Rogers Communications Reports Second Quarter 2013 Results

Revenue Grows 3% to $3.2 Billion with Growth in Wireless, Cable and Media; 
Wireless Adjusted Operating Profit Margin Grows to 49.2% and Customer Base 
Expands with 98,000 Wireless Postpaid Net Subscriber Additions; 
Cable Adjusted Operating Profit Margin Expands to 49.5% Reflecting Continued 
Revenue Growth and Additions of Internet and Cable Phone Subscribers; 
Strategic Acquisitions of Mountain Cable, theScore and Blackiron Data Centres 
all Completed During the Quarter; 
Consolidated Adjusted Operating Profit Grows 2% and Adjusted Diluted Earnings 
Per Share Up 5% Reflecting Top Line Growth and Continued Efficiency 
Improvements 
TORONTO, July 24, 2013 /CNW/ - Rogers Communications Inc., a leading 
diversified Canadian communications and media company, today announced its 
unaudited consolidated financial and operating results for the second quarter 
ended June 30, 2013, in accordance with International Financial Reporting 
Standards ("IFRS"). 
Financial highlights from continuing operations are as follows: 
                                                                                        
              Three months ended June 30,                   Six months ended June 30, 
(In
millions of
dollars,
except per
share
amounts)        2013       2012         % Chg               2013      2012         % Chg 
                                                                                        
Operating        $          $                               $          $                   
revenue          3,212      3,106              3            6,239      6,049              3 
As adjusted
((1)):                                                                                      
Operating
  profit(                                                                                  
  (1))           1,306      1,276              2            2,485      2,370              5 
Net
  income(                                                                                  
  (1))             497        478              4              911        838              9 
Diluted
  earnings
  per share                                                                                
  ((1))           0.96       0.91              5             1.76       1.59             11 
                                                                                        
Pre-tax
free cash                                                                                  
flow((1))          602        656            (8)            1,145      1,144              - 
                                                                                        
Operating                                                                                  
income             828        789              5            1,490      1,372              9 
Net income                                                                                  
               532        413             29              885        737             20 
Diluted
earnings                                                                                   
per share         0.93       0.77             21             1.69       1.38             22 
Cash
provided by
operating                                                                                  
activities       1,061      1,079            (2)            1,866      1,607             16 


     

(1) For details on the determination of the 'adjusted' amounts and
    pre-tax free cash flow, which are non-GAAP measures, see the
    section "Non-GAAP Measures". The items do not have any standardized
    meaning under IFRS and are therefore unlikely to be comparable to
    similar measures presented by other companies.

"During the second quarter, we delivered both revenue and earnings growth 
while successfully leveraging our superior networks to deliver strong data 
growth across both our broadband cable and wireless platforms," said Nadir 
Mohamed, President and Chief Executive Officer of Rogers Communications Inc. 
"At the same time, we also drove further margin expansion at our Wireless, 
Cable and Business Solutions divisions and continued to make significant 
investments in our networks and service infrastructure. Despite a heightened 
level of regulatory activity in the Canadian wireless communications sector, 
we remain steadfastly focused on the execution of our strategy and the 
delivery of the most innovative products and reliable service to our 
customers."

Operating Highlights of the Second Quarter of 2013 include the following:

Revenue Growth Continues
    --  Consolidated revenue growth of 3% reflects revenue growth of
        3%, in each of Wireless and Cable, and 7% revenue growth in
        Media compared to the same quarter last year.
    --  Wireless data revenue grew by 18% and now comprises 46% of
        Wireless network revenue. Wireless activated and upgraded
        678,000 smartphones, of which approximately 37% were for
        subscribers new to Wireless. Customers with smartphones now
        represent 72% of Wireless overall postpaid subscribers.

Continued Cost Efficiency Gains Drive Strong Margins
    --  Consolidated adjusted operating profit increased year-over-year
        by 2%. This increase was primarily driven by a 3% increase at
        Wireless, 7% increase at Cable, and 14% increase at RBS, offset
        by a 19% decrease at Media.
    --  Consolidated adjusted operating profit margin of 40.7% was
        driven by strong adjusted operating profit margins of 49.2% at
        Wireless and 49.5% at Cable. Adjusted net income improved 4%
        from the same quarter last year and adjusted diluted earnings
        per share of $0.96 was up 5%.
    --  Consolidated operating income increased year-over-year by 5%
        driven by an increase in adjusted operating profit and a
        decrease in integration, restructuring and acquisition
        expenses, offset by an increase in stock-based compensation
        expense. Net income from continuing operations grew 29% and
        diluted earnings per share was up 21%.

