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LONG-TERM DEBT
 12 Months Ended
Dec. 31, 2023
Financial Instruments [Abstract]  
LONG-TERM DEBT SHORT-TERM BORROWINGS
As at December 31
(In millions of dollars)20232022
Receivables securitization program1,600 2,400 
US commercial paper program (net of the discount on issuance)150 214 
Non-revolving credit facility borrowings— 371 
Total short-term borrowings1,750 2,985 
Below is a summary of the activity relating to our short-term borrowings for the years ended December 31, 2023 and 2022.
Year ended December 31, 2023Year ended December 31, 2022
NotionalExchangeNotionalNotionalExchangeNotional
(In millions of dollars, except exchange rates)(US$)rate(Cdn$)(US$)rate(Cdn$)
Proceeds received from receivables securitization— 1,600 
Repayment of receivables securitization(1,000)— 
Net (repayment of) proceeds received from receivables securitization(1,000)1,600 
Proceeds received from US commercial paper1,803 1.357 2,447 6,745 1.302 8,781 
Repayment of US commercial paper(1,858)1.345 (2,499)(7,303)1.306 (9,537)
Net repayment of US commercial paper(52)(756)
Proceeds received from non-revolving credit facilities (Cdn$)375 865 
Proceeds received from non-revolving credit facilities (US$)2,125 1.349 2,866 — — — 
Total proceeds received from non-revolving credit facilities3,241 865 
Repayment of non-revolving credit facilities (Cdn$)(758)(495)
Repayment of non-revolving credit facilities (US$)(2,125)1.351 (2,870)(400)1.268 (507)
Total repayment of non-revolving credit facilities(3,628)(1,002)
Net repayment of non-revolving credit facilities(387)(137)
Net (repayment of) proceeds received from short-term borrowings(1,439)707 

RECEIVABLES SECURITIZATION PROGRAM
We participate in a receivables securitization program with a Canadian financial institution that allows us to sell certain receivables into the program.

In April 2023, we repaid the outstanding $200 million of borrowings under Shaw's legacy accounts receivable securitization program, subsequent to which the program was terminated. This repayment is included in "net (repayment of) proceeds received from receivables securitization" above.

In March 2022, we amended the terms of our receivables securitization program and increased the maximum potential proceeds under the program from $1.2 billion to $1.8 billion. In May 2022, we further amended the terms of the program and increased the maximum potential proceeds to $2 billion. In October 2022, we further amended the terms of the program and increased the maximum potential proceeds to $2.4 billion.

We continue to service and retain substantially all of the risks and rewards relating to the receivables we sell, and therefore, the receivables remain recognized on our Consolidated Statements of Financial Position and the funding received is recognized as "short-term borrowings". The terms of our receivables securitization program are committed until its expiry, which we extended this year to an expiration date of June 26, 2026. The buyer's interest in these trade receivables ranks ahead of our interest. The program restricts us from using the receivables as collateral for any other purpose. The buyer of our trade receivables has no claim on any of our other assets.
As at December 31
(In millions of dollars)20232022
Receivables sold to buyer as security3,178 2,914 
Short-term borrowings from buyer(1,600)(2,400)
Overcollateralization1,578 514 
Years ended December 31
(In millions of dollars)
Note
20232022
Receivables securitization program, beginning of year2,400 800 
Receivables securitization program assumed
3 200 — 
Net (repayment of) proceeds received from receivables securitization(1,000)1,600 
Receivables securitization program, end of year1,600 2,400 

US COMMERCIAL PAPER PROGRAM
We have a US CP program that allows us to issue up to a maximum aggregate principal amount of US$1.5 billion. Funds can be borrowed under this program with terms to maturity ranging from 1 to 397 days, subject to ongoing market conditions. Issuances made under the US CP program are issued at a discount. Borrowings under our US CP program are classified as "short-term borrowings" on our Consolidated Statements of Financial Position when they are due within one year of the date of the financial statements.

