Rogers Wireless Completes Private Placement

On November 30, 2004, Rogers Wireless Communications Inc. (RWCI) and Rogers Communications Inc. (RCI) announced that Rogers Wireless Inc. (Rogers Wireless), a wholly owned subsidiary of RWCI, completed a private placement in an aggregate principal amount of approximately US$2.356 billion (approximately C$2.807 billion). The private placement consisted of C$460 million 7.625 per cent senior (secured) notes due 2011, US$550 million floating rate senior (secured) notes due 2010, US$470 million 7.25 per cent senior (secured) notes due 2012, US$550 million 7.50 per cent senior (secured) notes due 2015 and US$400 million 8.00 per cent senior subordinated notes due 2012. The offering was made pursuant to Rule 144A and Regulation S under the Securities Act of 1933 in the United States, and pursuant to private placement exemptions in certain provinces of Canada.

Rogers Wireless was represented by Torys LLP in Canada under the direction of in-house counsel Graeme McPhail, vice-president and associate general counsel, and Lorraine Daly, vice-president and treasurer. The Torys team included Patrice Walch-Watson, John Emanoilidis, Cornell Wright, Suh Kim, John Toffoletto, Kimberley Kowalik, Danial Lam, Andrew Lannon and Michelle Kisluk (corporate), and Jim Welkoff and Andrea Shreeram (tax). Cravath, Swaine & Moore LLP represented Rogers Wireless in the US with a team that included John Gaffney and Erik Tavzel.

The initial purchasers were represented in Canada by Davies Ward Phillips & Vineberg LLP with a team that included Patricia Olasker, Kenneth Klassen, Rob Murphy, Sonny Bhalla and Donna Aronson (corporate), and Ian Crosbie and John Zinn (tax); and in the US by Shearman & Sterling LLP with a team that included Chris Cummings, Jason Lehner, Jennifer Mazin, Doug Nathanson and Matt Cumming.