Continued to Enhance our Leading Networks to Monetize Rapid Data Growth
    --  Closed on the acquisition of Mountain Cablevision Ltd.
        ("Mountain Cable"). Mountain Cable delivers cable television,
        Internet and telephony services in the Hamilton, Ontario area,
        which is contiguous to Cable's service area, and includes
        approximately 59,000 homes passed.
    --  Acquired Blackiron Data ULC ("Blackiron"), which provides RBS
        the ability to enhance its suite of enterprise-level data
        centre and cloud computing services along with its current
        suite of fibre-based network connectivity services.
    --  Announced network sharing agreements with Manitoba Telecom and
        Videotron, enabling Rogers to bring LTE to more customers and
        at faster speeds in the Provinces of Quebec and Manitoba and
        the Ottawa region.

Customer Experience Further Enriched
    --  Introduced Rogers First Rewards, a new and innovative loyalty
        program, to reward customers for their business. Rogers First
        Rewards allows customers to get more of what they want by
        earning points on their eligible purchases that can be redeemed
        for a wide selection of Rogers' products and services.
    --  Launched "Connected for Success", a new broadband Internet
        pilot project that will provide affordable broadband Internet,
        computers and software to residents of Toronto Community
        Housing social housing as part of the Rogers Youth Fund
        program. This will bring more lower-income youth online and
        give them the tools and resources needed to experience the
        benefits of connectivity.
    --  SamKnows, an independent world leader in broadband performance
        testing, confirmed through in-home testing that Rogers
        delivers, on average, 100% or more of advertised download
        speeds on its most popular Internet packages, better than most
        providers that have been tested in the U.S and European
        countries.
    --  Launched our "worry free" $7.99 per day U.S. wireless data
        roaming plan, with twice the data capacity (50 MB) typically
        used by consumers for wireless Internet per day.

Media Focus on Sports and Content
    --  Launched Sportsnet 360, which is comprised of the acquired
        rebranded Score Media Inc. ("theScore") assets. The acquisition
        of theScore received final regulatory approval in the second
        quarter.
    --  Completed the sale of Rogers' non-controlling one-third
        interest in TVtropolis to Shaw Communications Inc. ("Shaw").

Balance Sheet and Credit Rating Strength
    --  In May 2013, each of Fitch Ratings and Standard and Poor's
        Rating Service upgraded each of their respective ratings for
        our senior unsecured debt to BBB+ from BBB with a stable
        outlook.
    --  Rogers generated $602 million of consolidated pre-tax free cash
        flow in the quarter, reflecting increased adjusted operating
        profit, which was partially offset by an increase in capital
        expenditures. Cash provided by operating activities was $1,061
        million for the quarter.
    --  Repaid our outstanding U.S. $350 million aggregate principal
        amount of 6.25% Senior Notes due June 2013 and terminated the
        related Debt Derivatives, and reduced our overall average cost
        of debt capital to 5.64% at June 30, 2013 from 6.06% at June
        30, 2012.
    --  Returned $246 million of cash to shareholders by paying out a
        cash dividend on our common shares of $224 million, up 9% from
        the second quarter of last year, and repurchased 546,674 RCI
        Class B Non-Voting shares during the final days of the quarter
        for $22 million under our $500 million share buyback
        authorization.

This earnings release is a summary of our second quarter 2013 results, and 
should be read in conjunction with our second quarter 2013 MD&A, our second 
quarter 2013 Unaudited Interim Condensed Consolidated Financial Statements and 
Notes thereto, our 2012 Annual MD&A and our 2012 Audited Annual Consolidated 
Financial Statements and Notes thereto, and our other recent filings with 
securities regulatory authorities, which are available on SEDAR at sedar.com 
or EDGAR at sec.gov. This earnings release was reviewed by our Audit Committee 
of the Board of Directors.

The financial information presented herein has been prepared on the basis of 
IFRS for interim financial statements and is expressed in Canadian dollars 
unless otherwise stated.

This earnings release contains non-GAAP measures such as adjusted operating 
profit, adjusted net income, adjusted basic and diluted earnings per share, 
pre-tax free cash flow and after-tax free cash flow. These non-GAAP measures 
should not be considered as a substitute or alternative for GAAP measures. 
See the section "Non-GAAP Measures" for a reconciliation of these measures, 
which do not have any standardized meaning under IFRS and are therefore 
unlikely to be comparable to similar measures presented by other companies.