Below is a summary of the activity relating to our US CP program for the years ended December 31, 2023 and 2022.
Year ended December 31, 2023Year ended December 31, 2022
NotionalExchangeNotionalNotionalExchangeNotional
(In millions of dollars, except exchange rates)(US$)rate(Cdn$)(US$)rate(Cdn$)
US commercial paper, beginning of year158 1.354 214 704 1.268 893 
Net repayment of US commercial paper(55)
n/m
(52)(558)1.355 (756)
Discounts on issuance 1
10 1.400 14 12 1.250 15 
(Gain) loss on foreign exchange 1
(26)62 
US commercial paper, end of year113 1.327 150 158 1.354 214 
n/m - not meaningful
1    Included in "finance costs".

Concurrent with the US CP borrowings, 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 19). We have not designated these debt derivatives as hedges for accounting purposes.

NON-REVOLVING CREDIT FACILITIES
In November 2023, we entered into three non-revolving credit facilities with an aggregate limit of $2 billion. In December 2023, we terminated two of these credit facilities and reduced the amount available from $2 billion to $500 million. The remaining facility can be drawn until June 2024 and will mature one year after we draw. Any drawings on this facility will be recognized as short-term borrowings on our Consolidated Statements of Financial Position. Borrowings under this facility will be unsecured, guaranteed by RCCI, and will rank equally in right of payment with all of our other credit facilities and senior notes and debentures. We have not yet drawn on this facility.

In December 2022, we entered into non-revolving credit facilities with an aggregate limit of $1 billion, including $375 million maturing in December 2023, $375 million maturing in January 2024, and $250 million maturing one year from when it was drawn. Any borrowings under these facilities were recorded as "short-term borrowings" as they were due within 12 months. Borrowings under the facilities were unsecured, guaranteed by RCCI, and ranked equally in right of payment with all of our senior notes and debentures.

