration for the performance obligation is conditional on satisfying other performance obligations. Contract assets primarily relate to our rights to consideration for the transfer of wireless handsets.

We record a contract liability when we receive payment from a customer in advance of providing goods and services. This includes subscriber deposits, cable installation fees, deposits related to Toronto Blue Jays ticket sales, and amounts subscribers pay for services and subscriptions that will be provided in future periods.

We account for contract assets and liabilities on a contract-by-contract basis, with each contract presented as either a net contract asset or a net contract liability accordingly.

Deferred commission cost assets
We defer the incremental costs we incur to obtain or fulfill a contract with a customer over their expected period of benefit to the extent they are recoverable. These costs include certain commissions paid to internal and external representatives. We therefore defer them as deferred commission cost assets in other assets and amortize them to operating costs over the pattern of the transfer of goods and services to the customer, which is typically evenly over either 12 or 24 consecutive months.

Use of Estimates and Judgments
Estimates
We use estimates in the following key areas:
•
determining the transaction price of our contracts requires estimating the amount of revenue we expect to be entitled to for delivering the performance obligations within a contract; and
•
determining the stand-alone selling price of performance obligations and the allocation of the transaction price between performance obligations.


Rogers Communications Inc.
14
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Determining the transaction price
The transaction price is the amount of consideration that is enforceable and to which we expect to be entitled in exchange for the goods and services we have promised to our customer. We determine the transaction price by considering the terms of the contract and business practices that are customary within that particular line of business. Discounts, rebates, refunds, credits, price concessions, incentives, penalties, and other similar items are reflected in the transaction price at contract inception.

Determining the stand-alone selling price and the allocation of the transaction price
The transaction price is allocated to performance obligations based on the relative stand-alone selling prices of the distinct goods or services in the contract. The best evidence of a stand-alone selling price is the observable price of a good or service when the entity sells that good or service separately in similar circumstances and to similar customers. If a stand-alone selling price is not directly observable, we estimate the stand-alone selling price taking into account reasonably available information relating to the market conditions, entity-specific factors, and the class of customer.

In determining the stand-alone selling price, we allocate revenue between performance obligations based on expected minimum enforceable amounts to which Rogers is entitled. Any amounts above the minimum enforceable amounts are recognized as revenue as they are earned.

Judgments
We make significant judgments in determining whether a promise to deliver goods or services is considered distinct and in determining the costs that are incremental to obtaining a contract with a customer.

Distinct goods and services
We make judgments in determining whether a promise to deliver goods or services is considered distinct. We account for individual products and services separately if they are distinct (i.e. if a product or service is separately identifiable from other items in the bundled package and if the customer can benefit from it). The consideration is allocated between separate products and services in a bundle based on their stand-alone selling prices. For items that are not sold separately (e.g. third-party gift cards), we estimate stand-alone selling prices using the adjusted market assessment approach.

Determining costs to obtain or fulfill a contract
Determining the costs we incur to obtain or fulfill a contract that meet the deferral criteria within IFRS 15 requires us to make significant judgments. We expect incremental commission fees paid to internal and external representatives as a result of obtaining contracts with customers to be recoverable.

Contract Assets
Below is a summary of the current and long-term portions of contract assets from contracts with customers as well as significant changes in those balances during the period.
 
Three months ended March 31
 
(in millions of dollars)
2018

2017

 
 
 
Balance, beginning of period
1,233

1,077

Additions from new contracts with customers, net of terminations and renewals
353

272

Amortization of contract assets to accounts receivable
(284
)
(248
)
 
 
 
Balance, end of period
1,302

1,101


Deferred Commission Cost Assets
Below is a summary of the changes in the deferred commission cost assets recognized from the incremental costs incurred to obtain contracts with customers during the three months ended March 31, 2018 and 2017. We believe these amounts to be recoverable through the revenue earned from the related contracts. The deferred commission cost assets are presented within other current assets (when they will be amortized into net income within twelve months of the date of the financial statements) or other long-term assets.
 