As this earnings release includes forward-looking statements and assumptions, 
readers should carefully review the section of this earnings release entitled 
"Caution Regarding Forward-Looking Statements, Risks and Assumptions".

In this earnings release, the terms "we", "us", "our", "Rogers", "Rogers 
Communications" and "the Company" refer to Rogers Communications Inc. and our 
subsidiaries: Wireless, Cable, Business Solutions ("RBS") and Media.

CONSOLIDATED FINANCIAL RESULTS
                                                                                                   
                          Three months ended June 30,                     Six months ended June 30,

(In millions
of dollars,
except per
share amounts)      2013        2012         % Chg                 2013       2012         % Chg
                                                                                                   

Operating
revenue                                                                                            

  Wireless                                                          $                              
                $    1,813  $    1,765              3              3,573  $    3,471              3

  Cable                                                                                            
                       870         843              3              1,731       1,668              4

  RBS                                                                                              
                        90          90              -                183         177              3

  Media                                                                                            
                       470         440              7                811         794              2

  Corporate
  items and
  intercompany                                                                                    
  eliminations        (31)        (32)            (3)               (59)        (61)            (3)

Total
operating                                                                                          
revenue              3,212       3,106              3              6,239       6,049              3
                                                                                                   

Adjusted
operating
profit                                                                                             

  Wireless                                                                                         
                       821         796              3              1,586       1,533              3

  Cable                                                                             
                       431         403              7                860         781             10

  RBS                                                                               
                        25          22             14                 48          40             20

  Media                                                                                           
                        64          79           (19)                 57          65           (12)

  Corporate
  items and
  intercompany                                                                                    
  eliminations        (35)        (24)           (46)               (66)        (49)           (35)

Adjusted
operating                                                                                          
profit((1))          1,306       1,276              2              2,485       2,370              5
                                                                                                   

Operating                                                                                          
income                 828         789              5              1,490       1,372              9
                                                                                                   

Net income
from
continuing                                                                          
operations             532         413             29                885         737             20
                                                                                                   

Diluted
earnings per
share -
continuing                                                                          
operations            0.93        0.77             21               1.69        1.38             22
                                                                                                   

Adjusted net                                                     $                                 
income((1))    $       497 $       478              4                911 $       838              9
                                                                                                   

Adjusted
diluted
earnings per                                                                        
share((1))            0.96        0.91              5               1.76        1.59             11
                                                                                                   
                                                                                                   

Total
additions to                                                     $                                 
PP&E           $       525 $       458             15                989 $       907              9
                                                                                                   

Pre-tax free                                                                                       
cash flow((1))         602         656            (8)              1,145       1,144              -

After-tax free                                                                                    
cash flow((1))         505         633           (20)                933       1,049           (11)

Cash provided
by operating                                                                        
activities           1,061       1,079            (2)              1,866       1,607             16

(1)      Adjusted operating profit, adjusted net income, adjusted
         diluted earnings per share, pre-tax free cash flow and
         after-tax free cash flow are non-GAAP measures and should not
         be considered as a substitute or alternative for GAAP
         measures, in each case determined in accordance with IFRS. See
         the section "Non-GAAP  Measures" for a reconciliation of these
         measures, which do not have any standardized meaning under
         IFRS and are therefore unlikely to be comparable to similar
         measures presented by other companies.
    CONSOLIDATED REVIEW

Consolidated Revenue

For the three months ended June 30, 2013, total operating revenue increased by 
$106 million from the corresponding period of 2012 to $3,212 million. Of this 
$106 million increase, Wireless contributed $48 million mainly from Wireless 
subscriber and data usage revenue growth, Cable contributed $27 million mainly 
from Internet and phone revenue growth, Media contributed $30 million mainly 
from Sportsnet revenue growth. The acquisitions of Mountain Cable, theScore 
and Blackiron provided $26 million of revenue in the quarter: $11 million for 
Cable, $7 million for Media and $8 million for RBS.

For the six months ended June 30, 2013, total operating revenue increased by 
$190 million from the corresponding period of 2012 to $6,239 million. Of this 
$190 million increase, Wireless contributed $102 million, Cable contributed 
$63 million, RBS contributed $6 million and Media contributed $17 million. For 
discussions of the results of operations of each of these segments, refer to 
the respective segment discussions below.

