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LONG-TERM DEBT
 12 Months Ended
Dec. 31, 2022
Financial Instruments [Abstract]  
LONG-TERM DEBT SHORT-TERM BORROWINGS
As at December 31
(In millions of dollars)20222021
Receivables securitization program2,400 800 
US commercial paper program (net of the discount on issuance)214 893 
Non-revolving credit facility borrowings371 507 
Total short-term borrowings2,985 2,200 
Below is a summary of the activity relating to our short-term borrowings for the years ended December 31, 2022 and 2021.
Year ended December 31, 2022Year ended December 31, 2021
NotionalExchangeNotionalNotionalExchangeNotional
(In millions of dollars, except exchange rates)(US$)rate(Cdn$)(US$)rate(Cdn$)
Proceeds received from receivables securitization1,600 150 
Net proceeds received from receivables securitization1,600 150 
Proceeds received from US commercial paper6,745 1.302 8,781 2,568 1.260 3,235 
Repayment of US commercial paper(7,303)1.306 (9,537)(2,314)1.259 (2,914)
Net (repayment of) proceeds received from US commercial paper(756)321 
Proceeds received from non-revolving credit facilities (Cdn$)865 — 
Proceeds received from non-revolving credit facilities (US$)— — — 1,200 1.253 1,503 
Total proceeds received from non-revolving credit facilities865 1,503 
Repayment of non-revolving credit facilities (Cdn$)(495)— 
Repayment of non-revolving credit facilities (US$)(400)1.268 (507)(800)1.254 (1,003)
Total repayment of non-revolving credit facilities(1,002)(1,003)
Net (repayment of) proceeds received from non-revolving credit facilities(137)500 
Net proceeds received from short-term borrowings707 971 

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 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 April 25, 2024. 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)20222021
Receivables sold to buyer as security2,914 2,679 
Short-term borrowings from buyer(2,400)(800)
Overcollateralization514 1,879 
Years ended December 31
(In millions of dollars)20222021
Receivables securitization program, beginning of year800 650 
Net proceeds received from receivables securitization1,600 150 
Receivables securitization program, end of year2,400 800 
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, 2022 and 2021.
Year ended December 31, 2022Year ended December 31, 2021
NotionalExchangeNotionalNotionalExchangeNotional
(In millions of dollars, except exchange rates)(US$)rate(Cdn$)(US$)rate(Cdn$)
US commercial paper, beginning of year704 1.268 893 449 1.272 571 
Net (repayment of) proceeds received from US commercial paper(558)1.355 (756)254 1.264 321 
Discounts on issuance 1
12 1.250 15 1 n/m2 
Loss (gain) on foreign exchange 1
62 (1)
US commercial paper, end of year158 1.354 214 704 1.268 893 
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 17). We have not designated these debt derivatives as hedges for accounting purposes.

NON-REVOLVING CREDIT 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 is drawn. Any borrowings under these facilities will be recorded as "short-term borrowings" as they will be due within 12 months. Borrowings under the facilities are unsecured, guaranteed by RCCI, and rank equally in right of payment with all of our senior notes and debentures. As at December 31, 2022, we had borrowed $375 million and received $370 million net of the discount on issuance, under the facility maturing in December 2023. In January 2023, we borrowed US$273 million under the facility maturing in January 2024. In February 2023, we borrowed US$186 million under the remaining facility, maturing in February 2024. As a result, we have fully drawn on the facilities.

In June 2021, we entered into non-revolving credit facilities with an aggregate limit of US$1.6 billion that matured in June 2022. Borrowings under these facilities were recorded as "short-term borrowings". 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 2021, we terminated the undrawn non-revolving credit facilities with an aggregate limit of US$1.2 billion. In February 2022, we repaid the outstanding US$400 million and terminated the facility.

Below is a summary of the activity relating to our non-revolving credit facilities for the year ended December 31, 2022 and year ended December 31, 2021.
Years ended December 31
(In millions of dollars)20222021
Non-revolving credit facility, beginning of year507 — 
Net (repayment of) proceeds received from non-revolving credit facilities(137)500 
Loss on foreign exchange 1
1 7 
Non-revolving credit facility, end of year371 507 
1    Included in "finance costs".