In December 2022, we borrowed $375 million and in the first quarter of 2023, we borrowed US$459 million such that we were fully drawn on the facilities. In September and October 2023, we repaid and terminated all the facilities.
Below is a summary of the activity relating to our non-revolving credit facilities for the year ended December 31, 2023 and year ended December 31, 2022.
Years ended December 31
(In millions of dollars)20232022
Non-revolving credit facility, beginning of year371 507 
Net repayment of non-revolving credit facilities(387)(137)
Discounts on issuance 1
12 — 
Loss on foreign exchange 1
4 1 
Non-revolving credit facility, end of year— 371 
1    Included in "finance costs".
LONG-TERM DEBT
As at December 31
(In millions of dollars, except interest rates)Due date Principal amountInterest rate20232022
Term loan facility4,400 Floating4,286 — 
Senior notes2023US500 3.000 %— 677 
Senior notes2023US850 4.100 %— 1,151 
Senior notes2024600 4.000 %600 600 
Senior notes 1
2024500 4.350 %500 — 
Senior notes
2025US1,000 2.950 %1,323 1,354 
Senior notes
20251,250 3.100 %1,250 1,250 
Senior notes2025US700 3.625 %926 948 
Senior notes2026500 5.650 %500 — 
Senior notes2026US500 2.900 %661 677 
Senior notes20271,500 3.650 %1,500 1,500 
Senior notes 1
2027300 3.800 %300 — 
Senior notes
2027US1,300 3.200 %1,719 1,761 
Senior notes20281,000 5.700 %1,000 — 
Senior notes 1
2028500 4.400 %500 — 
Senior notes 1
2029500 3.300 %500 — 
Senior notes
20291,000 3.750 %1,000 1,000 
Senior notes20291,000 3.250 %1,000 1,000 
Senior notes2030500 5.800 %500 — 
Senior notes 1
2030500 2.900 %500 — 
Senior notes
2032US2,000 3.800 %2,645 2,709 
Senior notes
20321,000 4.250 %1,000 1,000 
Senior debentures 2
2032US200 8.750 %265 271 
Senior notes20331,000 5.900 %1,000 — 
Senior notes2038US350 7.500 %463 474 
Senior notes2039500 6.680 %500 500 
Senior notes 1
20391,450 6.750 %1,450 — 
Senior notes2040800 6.110 %800 800 
Senior notes2041400 6.560 %400 400 
Senior notes
2042US750 4.500 %992 1,016 
Senior notes2043US500 4.500 %661 677 
Senior notes2043US650 5.450 %860 880 
Senior notes2044US1,050 5.000 %1,389 1,422 
Senior notes2048US750 4.300 %992 1,016 
Senior notes 1
2049300 4.250 %300 — 
Senior notes2049US1,250 4.350 %1,653 1,693 
Senior notes2049US1,000 3.700 %1,323 1,354 
Senior notes
2052US2,000 4.550 %2,645 2,709 
Senior notes
20521,000 5.250 %1,000 1,000 
Subordinated notes 3
20812,000 5.000 %2,000 2,000 
Subordinated notes 3
2082US750 5.250 %992 1,016 
41,895 32,855 
Deferred transaction costs and discounts(1,040)(1,122)
Less current portion    (1,100)(1,828)
Total long-term debt    39,755 29,905 
1 Senior notes originally issued by Shaw Communications Inc. which are unsecured obligations of RCI and for which RCCI was an unsecured guarantor as at December 31, 2023, see note 3.
2    Senior debentures originally issued by Rogers Cable Inc. which are unsecured obligations of RCI and for which RCCI was an unsecured guarantor as at December 31, 2023 and 2022.
3    The subordinated notes can be redeemed at par on the five-year anniversary from issuance dates of December 2021 and February 2022 or on any subsequent interest payment date.
Each of the above senior notes and debentures are unsecured and, as at December 31, 2023, were guaranteed by RCCI, ranking equally with all of RCI's other senior notes, debentures, bank credit facilities, and letter of credit facilities. We use derivatives to hedge the foreign exchange risk associated with the principal and interest components of all of our US dollar-denominated senior notes and debentures (see note 19).

The tables below summarize the activity relating to our long-term debt for the years ended December 31, 2023 and 2022.
Year ended December 31, 2023Year ended December 31, 2022
(In millions of dollars, except exchange rates)NotionalExchangeNotionalNotionalExchangeNotional
(US$)rate(Cdn$)(US$)rate(Cdn$)
Credit facility borrowings (US$)220 1.368 301 — — — 
Credit facility repayments (US$)(220)1.336 (294)— — — 
Net borrowings under credit facilities7 — 
Term loan facility net borrowings (US$) 1
4,506 1.350 6,082 — — — 
Term loan facility net repayments (US$)
(1,265)1.340 (1,695)— — — 
Net borrowings under term loan facility4,387 — 
Senior note issuances (Cdn$)3,000 4,250 
Senior note issuances (US$)— — — 7,050 1.284 9,054 
Total senior note issuances3,000 13,304 
Senior note repayments (Cdn$)(500)(600)
Senior note repayments (US$)(1,350)1.373 (1,854)(750)1.259 (944)
Total senior note repayments(2,354)(1,544)
Net issuance of senior notes646 11,760 
Subordinated note issuances (US$)— — — 750 1.268 951 
Net issuance of subordinated notes— 951 
Net issuance of long-term debt5,040 12,711 
1    Borrowings under our term loan facility mature and are reissued regularly, such that until repaid, we maintain net outstanding borrowings equivalent to the then-current credit limit on the reissue dates.