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
 
Additions to deferred commission cost assets
74

72

Amortization recognized on deferred commission cost assets
(77
)
(72
)


Rogers Communications Inc.
15
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Disaggregation of Revenue
 
Three months ended March 31
 
 
2018

2017

(In millions of dollars)
 
(restated, see note 2)

 
 
 
Wireless:
 
 
Service revenue
1,687

1,604

Equipment revenue
504

398

 
 
 
Total Wireless
2,191

2,002

 
 
 
Cable:
 
 
Internet
506

474

Television
365

375

Phone
96

106

Service revenue
967

955

Equipment revenue
2

5

 
 
 
Total Cable
969

960

 
 
 
Total Media
532

474

 
 
 
Corporate items and intercompany eliminations
(59
)
(64
)
 
 
 
Total revenue
3,633

3,372


NOTE 5: OPERATING COSTS
  
Three months ended March 31
 
 
2018

2017

(In millions of dollars)
 
(restated, see note 2)

 
 
 
Cost of equipment sales
566

451

Merchandise for resale
57

59

Other external purchases
1,179

1,203

Employee salaries, benefits, and stock-based compensation
493

485

 
 
 
Total operating costs
2,295

2,198


NOTE 6: RESTRUCTURING, ACQUISITION AND OTHER

During the three months ended March 31, 2018, we incurred $43 million (2017 - $28 million) in restructuring, acquisition and other expenses. In both 2018 and 2017, these expenses primarily consisted of severance costs associated with the targeted restructuring of our employee base.


Rogers Communications Inc.
16
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


NOTE 7: FINANCE COSTS
  
 
Three months ended March 31
 
(In millions of dollars)
Note
2018

2017

 
 
 
 
Interest on borrowings 1
 
187

186

Interest on post-employment benefits liability
 
2

3

Loss on repayment of long-term debt
13
28

—

Loss (gain) on foreign exchange
 
8

(8
)
Change in fair value of derivative instruments
 
(5
)
8

Capitalized interest
 
(5
)
(4
)
Other
 
4

5

 
 
 
 
Total finance costs
 
219

190

1 
Interest on borrowings includes interest on short-term borrowings and on long-term debt.

NOTE 8: OTHER INCOME
  
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
 
Income from associates and joint ventures
(14
)
(18
)
Other investment (income) losses
(9
)
7

 
 
 
Total other income
(23
)
(11
)

NOTE 9: EARNINGS PER SHARE
  
Three months ended March 31
 
 
2018

2017

(In millions of dollars, except per share amounts)
 
(restated, see note 2)

 
 
 
Numerator (basic) - Net income for the period
425

310

 
 
 
Denominator - Number of shares (in millions):
 
 
Weighted average number of shares outstanding - basic
515

515

Effect of dilutive securities (in millions):
 
 
Employee stock options and restricted share units
1

2

 
 
 
Weighted average number of shares outstanding - diluted
516

517

 
 
 
Earnings per share
 
 
Basic
$0.83
$0.60
Diluted
$0.80
$0.60

For the three months ended March 31, 2018, accounting for outstanding share-based payments using the equity-settled method for stock-based compensation was determined to be more dilutive than using the cash-settled method. As a result, net income for the three months ended March 31, 2018 was reduced by $13 million in the diluted earnings per share calculation. There was no such impact for the three months ended March 31, 2017.

A total of 489,835 options were out of the money for the three months ended March 31, 2018 (2017 - 503,905). These options were excluded from the calculation of the effect of dilutive securities because they were anti-dilutive.


Rogers Communications Inc.
17
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


NOTE 10: FINANCIAL INSTRUMENTS

Derivative Instruments
We use derivative instruments to manage financial risks related to our business activities. These include debt derivatives, bond forwards, expenditure derivatives, and equity derivatives. We only use derivatives to manage risk and not for speculative purposes.

All of our currently outstanding debt derivatives related to our senior notes and debentures, bond forwards, and expenditure derivatives have been designated as hedges for accounting purposes.

Debt derivatives
We use cross-currency interest exchange agreements (debt derivatives) to manage risks from fluctuations in foreign exchange rates associated with our US dollar-denominated senior notes and debentures, credit facility borrowings, and US dollar-denominated commercial paper (US CP) borrowings (see note 12). We designate the debt derivatives related to our senior notes and debentures as hedges for accounting purposes against the foreign exchange risk associated with specific debt instruments. Debt derivatives related to our credit facility and US CP borrowings have not been designated as hedges for accounting purposes.

Below is a summary of the debt derivatives we entered into and settled related to our credit facility borrowings and US CP program during the three months ended March 31, 2018 and 2017.
 