Consolidated Adjusted Operating Profit

Consolidated adjusted operating profit increased $30 million, or 2%, for the 
three months ended June 30, 2013, compared to the corresponding period of 
2012. Of this $30 million increase, Wireless contributed $25 million, Cable 
contributed $28 million and RBS contributed $3 million. This increase was 
offset by declines of $15 million in Media and $11 million from corporate 
items and intercompany eliminations. The acquisitions of Mountain Cable, 
theScore and Blackiron provided $12 million of adjusted operating profit in 
the quarter: $7 million for Cable, $3 million for Media and $2 million for RBS.

Consolidated adjusted operating profit increased $115 million, or 5%, for the 
six months ended June 30, 2013, compared to the corresponding period of 2012. 
Of this $115 million increase, Wireless contributed $53 million, Cable 
contributed $79 million and RBS contributed $8 million. This increase was 
offset by declines of $8 million in Media and $17 million from corporate items 
and intercompany eliminations. For discussions of the results of operations of 
each of these segments, refer to the respective segment discussions below. 
Adjusted operating profit is a non-GAAP measure. See the section "Non-GAAP 
Measures" for a reconciliation of this measure.

Consolidated Operating Income

For the three and six months ended June 30, 2013, consolidated operating 
income increased by $39 million and $118 million respectively, compared to the 
corresponding periods of 2012, mainly due to the revenue and adjusted 
operating profit changes described above and the changes in integration, 
restructuring and acquisition expenses and stock-based compensation expense.

Consolidated Net Income From Continuing Operations

For the three months ended June 30, 2013, net income from continuing 
operations increased by $119 million from the corresponding period of 2012 to 
$532 million, mainly the result of a $39 million increase in operating income, 
a gain of $47 million arising on the sale of our one-third interest in 
TVtropolis, and a decrease in income tax expense of $53 million, which is 
related to legislative tax changes recorded in the second quarter of 2012.

For the six months ended June 30, 2013, net income from continuing operations 
increased by $148 million from the corresponding period of 2012 to $885 
million. The increase in net income is mainly the result of a $118 million 
increase in operating income and a gain of $47 million recorded on the sale of 
our one-third interest in TVtropolis.

SEGMENT REVIEW

WIRELESS

Summarized Wireless Financial Results
                                                                              
              Three months ended June 30,           Six months ended June 30,

(In
millions of
dollars,
except
margin)        2013     2012       % Chg           2013     2012       % Chg
                                                                              

Operating
revenue( )                                                                    

  Network       $        $                          $        $                
  revenue      1,670    1,652            1         3,353    3,264            3

  Equipment                                                                   
  sales          143      113           27           220      207            6

Total
operating                                                                     
revenue        1,813    1,765            3         3,573    3,471            3
                                                                              

Operating
expenses                                                                      

  Cost of
  equipment                                                                   
  ((1))        (378)    (324)           17         (727)    (648)           12

  Other
  operating                                                                  
  expenses     (614)    (645)          (5)       (1,260)  (1,290)          (2)
                                                                              
               (992)    (969)            2       (1,987)  (1,938)            3

Adjusted
operating    $        $                             $        $                
profit           821      796            3         1,586    1,533            3
                                                                              

Adjusted
operating
profit
margin as                                                                     

  % of
  network
  revenue      49.2%    48.2%                      47.3%    47.0%             
                                                                              

Additions    $        $                          $        $                  
to PP&E          191      215         (11)           430      438          (2)
                                                                              

Data
revenue
included in
network      $        $                             $        $                
revenue          764      649           18         1,526    1,276           20
                                                                              

Data
revenue as
a % of
network
revenue          46%      39%                        46%      39%             

(1)      Cost of equipment includes the cost of equipment sales and
         direct channel subsidies.

Summarized Wireless Subscriber Results
                                                                       
                                                                       

(Subscriber
statistics in
thousands,       Three months ended June 30,           Six months ended June 30,

except ARPU
and churn)        2013       2012        Chg           2013     2012        Chg
                                                                                  

Postpaid                                                                          

  Gross                                                                           
  additions          374        350         24           693      684            9

  Net                                                                            
  additions           98         87         11           130      134          (4)

  Total
  postpaid                                                           
  subscribers      7,976      7,708        268         7,976    7,708          268

  Monthly
  churn            1.17%      1.15%   0.02 pts         1.19%    1.20%   (0.01) pts

  Monthly
  average
  revenue per
  user
  ("ARPU")(                              $               $        $  
  (1))         $   67.36  $   68.46     (1.10)         67.94    67.92   $     0.02
                                                                                  

Prepaid                                                                           

  Gross                                                                          
  additions          126        156       (30)           244      310         (66)

  Net losses                                                                     
                    (56)       (46)       (10)         (149)    (118)         (31)

