Shaw Communications Inc.
As at December 31, 2018, there were 487,211,164 Class B
Non-Voting
Shares, 10,012,393 Series A Shares,
1,987,607 Series B Shares and 22,420,064 Class A Shares issued and outstanding. As at December 31, 2018, 15,991,367 Class B
Non-Voting
Shares were issuable on exercise of outstanding options.
Shaw is traded on the Toronto and New York stock exchanges and is included in the S&P/TSX 60 Index (Trading Symbols: TSX SJR.B, SJR.PR.A, SJR.PR.B, NYSE SJR, and TSXV SJR.A). For more information, please visit www.shaw.ca.
Liquidity and capital resources
In the three-month period ended November 30, 2018, the Company generated $164 million of free cash flow. Shaw used its free cash flow along with
$993 million net proceeds from a senior note issuance, proceeds on issuance of Class B
Non-Voting
Shares of $2 million, and cash on hand to pay common share dividends of $98 million, fund
the net working capital change of $211 million and pay restructuring costs of $27 million.
On November 2, 2018, the Company solidified its
balance sheet through the issuance of $1 billion in senior notes, comprised of $500 million at a rate of 3.80% due November 2, 2023 and $500 million at a rate of 4.40% due November 2, 2028. The funds will be used for general
corporate purposes which may include the repayment of indebtedness. On November 21, 2018, the Company amended the terms of its $1.5 billion bank credit facility to extend the maturity date to December 2023. The facility can be used for
working capital and general corporate purposes, including to issue letters of credit.
As at November 30, 2018, the Company had $1.2 billion of
cash on hand and its $1.5 billion bank credit facility was fully undrawn.
The Company issued Class B
Non-Voting
Shares from treasury under its DRIP which resulted in cash savings and incremental Class B
Non-Voting
Shares of $53 million during the three month
period ending November 30, 2018.
The Company has established an accounts receivable securitization program with a Canadian financial institution
which allows it to sell certain trade receivables into the program. As at November 30, 2018, the proceeds of the sales were committed up to a maximum of $100 million (with $40 million currently drawn under the program). The Company
continues to service and retain substantially all of the risks and rewards relating to the trade receivables sold, and therefore, the trade receivables remain recognized on the Companys Consolidated Statement of Financial Position and the
funding received is recorded as a current liability (revolving floating rate loans) secured by the trade receivables. The buyers interest in the accounts receivable ranks ahead of the Companys interest and the program restricts it from
using the trade receivables as collateral for any other purpose. The buyer of the trade receivable has no claim on any of our other assets.
As at
November 30, 2018, the net debt leverage ratio for the Company was 2.0x. Considering the prevailing competitive, operational and capital market conditions, the Board of Directors has determined that having this ratio in the range of 2.0 to 2.5x
would be optimal leverage for the Company in the current environment. Should the ratio fall below this, other than on a temporary basis, the Board may choose to recapitalize back into this optimal range. The Board may also determine to increase the
Companys debt above these levels to finance specific strategic opportunities such as a significant acquisition or repurchase of Class B
Non-Voting
Shares in the event that pricing levels were to
drop precipitously.
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