Three months ended March 31, 2018
 
(In millions of dollars, except exchange rates)
Notional
(US$)

Exchange
rate

Notional
(Cdn$)

 
 
 
 
Commercial paper program
 
 
 
Debt derivatives entered
2,220

1.26

2,794

Debt derivatives settled
2,890

1.26

3,653

Net cash paid
 
 
(16
)
 
Three months ended March 31, 2017
 
(In millions of dollars, except exchange rates)
Notional
(US$)

Exchange
rate

Notional
(Cdn$)

 
 
 
 
Credit facilities
 
 
 
Debt derivatives entered
875

1.33

1,165

Debt derivatives settled
825

1.32

1,092

Net cash paid
 
 
(3
)
 
 
 
 
Commercial paper program
 
 
 
Debt derivatives entered
200

1.33

266


As at March 31, 2018, we had nil and US$75 million notional amount of debt derivatives outstanding relating to our credit facility borrowings and commercial paper program (December 31, 2017 - nil and US$746 million), respectively.

As at March 31, 2018, we had US$7.5 billion (December 31, 2017 - US$6.7 billion) in US dollar-denominated senior notes and debentures, of which all of the associated foreign exchange risk had been hedged using debt derivatives.

Concurrent with the issuance of our US$750 million senior notes this quarter, we entered into debt derivatives to convert all interest and principal payment obligations to Canadian dollars. As a result, we received net proceeds of $938 million from the issuance.

Bond forwards
We use bond forward derivatives (bond forwards) to hedge interest rate risk on the senior notes we expect to issue in the future. We did not enter into any new bond forwards or settle any existing bond forwards during the three months ended March 31, 2018 or 2017. As at March 31, 2018, we had $900 million (December 31, 2017 - $900 million) notional amount of bond forwards outstanding, all of which were designated as hedges for accounting purposes.


Rogers Communications Inc.
18
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Expenditure derivatives
We use foreign currency forward contracts (expenditure derivatives) to manage the foreign exchange risk in our operations, designating them as hedges for accounting purposes for certain of our forecasted operational and capital expenditures.

Below is a summary of the expenditure derivatives we entered into and settled during the three months ended March 31, 2018 and 2017.
 
Three months ended March 31, 2018
 
(In millions of dollars, except exchange rates)
Notional
(US$)

Exchange
rate

Notional
(Cdn$)

 
 
 
 
Expenditure derivatives entered
600

1.23

740

Expenditure derivatives settled
210

1.30

273

 
Three months ended March 31, 2017
 
(In millions of dollars, except exchange rates)
Notional
(US$)

Exchange
rate

Notional
(Cdn$)

 
 
 
 
Expenditure derivatives entered
120

1.29

155

Expenditure derivatives settled
225

1.33

300


As at March 31, 2018, we had US$1,590 million of expenditure derivatives outstanding (December 31, 2017 - US$1,200 million) with terms to maturity ranging from April 2018 to December 2020 (December 31, 2017 - January 2018 to December 2019), at an average rate of $1.26/US$ (December 31, 2017 - $1.28/US$).

Equity derivatives
We use total return swaps (equity derivatives) to hedge the market price appreciation risk of the RCI Class B Non-Voting common shares (Class B Non-Voting Shares) granted under our stock-based compensation programs. The equity derivatives have not been designated as hedges for accounting purposes.

As at March 31, 2018, we had equity derivatives outstanding for 5.4 million (December 31, 2017 - 5.4 million) Class B Non-Voting Shares with a weighted average price of $51.44 (December 31, 2017 - $51.44).

We have executed extension agreements for our equity derivative contracts under substantially the same terms and conditions with revised expiry dates to April 2019 (from April 2018).

Fair Values of Financial Instruments
The carrying value of cash and cash equivalents, accounts receivable, bank advances, short-term borrowings, and accounts payable and accrued liabilities approximate their fair values because of the short-term nature of these financial instruments.

We determine the fair value of each of our publicly traded investments using quoted market values. We determine the fair value of our private investments by using implied valuations from follow-on financing rounds, third-party sale negotiations, or using market-based approaches. These are applied appropriately to each investment depending on its future operating and profitability prospects.

The fair values of each of our public debt instruments are based on the period-end estimated market yields, or period-end trading values, where available. We determine the fair values of our debt derivatives and expenditure derivatives using an estimated credit-adjusted mark-to-market valuation by discounting cash flows to the measurement date. In the case of debt derivatives and expenditure derivatives in an asset position, the credit spread for the financial institution counterparty is added to the risk-free discount rate to determine the estimated credit-adjusted value for each derivative. For those debt derivatives and expenditure derivatives in a liability position, our credit spread is added to the risk-free discount rate for each derivative.

