telus2.htm
Form 6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of Foreign Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
the Month of December, 2009
(Commission
File No. 000-24876)
TELUS
CORPORATION
(Translation
of registrant's name into English)
21st
Floor, 3777 Kingsway
Burnaby,
British Columbia V5H 3Z7
Canada
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F:
Indicate
by check mark whether by furnishing the information contained in this Form, the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2 (b) under the Securities Exchange Act of 1934:
This Form 6-K consists of the following
press release :
News
Release
December
1, 2009
TELUS
prices debt offering of C$1 billion 5.05% 10-year Notes
US$
8% Notes due June 1, 2011 to be partially redeemed
Vancouver, B.C. – TELUS
Corporation (TSX: T, T.A; NYSE: TU) announced today the pricing of its offering
of C$1 billion senior unsecured notes and the redemption on December 31, 2009 of
US$583.5 million principal amount of its US$ 8% notes due June 1, 2011 (CUSIP
No. 87971MAC7).
The
5.05% 10-year notes, Series CG (“the Notes”) were priced at $99.419 per $100
principal amount for an effective yield of 5.125% per annum and will mature on
December 4, 2019. The Notes are offered through a syndicate of agents led by
Scotia Capital and CIBC World Markets. Closing of the offering is expected to
occur on or about December 4, 2009.
The
net proceeds of the sale of the Notes offered will be used to fund the partial
redemption on December 31, 2009 of US$583.5 million principal amount of TELUS
Corporation's outstanding US$1.945 billion 8% notes due June 1, 2011, for
payments required to terminate cross-currency interest rate swaps associated
with the notes to be redeemed and any excess for general corporate purposes,
including increasing working capital (and, pending any such use, investing in
bank deposits and short-term marketable securities). The estimated redemption
price for the notes to be redeemed (net of the US$20 million principal amount of
such notes owned indirectly by TELUS), excluding accrued interest, is
approximately US$638 million and the estimated payment required to terminate the
associated swaps is approximately C$309 million.
TELUS
will be filing a prospectus supplement to its short form base shelf prospectus
dated September 3, 2009 with securities regulatory authorities in Canada and the
U.S.
This
news release does not constitute an offer to sell or the solicitation of an
offer to buy the securities in any jurisdiction. The securities being offered
have not been approved or disapproved by any Canadian or U.S. securities
regulatory authority, nor has any authority passed upon the accuracy or adequacy
of the short form base shelf prospectus or the prospectus
supplement.
Copies
of the short form base shelf prospectus and the prospectus supplement relating
to
the offering of the Notes to be filed with securities regulatory authorities may
be obtained from Scotia Capital Inc. Debt Capital Markets, 40 King Street West,
68th Floor, Toronto, Ontario, M5W 2X6 c/o John Tkach, telephone 416-863-7776 or
e-mail john_tkach@scotiacapital.com.
TELUS
has given notice today of a partial 30% redemption, on a pro rata basis, on
December 31, 2009 of US$583.5 million principal amount of its outstanding
US$1.945 billion 8% notes due June 1, 2011. The redemption price will be based
on the yield for a U.S. Treasury security with the equivalent maturity plus 30
basis points, as provided in the trust indenture pursuant to which such notes
were issued, but in no case will the redemption price be less than par. Note
holders will also receive accrued interest to the December 31, 2009 redemption
date.
Costs
and non-cash write-downs related to the early redemption of the US$ 8% notes due
June 1, 2011 are expected to result in increased financing charges which will
have an after tax impact on the Corporation in the fourth quarter of 2009 of
approximately 21 cents per share, which is not reflected in TELUS' November 6,
2009 guidance update. The US$ 8% notes were swapped at issuance into a Canadian
dollar liability with an effective yield of 8.493%.
About
TELUS
TELUS
(TSX: T, T.A; NYSE: TU) is a leading national telecommunications company in
Canada, with $9.6 billion of annual revenue and 11.9 million customer
connections including 6.4 million wireless subscribers, 4.1 million wireline
network access lines, and 1.2 million Internet subscribers. Led since 2000 by
President and CEO, Darren Entwistle, TELUS provides a wide range of
communications products and services including data, Internet protocol (IP),
voice, entertainment and video. Nine TELUS Community Boards across Canada lead
our local philanthropic initiatives.
Forward
Looking Statements
This
news release contains forward looking statements. Forward looking statements are
not based on historical facts, but rather on current expectations, Company
assumptions and projections about future events, including the cost of the 8%
2011 notes redemption and swap termination, and are therefore subject to risks
and uncertainties which could cause actual results to differ materially from the
future results expressed or implied by the forward looking statements. Such
statements are qualified in their entirety by the inherent risks and
uncertainties surrounding future expectations. Company assumptions and risk
factors are listed from time to time in TELUS' reports, public disclosure
documents including Management's discussion and analysis, Annual Information
Form, and in other filings with securities regulatory authorities in Canada and
the United States.
For
more information, please contact:
Robert
Mitchell
TELUS
Investor Relations
416-279-3219
ir@telus.com
Jim
Johannsson
TELUS
Media Relations
(780)
493-6197
Jim.johannson@telus.com
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
Dated:
December 2, 2009
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TELUS
CORPORATION
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By:
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/s/
Audrey T. Ho
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Name:
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Audrey
T. Ho
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Title:
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Senior
Vice President,
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Chief
General Counsel and Corporate Secretary
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