COMMITTED CREDIT FACILITY
In March 2021, in connection with the Shaw Transaction (see note 30), we entered into a binding commitment letter for a committed credit facility with a syndicate of banks in an amount up to $19 billion. As a result of entering into the Shaw term loan facility (see note 21), the maximum amount we can draw on this committed facility decreased to $13 billion. Subsequently, as a result of issuing US$7.05 billion ($9.05 billion) and $4.25 billion senior notes (see note 21) during the first quarter of 2022, the maximum amount we could have drawn decreased to nil and the facility was terminated.
LONG-TERM DEBT
As at December 31
(In millions of dollars, except interest rates)Due date Principal amountInterest rate20222021
Senior notes2022US750 Floating— 951 
Senior notes2022600 4.000 %— 600 
Senior notes2023US500 3.000 %677 634 
Senior notes2023US850 4.100 %1,151 1,078 
Senior notes2024600 4.000 %600 600 
Senior notes 1
2025US1,000 2.950 %1,354 — 
Senior notes 1
20251,250 3.100 %1,250 — 
Senior notes2025US700 3.625 %948 886 
Senior notes2026US500 2.900 %677 634 
Senior notes20271,500 3.650 %1,500 1,500 
Senior notes 1
2027US1,300 3.200 %1,761 — 
Senior notes 1
20291,000 3.750 %1,000 — 
Senior notes20291,000 3.250 %1,000 1,000 
Senior notes 1
2032US2,000 3.800 %2,709 — 
Senior notes 1
20321,000 4.250 %1,000 — 
Senior debentures 2
2032US200 8.750 %271 254 
Senior notes2038US350 7.500 %474 444 
Senior notes2039500 6.680 %500 500 
Senior notes2040800 6.110 %800 800 
Senior notes2041400 6.560 %400 400 
Senior notes 1
2042US750 4.500 %1,016 — 
Senior notes2043US500 4.500 %677 634 
Senior notes2043US650 5.450 %880 823 
Senior notes2044US1,050 5.000 %1,422 1,331 
Senior notes2048US750 4.300 %1,016 951 
Senior notes 2049US1,250 4.350 %1,693 1,585 
Senior notes2049US1,000 3.700 %1,354 1,268 
Senior notes 1
2052US2,000 4.550 %2,709 — 
Senior notes 1
20521,000 5.250 %1,000 — 
Subordinated notes 3
20812,000 5.000 %2,000 2,000 
Subordinated notes 3
2082US750 5.250 %1,016 — 
32,855 18,873 
Deferred transaction costs and discounts(1,122)(185)
Less current portion    (1,828)(1,551)
Total long-term debt    29,905 17,137 
1 Included in Shaw senior note financing.
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, 2022 and 2021.
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, 2022, 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 17).
The tables below summarize the activity relating to our long-term debt for the years ended December 31, 2022 and 2021.
Year ended December 31, 2022Year ended December 31, 2021
(In millions of dollars, except exchange rates)NotionalExchangeNotionalNotionalExchangeNotional
(US$)rate(Cdn$)(US$)rate(Cdn$)
Senior note issuances (Cdn$)4,250 — 
Senior note issuances (US$)7,050 1.284 9,054 — — — 
Total senior note issuances13,304 — 
Senior note repayments (Cdn$)(600)(1,450)
Senior note repayments (US$)(750)1.259 (944)— — — 
Total senior note repayments(1,544)(1,450)
Net issuance (repayment) of senior notes11,760 (1,450)
Subordinated note issuances (Cdn$)— 2,000 
Subordinated note issuances (US$)750 1.268 951 — — — 
Total subordinated note issuances951 2,000 
Net issuance of long-term debt12,711 550 
Years ended December 31
(In millions of dollars)20222021
Long-term debt net of transaction costs, beginning of year18,688 18,201 
Net issuance of long-term debt12,711 550 
Loss (gain) on foreign exchange1,271 (50)
Deferred transaction costs incurred(988)(31)
Amortization of deferred transaction costs51 18 
Long-term debt net of transaction costs, end of year31,733 18,688 
Current1,828 1,551 
Long-term29,905 17,137 
Long-term debt net of transaction costs, end of year31,733 18,688 

In early 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. As at December 31, 2022, we had not drawn on the credit facility. See note 2(e) for our accounting policy related to borrowings on this facility.