The fair value of each of our bond forwards is determined by discounting to the measurement date the cash flows that result from multiplying the bond forward's notional amount by the difference between the period-end market forward yields and the forward yield in each bond forward.

The fair values of our equity derivatives are based on the quoted market value of Class B Non-Voting Shares.


Rogers Communications Inc.
19
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Our disclosure of the three-level fair value hierarchy reflects the significance of the inputs used in measuring fair value:
•
financial assets and financial liabilities in Level 1 are valued by referring to quoted prices in active markets for identical assets and liabilities;
•
financial assets and financial liabilities in Level 2 are valued using inputs based on observable market data, either directly or indirectly, other than the quoted prices; and
•
Level 3 valuations are based on inputs that are not based on observable market data.

There were no material financial instruments categorized in Level 3 as at March 31, 2018 and December 31, 2017 and there were no transfers between Level 1, Level 2, or Level 3 during the three months ended March 31, 2018 or 2017.
Below is a summary of our financial instruments carried at fair value as at March 31, 2018 and December 31, 2017.
  
Carrying value
 
Fair value (Level 1)
 
Fair value (Level 2)
 
 
As at
Mar. 31

As at
Dec. 31

As at
Mar. 31

As at
Dec. 31

As at
Mar. 31

As at
Dec. 31

(In millions of dollars)
2018

2017

2018

2017

2018

2017

Financial assets
 
 
 
 
 
 
Investments, measured at fair value:
 
 
 
 
 
 
Investments in publicly traded companies
1,163

1,465

1,163

1,465

—

—

Derivatives:
 
 
 
 
 
 
Debt derivatives accounted for as cash flow hedges
1,339

1,301

—

—

1,339

1,301

Expenditure derivatives accounted for as cash flow hedges
42

5

—

—

42

5

Equity derivatives not accounted for as cash flow hedges
33

68

—

—

33

68

 
 
 
 
 
 
 
Total financial assets
2,577

2,839

1,163

1,465

1,414

1,374

 
 
 
 
 
 
 
Financial liabilities
 
 
 
 
 
 
Derivatives:
 
 
 
 
 
 
Debt derivatives accounted for as cash flow hedges
138

149

—

—

138

149

Debt derivatives not accounted for as hedges
1

23

—

—

1

23

Bond forwards accounted for as cash flow hedges
70

64

—

—

70

64

Expenditure derivatives accounted for as cash flow hedges
12

44

—

—

12

44

 
 
 
 
 
 
 
Total financial liabilities
221

280

—

—

221

280


Below is a summary of the fair value of our long-term debt as at March 31, 2018 and December 31, 2017.
  
As at March 31, 2018
 
As at December 31, 2017
 
(In millions of dollars)
Carrying amount

Fair value 1

Carrying amount

Fair value 1

 
 
 
 
 
Long-term debt (including current portion)
15,637

17,031

14,448

16,134

1 Long-term debt (including current portion) is measured at Level 2 in the three-level fair value hierarchy.

NOTE 11: INVESTMENTS
 
As at
March 31

As at
December 31

(In millions of dollars)
2018

2017

 
 
 
Investments in:
 
 
Publicly traded companies
1,163

1,465

Private companies
168

167

Investments, measured at FVTOCI
1,331

1,632

Investments, associates and joint ventures
946

929

 
 
 
Total investments
2,277

2,561



Rogers Communications Inc.
20
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


NOTE 12: SHORT-TERM BORROWINGS

Below is a summary of our short-term borrowings as at March 31, 2018 and December 31, 2017.
 
As at
March 31

As at
December 31

(In millions of dollars)
2018

2017

 
 
 
Accounts receivable securitization program
650

650

US commercial paper program
97

935

 
 
 
Total short-term borrowings
747

1,585


Below is a summary of the activity relating to our short-term borrowings for the three months ended March 31, 2018 and 2017.
 
 
Three months ended March 31, 2018
 
 
 
Three months ended March 31, 2017
 
 
Notional

Exchange

Notional

 
Notional

Exchange

Notional

(In millions of dollars, except exchange rates)
(US$)

rate

(Cdn$)

 
(US$)

rate

(Cdn$)

 
 
 
 
 
 
 
 
Proceeds received from US commercial paper
2,220

1.26

2,794

 
200

1.33

266

Repayment of US commercial paper
(2,894
)
1.26

(3,642
)
 
—

—

—

Net (repayment of) proceeds received from US commercial paper
(674
)
1.26

(848
)
 
200

1.33

266

 
 
 
 
 
 
 
 
Proceeds received from accounts receivable securitization
 
 
—

 
 
 
250

Repayment of accounts receivable securitization
 
 
—

 
 
 
(180
)
Net proceeds received from accounts receivable securitization
 
 
—

 
 
 
70

 
 
 
 
 
 
 
 
Net (repayment of) proceeds received on short-term borrowings
 
 
(848
)
 
 
 
336


Accounts Receivable Securitization Program
Below is a summary of our accounts receivable securitization program as at March 31, 2018 and December 31, 2017.
 
