Rogers 2011 Annual Report Download - page 56

MANAGEMENT’S DISCUSSION AND ANALYSIS
regularly by management. This is also useful to investors and analysts
in enabling them to analyze our enterprise and equity value and to
assess various leverage ratios as performance measures. This
non-GAAP measure does not have a standardized meaning and
should be viewed as a supplement to, and not a substitute for, our
results of operations or financial position reported under IFRS.
OUTSTANDING COMMON SHARE DATA
Set out below is our outstanding common share data as at
December 31, 2011 and at December 31, 2010. In the year ended
December 31, 2011 we purchased an aggregate 30,942,824 Class B
Non-Voting shares for cancellation pursuant to our NCIB for a total
purchase price of approximately $1,099 million. For additional
information, refer to Note 21 to our 2011 Audited Consolidated
Financial Statements.
December 31, 2011 December 31, 2010
Common shares(1)
Class A Voting 112,462,014 112,462,014
Class B Non-Voting 412,395,406 443,072,044
Total Common shares 524,857,420 555,534,058
Options to purchase Class B Non-Voting shares
Outstanding options 10,689,099 11,841,680
Outstanding options exercisable 5,716,945 6,415,933
(1) Holders of RCI’s Class B Non-Voting shares are entitled to receive notice of and to attend meetings of our shareholders, but, except as required by law or as stipulated by
stock exchanges, are not entitled to vote at such meetings. If an offer is made to purchase outstanding Class A Voting shares, there is no requirement under applicable law or
RCI’s constating documents that an offer be made for the outstanding Class B Non-Voting shares and there is no other protection available to shareholders under RCI’s
constating documents. If an offer is made to purchase both Class A Voting shares and Class B Non-Voting shares, the offer for the Class A Voting shares may be made on
different terms than the offer to the holders of Class B Non-Voting shares.
Class B Non-Voting Class A Voting
2009 20102011
(In millions)
TOTAL COMMON SHARES
OUTSTANDING
112.5 112.5 112.5
479.9 443.1412.4
DIVIDENDS ON RCI EQUITY SECURITIES
Our dividend policy is reviewed periodically by Rogers’ Board of
Directors (“the Board”). The declaration and payment of dividends
are at the sole discretion of the Board and depend on, among other
things, our financial condition, general business conditions, legal
restrictions regarding the payment of dividends by us, some of which
are referred to below, and other factors that the Board may at any
point consider to be relevant. As a holding company with no direct
operations, we rely on cash dividends and other payments from our
subsidiaries and our own cash balances and debt to pay dividends to
our shareholders. The ability of our subsidiaries to pay such amounts
to us is subject to the various risks as outlined in this MD&A.
We declared and paid dividends on each of our outstanding Class A Voting and Class B Non-Voting shares, as follows:
Declaration date Record date Payment date Dividend per share Dividends paid (in millions)
February 17, 2009 March 6, 2009 April 1, 2009 $ 0.29 $ 184
April 29, 2009 May 15, 2009 July 2, 2009 $ 0.29 $ 184
August 20, 2009 September 9, 2009 October 1, 2009 $ 0.29 $ 177
October 27, 2009 November 20, 2009 January 2, 2010 $ 0.29 $ 175
February 16, 2010 March 5, 2010 April 1, 2010 $ 0.32 $ 188
April 29, 2010 May 14, 2010 July 2, 2010 $ 0.32 $ 187
August 18, 2010 September 9, 2010 October 1, 2010 $ 0.32 $ 184
October 26, 2010 November 18, 2010 January 4, 2011 $ 0.32 $ 179
February 15, 2011 March 18, 2011 April 1, 2011 $ 0.355 $ 195
April 27, 2011 June 15, 2011 July 4, 2011 $ 0.355 $ 194
August 17, 2011 September 15, 2011 October 3, 2011 $ 0.355 $ 190
October 26, 2011 December 15, 2011 January 4, 2012 $ 0.355 $ 187
52 ROGERS COMMUNICATIONS INC. 2011 ANNUAL REPORT