  Total
  prepaid                                                                        
  subscribers      1,442      1,643      (201)         1,442    1,643        (201)

  Monthly
  churn            4.13%      4.04%   0.09 pts         4.31%    4.18%     0.13 pts

  ARPU((1))                              $               $        $  
               $   15.79  $   15.91     (0.12)         15.18    15.43  $    (0.25)
                                                                                  

Blended ARPU(                                            $        $  
(1))           $   59.30  $   59.10 $     0.20         59.48    58.36   $     1.12

  Data ARPU                                                          
                   27.13      23.20       3.93         27.07    22.80         4.27

  Voice ARPU                                                                     
                   32.17      35.90     (3.73)         32.41    35.56       (3.15)

(1)   As defined. See the section "Key Performance Indicators".

Wireless Subscribers and Network Revenue

During the second quarter, gross postpaid subscriber additions increased by 7% 
to 374,000 and net postpaid subscriber additions increased by 13% to 98,000.

For the three months ended June 30, 2013, Wireless activated and upgraded 
approximately 678,000 smartphones, compared to approximately 629,000 in the 
second quarter of 2012. This addition of smartphones increased the percentage 
of subscribers with smartphones to 72% of Wireless' total postpaid subscriber 
base at June 30, 2013, compared to 63% at June 30, 2012. These subscribers 
generate significantly higher ARPU, are less likely to churn than 
non-smartphone subscribers and typically commit to multi-year term contracts.

The increase in Wireless network revenue for the three months ended June 30, 
2013, compared to the corresponding period of 2012, reflects the net additions 
in Wireless' postpaid subscriber base and the increased adoption and usage of 
wireless data services.

For the three and six months ended June 30, 2013, wireless data revenue 
increased by approximately 18% and 20% from the corresponding periods of 2012 
to $764 million and $1,526 million, respectively. This growth in wireless data 
revenue reflects the continued penetration and growing usage of smartphones, 
tablet devices and wireless laptops, which drive increased usage of e-mail, 
wireless Internet access, text messaging, data roaming, and other wireless 
data services. For the three months ended June 30, 2013, wireless data revenue 
represented approximately 46% of total network revenue, compared to 
approximately 39% in the corresponding period of 2012.

Blended ARPU for the quarter ended June 30, 2013 increased modestly, compared 
to the corresponding period of 2012, reflecting the aforementioned growth in 
wireless data revenue, offset by the continued decline of wireless voice ARPU. 
The wireless data component of blended ARPU increased by 16.9%, partially 
offset by a 10.4% decline in the wireless voice component.

The sequential deceleration in wireless data revenue and ARPU growth rates 
from the first quarter reflects, in part, a combination of the impact of new 
lower priced US and international data roaming plans that were introduced 
midway through the quarter, along with the impact of heightened in-quarter 
promotions that offer introductory months of free service.

Wireless Equipment Sales

The increase in revenue from equipment sales for the three and six months 
ended June 30, 2013, compared to the corresponding period of 2012, primarily 
reflects an increase in gross subscriber additions, smartphone activations and 
the mix of smartphones activated towards higher value devices.

Wireless Operating Expenses

The increase in cost of equipment for the three and six months ended June 30, 
2013, compared to the corresponding periods of 2012, was primarily the result 
of the increased number and mix of higher cost smartphone sales to new 
customers and upgrades for existing customers. During the three and six months 
ended June 30, 2013, we activated 8% and 6%, respectively, more smartphones 
with a higher average cost per device than in the same periods last year.

Total retention spending, including subsidies on handset upgrades, was $208 
million and $455 million respectively, in the three months and six months 
ended June 30, 2013, compared to $200 million and $408 million in the 
corresponding periods of 2012. The increase primarily reflects a higher number 
of hardware upgrades by existing subscribers than during the same periods last 
year and a shift in the mix of smartphones activated towards higher value 
devices.

Other operating expenses, decreased by $30 million for both the three and six 
months ended June 30, 2013, excluding retention spending discussed above, 
compared to the same periods of the prior year resulting from cost management 
and productivity initiatives across various functions. Wireless continues to 
implement cost reductions and efficiency improvement initiatives.

Wireless Adjusted Operating Profit

The 3% year-over-year increase in adjusted operating profit and the 49.2% 
adjusted operating profit margin on network revenue (which excludes equipment 
sales revenue) for the three months ended June 30, 2013 primarily reflect the 
growth of network revenue in the period, coupled with cost management and 
efficiency improvements as discussed above.