As at
March 31

As at
December 31

(In millions of dollars)
2018

2017

 
 
 
Trade accounts receivable sold to buyer as security
1,294

1,355

Short-term borrowings from buyer
(650
)
(650
)
 
 
 
Overcollateralization
644

705


Below is a summary of the activity related to our accounts receivable securitization program for the three months ended March 31, 2018 and 2017.
 
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
 
Accounts receivable securitization program, beginning of period
650

800

Net proceeds received from accounts receivable securitization
—

70

 
 
 
Accounts receivable securitization program, end of period
650

870



Rogers Communications Inc.
21
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


US Commercial Paper Program
Below is a summary of the activity relating to our US CP program for the three months ended March 31, 2018 and 2017.
 
 
Three months ended March 31, 2018
 
 
 
Three months ended March 31, 2017
 
 
Notional

Exchange

Notional

 
Notional

Exchange

Notional

(In millions of dollars, except exchange rates)
(US$)

rate

(Cdn$)

 
(US$)

rate

(Cdn$)

 
 
 
 
 
 
 
 
US commercial paper program, beginning of period
746

1.25

935

 
—

—

—

Net (repayment of) proceeds received from US commercial paper
(674
)
1.26

(848
)
 
200

1.33

266

Discounts on issuance 1
3

1.33

4

 
—

—

—

Loss on foreign exchange 1
 
 
6

 
 
 
—

 
 
 
 
 
 
 
 
US commercial paper program, end of period
75

1.29

97

 
200

1.33

266

1 Included in finance costs.

Concurrent with the commercial paper issuances, we entered into debt derivatives to hedge the foreign currency risk associated with the principal and interest components of the borrowings under the US CP program (see note 10). We have not designated these debt derivatives as hedges for accounting purposes.

NOTE 13: LONG-TERM DEBT
 
 
 
Principal
amount

Interest
rate

As at
March 31

As at
December 31

(In millions of dollars, except interest rates)
Due date
  
2018

2017

 
 
 
 
 
 
 
Senior notes
2018
US
1,400

6.800
%
1,805

1,756

Senior notes
2019
 
400

2.800
%
400

400

Senior notes
2019
 
500

5.380
%
500

500

Senior notes
2020
 
900

4.700
%
900

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
%
645

627

Senior notes
2023
US
850

4.100
%
1,096

1,066

Senior notes
2024
 
600

4.000
%
600

600

Senior notes
2025
US
700

3.625
%
903

878

Senior notes
2026
US
500

2.900
%
645

627

Senior debentures 1
2032
US
200

8.750
%
258

251

Senior notes
2038
US
350

7.500
%
451

439

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
%
645

627

Senior notes
2043
US
650

5.450
%
838

816

Senior notes
2044
US
1,050

5.000
%
1,354

1,318

Senior notes
2048
US
750

4.300
%
967

—

 
 
 
 
 
15,757

14,555

Deferred transaction costs and discounts
 
 
 
 
(120
)
(107
)
Less current portion
 
 
 
 
(2,205
)
(1,756
)
 
 
 
 
 
 
 
Total long-term debt
 
 
 
 
13,432

12,692

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 March 31, 2018 and December 31, 2017.


Rogers Communications Inc.
22
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)



The tables below summarize the activity relating to our long-term debt for the three months ended March 31, 2018 and 2017.
 
