Rogers Communications Mails Exchange Offer to Public Shareholders of Rogers Wireless
November 25 2004 - 5:01PM
PR Newswire (US)
Rogers Communications Mails Exchange Offer to Public Shareholders
of Rogers Wireless TORONTO, Nov. 25 /PRNewswire-FirstCall/ --
Rogers Communications Inc. ("RCI") and Rogers Wireless
Communications Inc. ("RWCI") jointly announced today that RCI has
mailed to minority shareholders of RWCI its previously announced
offer to purchase all of the outstanding RWCI Restricted Voting
shares owned by the public ("the Offer"). RCI is offering 1.75 RCI
Class B Non- Voting Shares for each RWCI Restricted Voting share.
The Offer expires at midnight (local time) on December 30, 2004.
RWCI's Directors' Circular was mailed to shareholders together with
RCI's Offer. The Board of Directors of RWCI has concluded that the
Offer is fair and reasonable to minority shareholders of RWCI and
has recommended that shareholders tender their shares to the Offer.
Completion of the Offer is subject to customary conditions,
including, the absence of any adverse material change in respect of
RWCI and the absence of material disruption in financial markets.
The Offer is not being, and will not be, made in any jurisdiction
where not permitted by law. RCI and RWCI urge U.S. holders of RWCI
Restricted Voting shares to read the solicitation/recommendation
statement on schedule 14D-9, the Tender Offer Statement on Schedule
TO and the Registration Statement on Form F-10 related to the
Offer, as well as the other documents that have been filed with the
Securities and Exchange Commission ("SEC"), as these documents
contain important information to assist shareholders in making an
informed investment decision. This communication shall not
constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be, any sale of securities in any jurisdiction in
which the Offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction. No offering of securities shall be made in the U.S.
except by means of a prospectus meeting the requirements of the
Securities Act of 1933, as amended. RCI and RWCI have filed the
Offer to purchase and Directors' Circular and related documents on
SEDAR and in the United States with the SEC. Investors are urged to
read these materials because they contain important information.
Investors may obtain a free copy of these materials on SEDAR and
with the SEC concerning RCI and RWCI at http://www.sedar.com/ and
http://www.sec.gov/. Cautionary Statement Regarding Forward Looking
Information: This news release includes certain forward looking
statements that involve risks and uncertainties. We caution that
actual future events will be affected by a number of factors, many
of which are beyond our control, and therefore may vary
substantially from what we currently foresee. We are under no
obligation to (and expressly disclaim any such obligation to)
update or alter any forward looking statements whether as a result
of new information, future events or otherwise. Important
additional information identifying risks and uncertainties is
contained in our most recent Annual Reports and Annual Information
Forms filed with the applicable Canadian securities regulatory
authorities and the SEC. About the Companies: Rogers Communications
Inc. (TSX: RCI; NYSE: RG) is a diversified Canadian communications
and media company. It is engaged in cable television, high-speed
Internet access and video retailing through Canada's largest cable
television provider, Rogers Cable Inc.; in wireless voice and data
communications services through Canada's largest wireless provider
and the only provider operating on the GSM/GPRS world standard
technology platform, Rogers Wireless Communications Inc.; and in
radio, television broadcasting, televised shopping and publishing
businesses through Rogers Media Inc. Rogers Wireless Communications
Inc. (TSX: RCM; NYSE: RCN) is Canada's leading provider of wireless
services and operates Canada's largest integrated wireless voice
and data network, providing advanced voice and wireless data
solutions to customers from coast to coast on its GSM/GPRS network,
the world standard wireless communications technology. Giving
effect to the recent acquisition of Microcell Telecommunications,
Rogers Wireless has over 5.5 million customers, and has offices in
Canadian cities across the country. Rogers Wireless Communications
Inc. is approximately 89% owned by Rogers Communications Inc.
DATASOURCE: Rogers Communications Inc. CONTACT: Bruce M. Mann,
(416) 935-3532, ; Eric A. Wright, (416) 935-3550, ; Archived images
on this organization are available through CNW E-Pix at
http://www.newswire.ca/. Images are free to members of The Canadian
Press.
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