Years ended December 31
(In millions of dollars)
Note
20232022
Long-term debt net of transaction costs, beginning of year31,733 18,688 
Net issuance of long-term debt5,040 12,711 
Long-term debt assumed
34,526 — 
(Gain) loss on foreign exchange(549)1,271 
Deferred transaction costs incurred(31)(988)
Amortization of deferred transaction costs136 51 
Long-term debt net of transaction costs, end of year40,855 31,733 
Current1,100 1,828 
Long-term39,755 29,905 
Long-term debt net of transaction costs, end of year40,855 31,733 

In April 2023, we assumed $4.55 billion principal amount of Shaw's senior notes upon closing the Shaw Transaction (see note 3), of which $500 million was paid during the year ended December 31, 2023.

WEIGHTED AVERAGE INTEREST RATE
As at December 31, 2023, our effective weighted average interest rate on all debt and short-term borrowings, including the effect of all of the associated debt derivatives and interest rate derivatives, was 4.85% (2022 - 4.50%).
BANK CREDIT AND LETTER OF CREDIT FACILITIES
Our $4.0 billion revolving credit facility is available on a fully revolving basis until maturity and there are no scheduled reductions prior to maturity. The interest rate charged on borrowings from the revolving credit facility ranges from nil to 1.25% per annum over the bank prime rate or base rate, or 0.85% to 2.25% over the bankers' acceptance rate or London Inter-Bank Offered Rate.

In April 2023, we drew the maximum $6 billion on the term loan facility upon closing the Shaw Transaction (see note 3), consisting of $2 billion from each of the three tranches. The three tranches mature on April 3, 2026, 2027, and 2028, respectively. During the twelve months ended December 31, 2023, we repaid $1,600 million of the tranche maturing on April 3, 2027 such that the term loan facility has been reduced to $4.4 billion, of which $400 million remains outstanding under the April 3, 2027 tranche. In February 2024, we used the proceeds from the issuance of US$2.5 billion of senior notes (see "Issuance of senior and subordinated notes and related debt derivatives" below) to repay an additional $3.4 billion of the facility such that only $1 billion remains outstanding under the April 2026 tranche.

In January 2023, we amended our revolving credit facility to further extend the maturity date of the $3 billion tranche to January 2028, from April 2026 and the $1 billion tranche to January 2026, from April 2024.

In 2022, we entered into a $665 million senior unsecured non-revolving credit facility with a fixed 1% interest rate with Canada Infrastructure Bank. The credit facility can only be drawn upon to finance broadband service expansion projects to underserved communities under the Universal Broadband Fund. In 2023, we amended the terms of the facility to, among other things, increase the limit to $815 million. As at December 31, 2023, we had not drawn on the credit facility. See note 2(d) for our accounting policy related to borrowings on this facility.

The interest rate charged on borrowings from the term loan facility ranges from nil to 1.25% per annum over the bank prime rate or base rate, or 0.65% to 2.25% over the bankers' acceptance rate or London Inter-Bank Offered Rate.

SENIOR AND SUBORDINATED NOTES AND DEBENTURES
We pay interest on all of our fixed-rate senior and subordinated notes and debentures on a semi-annual basis.

We have the option to redeem each of our fixed-rate senior notes and debentures, in whole or in part, at any time, if we pay the premiums specified in the corresponding agreements.