Three months ended March 31, 2018
 
 
Three months ended March 31, 2017
 
(In millions of dollars, except exchange rates)
Notional

Exchange

Notional

 
Notional

Exchange

Notional

(US$)

rate

(Cdn$)

 
(US$)

rate

(Cdn$)

 
 
 
 
 
 
 
 
Credit facility borrowings (Cdn$)
 
 
—

 
 
 
700

Credit facility borrowings (US$)
—

—

—

 
425

1.34

571

Total credit facility borrowings
 
 
—

 
 
 
1,271

 
 
 
 
 
 
 
 
Credit facility repayments (Cdn$)
 
 
—

 
 
 
(575
)
Credit facility repayments (US$)
—

—

—

 
(375
)
1.33

(499
)
Total credit facility repayments
 
 
—

 
 
 
(1,074
)
 
 
 
 
 
 
 
 
Net borrowings under credit facilities
 
 
—

 
 
 
197

 
 
 
 
 
 
 
 
Senior note issuances (US$)
750

1.25

938

 
—

—

—

Total issuances of senior notes
 
 
938

 
 
 
—

 
 
 
 
 
 
 
 
Total senior notes repayments
 
 
—

 
 
 
(250
)
 
 
 
 
 
 
 
 
Net issuance (repayment) of senior notes
 
 
938

 
 
 
(250
)
 
 
 
 
 
 
 
 
Net issuance (repayment) of long-term debt
 
 
938

 
 
 
(53
)
 
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
 
Long-term debt net of transaction costs, beginning of period
14,448

16,080

Net issuance (repayment) of long-term debt
938

(53
)
Loss (gain) on foreign exchange
263

(93
)
Deferred transaction costs incurred
(16
)
(3
)
Amortization of deferred transaction costs
4

3

 
 
 
Long-term debt net of transaction costs, end of period
15,637

15,934


As at March 31, 2018, we had nil outstanding under our revolving and non-revolving credit facilities (December 31, 2017 - nil).

Senior Notes
Issuance of senior notes
On February 8, 2018, we issued US$750 million senior notes due 2048 at a rate of 4.3%. At the same time, we entered into debt derivatives to convert all interest and principal payment obligations to Canadian dollars. As a result, we received net proceeds of $938 million from the issuance.

Repayment of senior notes and related derivative settlements
We did not repay any senior notes or settle any related debt derivatives during the three months ended March 31, 2018.

Below is a summary of the repayment of our senior notes for the three months ended March 31, 2017.
  
Three months ended March 31, 2017
 
(In millions of dollars)
Maturity date
Notional
amount (US$)

Notional
amount (Cdn$)

 
 
 
March 2017
—

250


There were no debt derivatives associated with these Canadian dollar-denominated senior notes.

Rogers Communications Inc.
23
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


In March 2018, we announced our intention to repay, in April 2018, our US$1.4 billion senior notes that were otherwise due in August 2018. In connection with the announcement, for the three months ended March 31, 2018, we recognized a $28 million loss on repayment of long-term debt reflecting our obligation to pay redemption premiums upon repayment. The loss is recorded in finance costs. On April 13, 2018, in connection with our announcement in March 2018, we repaid the entire outstanding principal amount of our US$1.4 billion 6.8% senior notes due in August 2018. At the same time, we terminated the associated debt derivatives. As a result, we repaid a net amount of $1.5 billion, which was separately funded through our US CP program and our bank credit facility.

NOTE 14: SHAREHOLDERS' EQUITY

Dividends
Below is a summary of the dividends we declared and paid on our outstanding RCI Class A Voting common shares (Class A Shares) and Class B Non-Voting Shares in 2018 and 2017.
Date declared
Date paid
Dividend per share (dollars)  

 
 
 
January 24, 2018
April 3, 2018
0.48

 
 
0.48

 
 
 
January 26, 2017
April 3, 2017
0.48

April 18, 2017
July 4, 2017
0.48

August 17, 2017
October 3, 2017
0.48

October 19, 2017
January 2, 2018
0.48

 
 
1.92


On April 19, 2018, the Board of Directors declared a dividend of $0.48 per Class A Share and Class B Non-Voting Share to be paid on July 3, 2018 to shareholders of record on June 11, 2018.

The holders of Class A Shares are entitled to receive dividends at the rate of up to five cents per share but only after dividends at the rate of five cents per share have been paid or set aside on the Class B Non-Voting Shares. Class A Shares and Class B Non-Voting Shares therefore participate equally in dividends above five cents per share.

Normal Course Issuer Bid
In April 2018, we announced that the TSX has accepted a notice of our intention to commence a normal course issuer bid (NCIB) that will allow us to purchase, during the twelve-month period beginning April 24, 2018 and ending April 23, 2019, the lesser of 35.8 million Class B Non-Voting Shares and that number of Class B Non-Voting Shares that can be purchased under the NCIB for an aggregate purchase price of $500 million.

NOTE 15: STOCK-BASED COMPENSATION
Below is a summary of our stock-based compensation expense, which is included in employee salaries, benefits, and stock-based compensation, for the three months ended March 31, 2018 and 2017.
  
