EX-99.4 5 tm246562d1_ex99-4.htm EXHIBIT 99.4

 

Exhibit 99.4

 

A final short form base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the final short form base shelf prospectus, any amendment to the short form base shelf prospectus and any applicable shelf prospectus supplement that has been filed, is required to be delivered with this document.

 

This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final short form base shelf prospectus, any amendment and any applicable shelf prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

 

February 12, 2024

 

 

TELUS Corporation

Indicative Term Sheet

●% Series CAO Notes due December 15, 2028

 

Issuer: TELUS Corporation (“TELUS” or the “Company”)
   
Issue: Series CAO Notes pursuant to Short Form Base Shelf Prospectus of the Company dated August 8, 2022 and the Prospectus Supplement of the Company dated February 12, 2024 (“Notes”).
   
Principal Amount: C$500 million (minimum)
   
Pricing Date: February 12, 2024
   
Settlement Date: February 15, 2024 (T+3)
   
Maturity Date: December 15, 2028
   
Interest Rate: ●% per annum, payable semi-annually in arrears, in equal instalments on June 15 and December 15 of each year, commencing on June 15, 2024. The first interest payment (short first coupon) on June 15, 2024 will be in an amount equal to $●
   
Issue Spread(1): [Redacted in accordance with Subsection 9A.3(4) of National Instrument 44- 102 – Shelf Distributions]
   
Issue Yield: ●% per annum
   
Issue Price: C$● per $100 principal amount
   
Rank: The Notes will be unsecured and unsubordinated obligations of the Company and will rank pari passu with all existing and future unsecured and unsubordinated obligations of the Company.
   
Expected Credit Ratings(2): DBRS: BBB (Stable Trend)
Moody's: Baa2 (Stable Outlook)
S&P: BBB (Stable Outlook)
   
Redemption: The Notes may be redeemed at any time prior to November 15, 2028 at the option of the Company, in whole or from time to time, in part, on not fewer than 10 nor more than 60 days prior notice at a redemption price equal to the greater of (a) the Discounted Value of the Notes being redeemed and (b) 100% of the principal amount thereof. The Notes may be redeemed at any time on or after November 15, 2028 at the option of the Company, in whole or from time to time, in part, on not fewer than 10 nor more than 60 days prior notice at a redemption price equal to 100% of the principal amount thereof. In addition, accrued and unpaid interest, if any, will be paid to the date fixed for redemption.

 

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  Any redemption may, at the Company's discretion, be subject to one or more conditions, and may be revoked if any such conditions are not satisfied.
   
  Discounted Value of the Notes” shall have the meaning as described in the Prospectus Supplement dated February 12, 2024.
   
Payment & Delivery: Payments of interest and principal will be made to CDS or its nominee.
   
Distribution: All provinces of Canada.
   
Covenants: Covenants include negative pledge, cross acceleration, restrictions against sale & leaseback, limitations on indebtedness of restricted subsidiaries (please refer to the Prospectus Supplement dated February 12, 2024).
   
Change of Control: The Company will be required to make an offer to repurchase the Notes at a price equal to 101% of their principal amount plus accrued and unpaid interest to the date of repurchase upon the occurrence of a Change of Control Triggering Event. See “Details of the Offering - Repurchase upon Change of Control Triggering Event” in the Prospectus Supplement dated February 12, 2024.
   
Use of Proceeds: The net proceeds will be used for the repayment of outstanding indebtedness, including all or a portion of the repayment upon maturity of the 3.35% Series CK Notes due April 2024, as well as the repayment of commercial paper (incurred for general working capital purposes) and/or the repayment of the 2022 Credit Facility, and for other general corporate purposes. Pending any such use of the net proceeds, the Company will invest the net proceeds in bank deposits and short-term marketable securities.
   
CUSIP / ISIN: 87971MCE1 / CA87971MCE18
   
Syndicate: CIBC World Markets Inc. (Joint Bookrunner)
  RBC Dominion Securities Inc. (Joint Bookrunner)
  Scotia Capital Inc. (Joint Bookrunner)
  BMO Nesbitt Burns Inc.
  TD Securities Inc.
  Desjardins Securities Inc.
  National Bank Financial Inc.
  J.P. Morgan Securities Canada Inc.
  Wells Fargo Securities Canada Ltd.
  SMBC Nikko Securities Canada, Ltd.
  ATB Capital Markets Inc.
   
  (collectively, the “Agents”).

 

One or more sections of this term sheet may be provided by members of the Syndicate to investors.

 

(1)[Redacted in accordance with Subsection 9A.3(4) of National Instrument 44-102 – Shelf Distributions]

 

(2)A credit rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawn at any time.

 

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