Each of our subordinated notes can be redeemed at par on their respective five-year anniversary or on any subsequent interest payment date. The subordinated notes are unsecured and subordinated obligations of RCI. Payment on these notes will, under certain circumstances, be subordinated to the prior payment in full of all of our senior indebtedness, including our senior notes, debentures, and bank credit facilities. In addition, upon the occurrence of certain events involving a bankruptcy or insolvency of RCI, the outstanding principal and interest of such subordinated notes would automatically convert into preferred shares.
ISSUANCE OF SENIOR AND SUBORDINATED NOTES AND RELATED DEBT DERIVATIVES
Below is a summary of the senior and subordinated notes we issued in 2023 and 2022.
(In millions of dollars, except interest rates and discounts)
Transaction costs and discounts 2 (Cdn$)
Date issued Principal amountDue dateInterest rateDiscount/ premium at issuance
Total gross proceeds 1 (Cdn$)
Upon issuance
Upon modification 3
2023 issuances
September 21, 2023 (senior)500 20265.650 %99.853 %500 3
n/a
September 21, 2023 (senior)1,000 20285.700 %99.871 %1,000 8
n/a
September 21, 2023 (senior)500 20305.800 %99.932 %500 4
n/a
September 21, 2023 (senior)1,000 20335.900 %99.441 %1,000 12
n/a
2022 issuances
February 11, 2022 (subordinated) 4
US750 20825.250 %At par951 13
n/a
March 11, 2022 (senior) 5
US1,000 20252.950 %99.934 %1,283 950
March 11, 2022 (senior)1,250 20253.100 %99.924 %1,250 7
n/a
March 11, 2022 (senior)US1,300 20273.200 %99.991 %1,674 1382
March 11, 2022 (senior)1,000 20293.750 %99.891 %1,000 757
March 11, 2022 (senior)US2,000 20323.800 %99.777 %2,567 27165
March 11, 2022 (senior)1,000 20324.250 %99.987 %1,000 658
March 11, 2022 (senior)US750 20424.500 %98.997 %966 2095
March 11, 2022 (senior)US2,000 20524.550 %98.917 %2,564 55250
March 11, 2022 (senior)1,000 20525.250 %99.483 %1,000 12 62 
1    Gross proceeds before transaction costs, discounts, and premiums.
2    Transaction costs, discounts, and premiums are included as deferred transaction costs and discounts in the carrying value of the long-term debt, and recognized in net income using the effective interest method.
3    Accounted for as a modification of the respective financial liabilities. Reflects initial consent fee of $557 million incurred in September 2022 and additional consent fee of $262 million incurred in December 2022.
4    Deferred transaction costs and discounts in the carrying value of the subordinated notes are recognized in net income using the effective interest method over a five-year period. The subordinated notes due 2082 can be redeemed at par on March 15, 2027 or on any subsequent interest payment date.
5    The US$1 billion senior notes due 2025 can be redeemed at par on or after March 15, 2023.

2023
In July 2023, we completed an offer to exchange the US$7.05 billion of senior notes (Restricted Notes), which were issued pursuant to an exemption from the registration requirements of the Securities Act of 1933, as amended (Securities Act), for an equal principal amount of new notes registered under the Securities Act (Exchange Notes). The terms of the Exchange Notes are substantially identical to the terms of the corresponding Restricted Notes, except that the Exchange Notes are registered under the Securities Act and the transfer restrictions, registration rights, and additional interest provisions applicable to the Restricted Notes do not apply to the Exchange Notes. The Exchange Notes represent the same debt as the Restricted Notes and they were issued under the same indenture that governed the applicable series of Restricted Notes.

In September 2023, we issued senior notes with an aggregate principal amount of $3 billion. As a result, we received net proceeds of $2.98 billion which we used for general corporate purposes, including the repayment of outstanding debt.

In February 2024, we issued senior notes with an aggregate principal amount of US$2.5 billion, consisting of US$1.25 billion of 5.00% senior notes due 2029 and US$1.25 billion of 5.30% senior notes due 2034. Concurrent with the issuance, we also entered into debt derivatives to convert all interest and principal payment obligations to Canadian dollars. As a result, we received net proceeds of US$2.46 billion ($3.32 billion).

2022
In February 2022, we issued US$750 million subordinated notes due 2082 with an initial coupon of 5.25% for the first five years. Concurrently, we terminated $950 million of interest rate derivatives entered into in 2021 to hedge the interest rate risk associated with future debt issuances. We received net proceeds of US$740 million ($938 million) from the issuance.