CABLE

Summarized Financial Results
                                                                                       
                         Three months ended June 30,                  Six months ended June 30,

(In millions of                                               
dollars, except
margin)            2013((1))        2012         % Chg         2013((1))       2012        % Chg
                                                                                                  

Operating                                                     
revenue                                                                                           
     Television                                                  $                               
                   $      457   $      475           (4)             915   $      940          (3)
     Internet                                                                                     
                          287          245            17             564          486           16
     Phone                                                                                        
                          125          120             4             248          236            5


Service                                                                                         
revenue                869          840             3           1,727        1,662            4 
Equipment                                                                                      
sales                    1            3          (67)               4            6         (33) 
Total Cable                                                   
operating                                                                                         
revenue                   870          843             3           1,731        1,668            4 
                                                                                               
Operating                                                     
expenses                                                                                           
Cost of                                                                                        
equipment                -          (6)           n/m             (2)          (9)         (78) 
Other                                                       
operating                                                                                      
expenses             (439)        (434)             1           (869)        (878)          (1) 
                                                                                              
                    (439)        (440)             -           (871)        (887)          (2) 
Adjusted                                                      
operating                                                        $                                
profit             $      431   $      403             7             860   $      781           10 
                                                                                               
Adjusted                                                      
operating
profit margin           49.5%        47.8%                         49.7%        46.8%              
                                                                                               
Additions to                                                     $                                
PP&E               $      267   $      199            34             448   $      387           16 
The operating results of Mountain Cable are included in the Cable
(1) results of operations from the date of acquisition on May 1, 2013. 
n/m: not meaningful. 
Summarized Subscriber Results 
                                                                                       
                  Three months ended June 30,              Six months ended June 30, 
(Subscriber                                               
statistics in
thousands)          2013         2012         Chg            2013        2012        Chg 
                                                                                       
Cable homes                                                                               
passed               3,909        3,777          132         3,909        3,777        132 
                                                                                       
Television                                                                                 
Net losses                                                                              
                  (35)         (21)         (14)          (60)         (42)       (18) 
Total                                                   
  television
  subscribers                                                                            
  ((1))              2,194        2,255         (61)         2,194        2,255       (61) 
                                                                                       
Internet                                                                                   
Net                                                                                     
  additions              6            9          (3)            32           22         10 
Total                                                   
  Internet
  subscribers                                                                             
  ((1))              1,930        1,815          115         1,930        1,815        115 
                                                                                       
Phone                                                                                      
Net                                                                                     
  additions             17            8            9            34            9         25 
Total phone                                             
  subscribers                                                                             
  ((1))              1,145        1,061           84         1,145        1,061         84 
                                                                                       
Total service                                             
units((1)(2))                                                                              
Net                                                    
  additions                                                                               
  (losses)            (12)          (4)          (8)             6         (11)         17 
Total                                                   
  service                                                                                 
  units              5,269        5,131          138         5,269        5,131        138 
(1) On May 1, 2013, we acquired 40,000 television subscribers, 38,000 


    digital cable households, 34,000 cable high-speed Internet
    subscribers and 37,000 cable telephony lines from our acquisition
    of Mountain Cable. These subscribers are not included in net
    additions, but are included in the ending total balance for June
    30, 2013. In addition, the acquisition resulted in an increase in
    homes passed of 59,000.

(2) Total service units are comprised of television subscribers,
    Internet subscribers and phone subscribers.

Cable Acquisition

In January 2013, the Company announced a multi-part strategic transaction with 
Shaw to acquire Shaw's cable system in Hamilton, Ontario - Mountain Cable and 
to secure an option to purchase Shaw's Advanced Wireless Services spectrum 
holdings in 2014. As part of the agreement, Shaw also acquired Rogers' 
one-third equity interest in specialty channel, TVtropolis.

On May 1, 2013, Cable closed on a portion of the multi-part agreement with 
Shaw to purchase 100% of Mountain Cable and in accordance with the terms of 
the multi-part agreement with Shaw, we advanced $398 million. Mountain Cable 
provides cable television, Internet and telephony services to an area covering 
approximately 59,000 homes in and around Hamilton, Ontario.

Television Subscribers and Revenue

The decrease in television revenue for the three and six months ended June 30, 
2013, compared to the corresponding periods of 2012, was primarily driven by 
the year-over-year decline in television subscribers combined with the impact 
of promotional and retention pricing activity associated with heightened 
competition, partially offset by pricing changes made over the past year. 
Excluding the impact of the acquisition of Mountain Cable on May 1, 2013, 
television revenue for the three and six months ended June 30, 2013 would have 
declined by 5% and 3%, respectively, compared to the corresponding periods of 
2012.

