MANAGEMENT’S DISCUSSION  AN D ANALYSIS 2013 ANNUAL REPORT ROGERS COMMUNICATIONS INC. 59 On October 2, 2013, we issued US$1.5 billion of senior notes for total net proceeds of approximately Cdn$1,528 million (US$1,481 million), after deducting the original issue discount and debt issuance costs, with proceeds used for general corporate purposes. The notes issued consisted of the following: On January 29, 2014, we announced that one of our wholly-owned subsidiaries had commenced cash tender offers for any and all of our US $750 million 6.375 % senior notes due 2014 and our US $350 million 5.500 % senior notes due 2014. The tender offer consideration will be US$1,000 for each $1,000 principal amount of notes (plus accrued and unpaid interest to, but not including, the settlement date) and a consent payment equal to US$2.50 per US$1,000 principal amount of notes. GLYPH<129> US$850 million of 4.1 % senior notes due in 2023 (the October 2023 Notes ) GLYPH<129> US$650 million of 5.45 % senior notes due in 2043 (the October 2043 Notes ). In June 2012, we issued Cdn$1.1 billion senior notes for total net proceeds of approximately Cdn$1,091 million, after deducting the original issue discount and debt issuance costs, with the proceeds used to repay outstanding advances under our bank credit facility and for general corporate purposes. The notes issued consisted of the following: GLYPH<129> Cdn$500 million of 3.0 % senior notes due 2017 (the June 2017 Notes ) GLYPH<129> Cdn$600 million of 4.0 % senior notes due 2022 (the June 2022 Notes ). Each of the notes issued in 2013 and 2012 are guaranteed by Rogers Communications Partnership and rank equally with all of our other senior unsecured notes and debentures, bank credit and letter of credit facilities. At December 31, 2013, 100 % of the foreign exchange risk on our US$ denominated senior notes and debentures was hedged against fluctuations in foreign exchange and interest rates. See “Managing foreign currency, interest rates and equity compensation” as described below for information about our hedging transactions. In June 2013, we repaid and bought the entire outstanding principal amount of our US$350 million ($356 million) 6.25 % senior notes. Concurrent with this repayment, the associated Debt Derivatives were also settled at maturity, resulting in an aggregate net payment on settlement of approximately $104 million. In September 2013, we paid Cdn$263 million to terminate US$1,075 million ($1,360 million) aggregate notional amount of Debt Derivatives and entered into new Debt Derivatives with a notional amount of US$1,075 million ($1,110 million) under the same terms, but at the lower prevailing foreign exchange rate. See “Financial Risk Management” for further details. Our weighted average cost of debt, including short-term borrowings was 5.5 % with weighted average term to maturity of 11.3 years at December 31, 2013, compared to 6.1 % with a weighted average term to maturity of 9.2 years at December 31, 2012. This lower average rate and longer term to maturity primarily reflects the US $2.5 billion of ten and thirty year notes, issued in 2013 at some of the lowest coupon rates ever achieved for Rogers corporate debt, combined with the establishment of our securitization program and the maturity of our 6.25 % senior notes due 2013. The buyer’s interest in these secured trade receivables ranks ahead of our interest. The buyer of our trade receivables has no claim on any of our other assets. The terms of our accounts receivable securitization program are committed by the participating financial institution until expiry on December 31, 2015. We received funding of $650 million under our accounts receivable securitization program during 2013. We have committed funding under the program up to a maximum of $900 million. We continue to service and retain substantially all of the risks and rewards relating to the accounts receivable we sold, and therefore, the receivables remain recognized on our statement of financial position and the funding received is recorded as short-term borrowings on our statement of financial position. Debt Tender Offer Accounts Receivable Securitization Debt Payments and Related Derivative Settlements Weighted Average Cost of Debt RATIO OF DEBT TO ADJUSTED OPERATING PROFIT 2013 2012 2011 2.4x 2.3x 2.2x (%) WEIGHTED AVERAGE COST OF LONG-TERM DEBT 2013 2012 2011 5.5% 6.1% 6.2%