Rogers 2009 Annual Report Download - page 116

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120 ROGERS COMMUNICATIONS INC. 2009 ANNUAL REPORT
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company’s objectives in managing capital are to ensure
sufficient liquidity to pursue its strategy of organic growth
combined with strategic acquisitions and to provide returns to its
shareholders. The Company defines capital that it manages as the
aggregate of its shareholders’ equity, which is comprised of issued
capital, contributed surplus, accumulated other comprehensive
income and retained earnings.
The Company manages its capital structure and makes adjustments
to it in light of general economic conditions, the risk characteristics
of the underlying assets and the Company’s working capital
requirements. In order to maintain or adjust its capital structure, the
Company, upon approval from its Board of Directors, may issue or
repay long-term debt, issue shares, repurchase shares, pay dividends
or undertake other activities as deemed appropriate under the
specific circumstances. The Board of Directors reviews and approves
any material transactions out of the ordinary course of business,
including proposals on acquisitions or other major investments or
divestitures, as well as annual capital and operating budgets.
In May 2009, the Company filed an amendment to its NCIB to provide
that the Company may, during the 12-month period commencing
February 20, 2009 and ending February 19, 2010, purchase on
the TSX up to the lesser of 48 million of the Company’s 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 $1,500 million.
In 2009, the Company repurchased an aggregate 43,776,200 of
Class B Non-Voting shares, of which 33,496,200 were repurchased
directly under the NCIB and the remaining 10,280,000 were made
under issuer bid exemption orders issued by the Ontario Securities
Commission and are included in calculating the number of Class B
Non-Voting shares that the Company may purchase pursuant to the
NCIB (note 18(c)). The NCIB expires on February 19, 2010 (note 26(a)).
In 2009, the Company issued $1,000 million of 5.80% Senior Notes,
$500 million of 5.38% Senior Notes and $500 million of 6.68% Senior
Notes (note 14(a)).
On December 15, 2009, the Company redeemed the entire
outstanding principal amount of its U.S. $400 million ($425 million)
8.00% Senior Subordinated Notes (note 14(c)).
The Company monitors debt leverage ratios as part of the
management of liquidity and shareholdersreturn and to sustain
future development of the business.
In May 2009, the Company announced that it had set a target
leverage range for its capital structure of net debt to adjusted
operating profit of 2.0 to 2.5 times.
The Company is not subject to externally imposed capital
requirements and, except as noted above, its overall strategy with
respect to capital risk management remains unchanged from the
year ended December 31, 2008.
The Company entered into the following related party transactions:
(A) The Company has entered into certain transactions in the
normal course of business with certain broadcasters in which
the Company has an equity interest. The amounts paid to these
broadcasters are as follows:
(B) The Company has entered into certain transactions with
companies, the partners or senior officers of which are directors of
the Company. Total amounts paid by the Company to these related
parties, directly or indirectly, are as follows:
(C) The Company entered into certain transactions with the
controlling shareholder of the Company and companies controlled
by the controlling shareholder of the Company. These transactions
are subject to formal agreements approved by the Audit Committee.
Total amounts received from these related parties are as follows:
21. CAPITAL RISK MANAGEMENT:
22. RELATED PARTY TRANSACTIONS:
2009 2008
Access fees paid to broadcasters accounted for by the equity method $ 16 $ 17
2009 2008
Legal services, printing and commissions paid on premiums for insurance coverage $ 39 $ 7
2009 2008
Recoveries for use of aircraft and other administrative services $ (1) $ (1)