In April 2021, we entered into a $6 billion term loan facility consisting of three tranches of $2 billion each. The facility cannot be drawn upon until the closing date of the Shaw Transaction. The first tranche matures three years after the Shaw Transaction closing date and subsequent tranches mature in years four and five thereafter, respectively. At tranche maturity, any outstanding borrowings under that tranche must be repaid. 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. In May 2022, we extended the drawdown period of the term loan facility to December 31, 2022. In September 2022, we further extended the drawdown period to December 31, 2023.

WEIGHTED AVERAGE INTEREST RATE
As at December 31, 2022, 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 4.50% (2021 - 3.95%).

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 2021, we amended our revolving credit facility to, among other things, increase the total credit limit and extend the maturity dates. We increased the total credit limit from $3.2 billion to $4 billion by increasing the limits of the two tranches to $3 billion and $1 billion (from $2.5 billion and $700 million), respectively. We also extended the maturity date of the $3 billion tranche from September 2023 to April 2026 and the $1 billion tranche from September 2022 to April 2024. 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.

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.

Issuance of senior and subordinated notes and related debt derivatives
Below is a summary of the senior and subordinated notes we issued in 2022 and 2021.
(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
2022 issuances
February 11, 2022 (subordinated) 4
US750 20825.250 %At par951 13— 
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— 
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 1262
2021 issuance
December 17, 2021 (subordinated) 4
2,000 20815.000 %At par2,000 20 — 
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.
5    The US$1 billion senior notes due 2025 can be redeemed at par on or after March 15, 2023.

During the year ended December 31, 2021, we issued $2 billion subordinated notes due 2081 with an initial coupon of 5% for the first five years. Concurrently, we terminated the $750 million bond forwards entered into in July 2021 to hedge the interest rate risk associated with future debt issuances. We used the proceeds to partially fund the remaining payment required to obtain the 3500 MHz spectrum licences.

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.

Each of the 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.

In connection with the subordinated notes issuances, the Board approved the creation of new Series I and Series II preferred shares, respectively. Series I and Series II have been authorized for up to 3.3 million and 1.4 million preferred
shares, respectively, have no voting rights, have par values of $1,000 per share, and will be issued automatically upon the occurrence of certain events involving a bankruptcy or insolvency of RCI to holders of the respective subordinated notes.

In March 2022, we issued $13.3 billion of senior notes, consisting of US$7.05 billion ($9.05 billion) and $4.25 billion, in order to partially finance the cash consideration for the Shaw Transaction (Shaw senior note financing). Each of the notes (except the $1.25 billion senior notes due 2025) contains a "special mandatory redemption" provision (SMR notes), which required them to be redeemed at 101% of their 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 requires us to maintain sufficient liquidity to ensure we are able to fund the cash consideration portion of the Shaw Transaction upon closing and as such, we have 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 holders of SMR notes to extend the SMR outside date to December 31, 2023, to ensure financing remained in place should the Shaw Transaction not have closed by December 31, 2022. As a result, we paid an initial consent fee to the note holders, including other directly attributable transaction costs, in September 2022 of $557 million ($121 million and US$331 million). Since the Shaw Transaction did not close prior to December 31, 2022, we were required to pay to the holders of SMR notes an additional consent fee of $262 million ($55 million and US$152 million) on January 9, 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. The liability associated with the additional consent fee has been recognized within "accounts payable and accrued liabilities" on our Consolidated Statement of Financial Position as at December 31, 2022.

Concurrent with the Shaw senior note financing, we terminated certain derivatives (see note 11) 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.

Repayment of senior notes and related derivative settlements
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.

During the year ended December 31, 2021, we repaid the entire outstanding principal amount of our $1.45 billion 5.34% senior notes at maturity. There were no derivatives associated with these senior notes.

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, 2022.
(In millions of dollars) 
20231,828 
2024600 
20253,552 
20263,693 
2027 1
3,261 
Thereafter19,921 
Total long-term debt32,855 
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, 2022 and 2021, 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, 2022, 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.