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
 
Stock options
(8
)
17

Restricted share units
2

16

Deferred share units
(6
)
20

Equity derivative effect, net of interest receipt
33

(40
)
 
 
 
Total stock-based compensation expense
21

13


As at March 31, 2018, we had a total liability recognized at its fair value of $173 million (December 31, 2017 - $223 million) related to stock-based compensation, including stock options, restricted share units (RSUs), and deferred share units (DSUs).

During the three months ended March 31, 2018, we paid $39 million (2017 - $63 million) to holders of stock options, RSUs, and DSUs upon exercise using the cash settlement feature.


Rogers Communications Inc.
24
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Stock Options
Summary of stock options
The tables below summarize the activity related to stock option plans, including performance options for the three months ended March 31, 2018 and 2017.
  
Three months ended March 31, 2018
(in number of units, except prices)
Number of options

Weighted average
exercise price
 
 
 
Outstanding, beginning of period
2,637,890

$49.42
Granted
812,985

$58.45
Exercised
(78,740
)
$34.65
Forfeited
—

$0.00
 
 
 
Outstanding, end of period
3,372,135

$51.94
 
 
 
Exercisable, end of period
1,514,210

$45.11
  
Three months ended March 31, 2017
(in number of units, except prices)
Number of options

Weighted average
exercise price
 
 
 
Outstanding, beginning of period
3,732,524

$43.70
Granted
503,905

$56.70
Exercised
(660,148
)
$42.48
Forfeited
(97,642
)
$49.95
 
 
 
Outstanding, end of period
3,478,639

$45.75
 
 
 
Exercisable, end of period
1,771,215

$41.87

Included in the above table are grants of 439,435 performance options to certain key executives during the three months ended March 31, 2018 (2017 - nil).

Unrecognized stock-based compensation expense related to stock option plans was $8 million as at March 31, 2018 (December 31, 2017 - $6 million) and will be recognized in net income over the next four years as the options vest.

Restricted Share Units
Summary of RSUs
Below is a summary of the activity related to RSUs outstanding, including performance RSUs for the three months ended March 31, 2018 and 2017.
  
Three months ended March 31
 
(in number of units)
2018

2017

 
 
 
Outstanding, beginning of period
1,811,845

2,237,085

Granted and reinvested dividends
947,084

547,562

Exercised
(438,401
)
(870,532
)
Forfeited
(38,713
)
(99,580
)
 
 
 
Outstanding, end of period
2,281,815

1,814,535


Included in the above table are grants of 234,064 performance RSUs to certain key executives during the three months ended March 31, 2018 (2017 - 63,542).

Unrecognized stock-based compensation expense related to these RSUs was $66 million as at March 31, 2018 (December 31, 2017 - $41 million) and will be recognized in net income over the next three years as the RSUs vest.


Rogers Communications Inc.
25
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Deferred Share Unit Plan
Summary of DSUs
Below is a summary of the activity related to DSUs outstanding, including performance DSUs for the three months ended March 31, 2018 and 2017.
  
Three months ended March 31
 
(in number of units)
2018

2017

 
 
 
Outstanding, beginning of period
2,327,647

2,396,458

Granted and reinvested dividends
65,429

647,257

Exercised
(192,464
)
(87,505
)
Forfeited
(28,821
)
(94,337
)
 
 
 
Outstanding, end of period
2,171,791

2,861,873


Included in the above table are grants of 28,524 performance DSUs to certain key executives during the three months ended March 31, 2018 (2017 - 176,275).

Unrecognized stock-based compensation expense related to these DSUs as at March 31, 2018 was $15 million (December 31, 2017 - $22 million) and will be recognized in net income over the next three years as the executive DSUs vest. All other DSUs are fully vested.

NOTE 16: RELATED PARTY TRANSACTIONS

Controlling Shareholder
We enter into certain transactions with private companies controlled by the controlling shareholder of RCI, the Rogers Control Trust. These transactions were recognized at the amount agreed to by the related parties and are subject to the terms and conditions of formal agreements approved by the Audit and Risk Committee. The totals received or paid during the three months ended March 31, 2018 and 2017 were less than $1 million, respectively.

Transactions with Key Management Personnel
We have entered into business transactions with companies whose partners or senior officers are Directors of RCI. These Directors are:
•
the non-executive chairman of a law firm that provides a portion of our legal services; and
•
the chair of the board of a company that provides printing services to the Company.