The sequential slowing from the first quarter of Cable's revenue growth was 
impacted by the timing of pricing changes made across Cable's products in 
January 2013 versus in March 2012, and had an impact of increasing the overall 
revenue growth rate in the first quarter of 2013 on a non-recurring basis by 
approximately $8 million or 1%.

Our digital cable subscriber base represents 82% of our total television 
subscriber base as at June 30, 2013, compared to 79% as at June 30, 2012. A 
larger selection of digital content, video on-demand, HDTV and PVR equipment 
continues to contribute to the increasing penetration of the digital 
subscriber base as a percentage of our total television subscriber base.

Internet Subscribers and Revenue

The year-over-year increase in Internet revenue for the three and six months 
ended June 30, 2013, compared to the corresponding periods in 2012, reflects 
the increase in our Internet subscriber base, combined with a general movement 
to higher end speed and usage tiers, combined with Internet service pricing 
changes made during the previous twelve months. Excluding the impact of the 
acquisition of Mountain Cable on May 1, 2013, Internet revenue growth for the 
three and six months ended June 30, 2013 would have been 15%, compared to each 
of the corresponding periods of 2012.

With our Internet customer base at 1.9 million subscribers, Internet 
penetration is approximately 49% of the homes passed by our cable network and 
88% of our television subscriber base as at June 30, 2013, compared to 48% and 
80% as at June 30, 2012, respectively.

Phone Subscribers and Revenue

The increase in Phone revenues for the three and six months ended June 30, 
2013, compared to the corresponding periods of 2012, primarily reflects the 
increase in our Phone customer base, partially offset by promotional pricing 
activity. Excluding the impact of the acquisition of Mountain Cable on May 1, 
2013, Phone revenue growth for the three and six months ended June 30, 2013 
would have been 2% and 4%, respectively, compared to the corresponding periods 
of 2012.

Phone lines in service grew 8% from June 30, 2012 to June 30, 2013 and now 
represent 29% of the homes passed by our cable network and 52% of television 
subscribers, compared to 28% and 47% at June 30, 2012, respectively.

Cable Operating Expenses

Cable's operating expenses were relatively flat for the three months ended 
June 30, 2013 and decreased by 2% for the six months ended June 30, 2013, 
compared to the corresponding periods of 2012. The decrease was driven by 
continued efficiency initiatives and the shifting revenue mix across Cable's 
product set towards higher margin services. Cable continues to implement 
efficiency improvement initiatives. Excluding the impact of the acquisition of 
Mountain Cable on May 1, 2013, Cable operating expenses for the three and six 
months ended June 30, 2013 would have declined 1% and 2%, respectively, 
compared to each of the corresponding periods of 2012.

Cable Adjusted Operating Profit

The year-over-year increase in adjusted operating profit for the three and six 
months ended June 30, 2013 was driven principally by increased service revenue 
coupled with efficiency initiatives as discussed above, resulting in an 
expanded adjusted operating profit margin of 49.5% and 49.7% for the three and 
six months ended June 30, 2013, compared to 47.8% and 46.8%, respectively, in 
the corresponding periods of 2012. Excluding the impact of the acquisition of 
Mountain Cable on May 1, 2013, adjusted operating profit growth for the three 
and six months ended June 30, 2013 would have been 5% and 9%, respectively, 
compared to the corresponding periods of 2012.

RBS

Summarized Financial Results
                                                                                                 
                       Three months ended June 30,                   Six months ended June 30,

(In millions of
dollars, except
margin)           2013((1))        2012       % Chg           2013((1))       2012        % Chg
                                                                                                 

Operating
revenue                                                                                          
     Next                                                     $                                  
     generation $         52  $        43          21                96  $        78           23
     Legacy                                                                                     
                          37           46        (20)                77           96         (20)


Service                                                                                       
revenue                89           89         -                 173          174          (1) 
Equipment                                                                         
sales                   1            1         -                  10            3          n/m 
Total RBS
operating                                                                                        
revenue                   90           90          -                183          177            3 
                                                                                              
Operating                                                                                       
expenses                (65)         (68)         (4)             (135)        (137)          (1) 
Adjusted
operating                                                     $                                  
profit          $         25  $        22          14                48  $        40           20 
                                                                                              
Adjusted
operating
profit margin          27.8%        24.4%                         26.2%        22.6%              


                                                                                                 

Additions to                                                  $                                  
PP&E            $         31  $        15         107                46  $        30           53

(1)  The operating results of Blackiron are included in the RBS results
of operations from the date of acquisition on April 17, 2013.