In March 2022, we issued $13.3 billion of senior notes, consisting of US$7.05 billion ($9.05 billion) and $4.25 billion (Shaw senior note financing), in order to partially finance the cash consideration for the Shaw Transaction. These senior notes (except the $1.25 billion senior notes due 2025) contained a "special mandatory redemption" provision (SMR notes), which initially required them to be redeemed at 101% of principal amount (plus accrued interest) if the Shaw Transaction was not consummated prior to December 31, 2022 (SMR outside date). At the same time, we terminated the committed credit facility we had arranged in March 2021. The arrangement agreement between Rogers and Shaw required us to maintain sufficient liquidity to ensure we were able to fund the cash consideration portion of the Shaw Transaction upon closing and
as such, we recognized approximately $12.8 billion of the net proceeds as "restricted cash and cash equivalents" on our Consolidated Statements of Financial Position.

In August 2022, we received consent from the note holders of the SMR notes, and paid an initial consent fee of $557 million (including directly attributable transaction costs), to extend the SMR outside date to December 31, 2023. Because the Shaw Transaction had not yet been consummated by December 31, 2022, and we had not become obligated to complete a special mandatory redemption, we were required to pay $262 million ($55 million and US$152 million) of additional consent fees to the holders of the SMR notes in January 2023. The transaction costs are included as deferred transaction costs and discounts in the carrying value of the long-term debt, and recognized in net income using the effective interest method.

Concurrent with the Shaw senior note financing, we terminated certain derivatives (see note 19) we had entered into in 2021 to hedge the interest rate risk associated with future debt issuances. Concurrent with the US dollar-denominated issuances, we also entered into debt derivatives to convert all interest and principal payment obligations to Canadian dollars. As a result, we received net proceeds of US$6.95 billion ($8.93 billion) from the US dollar-denominated issuances in March 2022.

REPAYMENT OF SENIOR NOTES AND RELATED DERIVATIVE SETTLEMENTS
2023
During the year ended December 31, 2023, we repaid the entire outstanding principal of our $500 million 3.80% senior notes, which were assumed in the Shaw Transaction, at maturity. There were no derivatives associated with these senior notes. In addition, we repaid the entire outstanding principal of our US$850 million 4.10% senior notes and our US$500 million 3.00% senior notes, including the associated debt derivatives, at maturity. As a result, we repaid $2,188 million, net of $522 million received on settlement of the associated debt derivatives.

In January 2024, we repaid the entire outstanding principal of our $500 million 4.35% senior notes at maturity. There were no derivatives associated with these senior notes.

2022
During the year ended December 31, 2022, we repaid the entire outstanding principal amount of our $600 million 4.00% senior notes at maturity. There were no derivatives associated with these senior notes. We also repaid the entire outstanding principal amount of our US$750 million floating rate senior notes and the associated debt derivatives at maturity. As a result, we repaid $1,019 million, including $75 million on settlement of the associated debt derivatives.

PRINCIPAL REPAYMENTS
Below is a summary of the principal repayments on our long-term debt due in each of the next five years and thereafter as at December 31, 2023.
(In millions of dollars) 
20241,100 
20253,499 
2026 1
5,108 
2027 1
4,906 
20283,445 
Thereafter23,837 
Total long-term debt41,895 
1    Reflects repayment of the subordinated notes issued in December 2021 and February 2022 on the five-year anniversary.

TERMS AND CONDITIONS
As at December 31, 2023 and 2022, we were in compliance with all financial covenants, financial ratios, and all of the terms and conditions of our long-term debt agreements. There were no financial leverage covenants in effect other than those under our bank credit and letter of credit facilities.

The 8.75% debentures due in 2032 contain debt incurrence tests and restrictions on additional investments, sales of assets, and payment of dividends, all of which are suspended in the event the public debt securities are assigned investment-grade ratings by at least two of three specified credit rating agencies. As at December 31, 2023, these public debt securities were assigned an investment-grade rating by each of the three specified credit rating agencies and, accordingly, these restrictions have been suspended as long as the investment-grade ratings are maintained. Our other senior notes do not have any of these restrictions, regardless of the related credit ratings. The repayment dates of certain debt agreements can also be accelerated if there is a change in control of RCI.