We recognize these transactions at the amounts agreed to by the related parties, which are also reviewed by the Audit and Risk Committee. The amounts owing for these services are unsecured, interest-free, and due for payment in cash within one month of the date of the transaction. Below is a summary of the related party activity for the business transactions described above.
  
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
 
Printing and legal services
4

7


NOTE 17: CONTINGENT LIABILITIES

System Access Fee - Saskatchewan
In 2004, a class action was commenced against providers of wireless communications in Canada under the Class Actions Act (Saskatchewan). The class action relates to the system access fee wireless carriers charge to some of their customers. The plaintiffs are seeking unspecified damages and punitive damages, which would effectively be a reimbursement of all system access fees collected.

In 2007, the Saskatchewan Court granted the plaintiffs' application to have the proceeding certified as a national, "opt-in" class action where affected customers outside Saskatchewan must take specific steps to participate in the proceeding. In 2008, our motion to stay the proceeding based on the arbitration clause in our wireless service agreements was granted. The Saskatchewan Court directed that its order, in respect of the certification of the action, would exclude customers who are bound by an arbitration clause from the class of plaintiffs.


Rogers Communications Inc.
26
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


In 2009, counsel for the plaintiffs began a second proceeding under the Class Actions Act (Saskatchewan) asserting the same claims as the original proceeding. If successful, this second class action would be an "opt-out" class proceeding. This second proceeding was ordered conditionally stayed in 2009 on the basis that it was an abuse of process.

At the time the Saskatchewan class action was commenced in 2004, corresponding claims were filed in multiple jurisdictions across Canada, although the plaintiffs took no active steps. The appeal courts in several provinces dismissed the corresponding claims as an abuse of process. The claims in all provinces other than Saskatchewan have now been dismissed or discontinued. We have not recognized a liability for this contingency.

911 Fee
In June 2008, a class action was launched in Saskatchewan against providers of wireless communications services in Canada. It involves allegations of breach of contract, misrepresentation, and false advertising, among other things, in relation to the 911 fee that had been charged by us and the other wireless telecommunication providers in Canada. The plaintiffs are seeking unspecified damages and restitution. The plaintiffs intend to seek an order certifying the proceeding as a national class action in Saskatchewan. We have not recognized a liability for this contingency.

Cellular Devices
In July 2013, a class action was launched in British Columbia against providers of wireless communications in Canada and manufacturers of wireless devices. The class action relates to the alleged adverse health effects incurred by long-term users of cellular devices. The plaintiffs are seeking unspecified damages and punitive damages, effectively equal to the reimbursement of the portion of revenue the defendants have received that can reasonably be attributed to the sale of cellular phones in Canada. We have not recognized a liability for this contingency.

Income Taxes
We provide for income taxes based on all of the information that is currently available and believe that we have adequately provided these items. The calculation of applicable taxes in many cases, however, requires significant judgment in interpreting tax rules and regulations. Our tax filings are subject to audits, which could materially change the amount of current and deferred income tax assets and liabilities and provisions, and could, in certain circumstances, result in the assessment of interest and penalties.

Outcome of Proceedings
The outcome of all the proceedings and claims against us, including the matters described above, is subject to future resolution that includes the uncertainties of litigation. It is not possible for us to predict the result or magnitude of the claims due to the various factors and uncertainties involved in the legal process. Based on information currently known to us, we believe it is not probable that the ultimate resolution of any of these proceedings and claims, individually or in total, will have a material adverse effect on our business, financial results, or financial condition. If it becomes probable that we will be held liable for claims against us, we will recognize a provision during the period in which the change in probability occurs, which could be material to our Consolidated Statements of Income or Consolidated Statements of Financial Position.

NOTE 18: SUPPLEMENTAL CASH FLOW INFORMATION

Change in Non-Cash Operating Working Capital Items
  
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
(restated, see note 2)

 
 
 
Accounts receivable
155

202

Inventories
79

19

Other current assets
(22
)
(110
)
Accounts payable and accrued liabilities
(261
)
(365
)
Contract and other liabilities
28

79

 
 
 
Total change in non-cash operating working capital items
(21
)
(175
)


Rogers Communications Inc.
27
First Quarter 2018


Notes to the Interim Condensed Consolidated Financial Statements (unaudited)


Capital Expenditures
  
Three months ended March 31
 
(In millions of dollars)
2018

2017

 
 
 
Capital expenditures before proceeds on disposition
620

486

Proceeds on disposition
(15
)
—

 
 
 
Capital expenditures
605

486



Rogers Communications Inc.
28
First Quarter 2018