RBS Acquisition

On April 17, 2013, we announced the acquisition of Blackiron from Primus 
Telecommunications Canada Inc. for cash consideration of $198 million. 
Blackiron is a provider of data centre and cloud computing services in Canada. 
The purchase of Blackiron enables RBS to further enhance its suite of 
enterprise-level data centre and cloud computing services. Canadian businesses 
will benefit from a single provider able to ensure end-to-end security and 
reliability of mission-critical business applications.

RBS Revenue

RBS operating revenue was unchanged for the three months ended June 30, 2013 
compared to the corresponding period of the prior year, and increased 3% for 
the six months ended June 30, 2013 due to increased revenue from the next 
generation services as well as a non-recurring low margin equipment sale 
during the first quarter. This growth was partially offset by the continued 
planned decrease in revenue from legacy services. RBS' focus is primarily on 
IP-based services and increasingly on leveraging higher margin on-net and 
near-net next generation service revenue opportunities, utilizing existing 
network facilities to expand offerings to the medium and large-sized 
enterprise, public sector and carrier markets. Revenue from the declining 
lower margin off-net legacy business generally includes local and 
long-distance voice services and legacy data services. During the second 
quarter, higher margin next generation on-net revenues increased by 21% and by 
23% on a year-to-date basis and now represents 58% of total RBS service 
revenue. Excluding the acquisition of Blackiron on April 17, 2013, RBS revenue 
for the three and six months ended June 30, 2013 would have declined by 8% and 
1%, respectively, compared to the corresponding periods of 2012.

RBS Operating Expenses

Operating expenses decreased by 4% and 1%, respectively for the three and six 
months ended June 30, 2013, compared to the corresponding periods in 2012. 
This decline was driven by a decrease in the legacy service-related costs due 
to lower volumes, as well as ongoing initiatives to improve costs and 
productivity. RBS has continued to focus on implementing a program of cost 
reduction and efficiency improvement initiatives to control the overall growth 
in operating expenses and to increase adjusted operating profit margin. 
Excluding the acquisition of Blackiron on April 17, 2013, RBS operating 
expenses for the three and six months ended June 30, 2013 would have declined 
by 12% and 6%, respectively, compared to the corresponding periods of 2012.

RBS Adjusted Operating Profit

The year-over-year increase in adjusted operating profit for the three and six 
months ended June 30, 2013 was 14% and 20%, respectively, compared to the 
corresponding periods of 2012. This increase reflects growth in the higher 
margin next generation business, coupled with cost efficiencies. As a result, 
RBS' adjusted operating profit margins grew to 27.8% and 26.2% for the three 
and six months ended June 30, 2013, respectively, from 24.4% and 22.6% in the 
corresponding periods in 2012. Excluding the acquisition of Blackiron on April 
17, 2013, adjusted operating profit growth for the three and six months ended 
June 30, 2013 would have been 5% and 15%, respectively, compared to the 
corresponding periods of 2012.

MEDIA

Summarized Media Financial Results
                                                                
            Three months ended June 30,         Six months ended June 30,

(In
millions
of
dollars,
except       2013(
margin)       (1))     2012        % Chg    2013((1))     2012        % Chg
                                                                           

Operating   $        $                        $         $                  
revenue        470      440            7          811      794            2
                                                                           

Operating                                                                  
expenses     (406)    (361)           12        (754)    (729)            3

Adjusted
operating $        $                        $         $                   
profit          64       79         (19)           57       65         (12)
                                                                           

Adjusted
operating
profit
margin       13.6%    18.0%                      7.0%     8.2%             
                                                                           

Additions $        $                        $         $       
to PP&E         16       11           45           27       21          29 


 The operating results of theScore are included in the Media
(1)  results of operations from the date of acquisition on April 30, 


     2013.

Media Acquisition

On April 30, 2013, we finalized the purchase of Score Media Inc. ("theScore") 
for $167 million after final regulatory approval was received from the 
Canadian Radio-television and Telecommunications Commission. theScore was 
Canada's third largest specialty sports channel with 6.6 million television 
subscribers. theScore was subsequently rebranded to Sportsnet 360.

Media Revenue

The increase in Media's revenue reflects increases in distribution revenue 
generated by the Sportsnet properties and other specialty channels, as well as 
higher sales at The Shopping Channel and higher attendance at Blue Jays games. 
Excluding the impact of revenue generated by the acquisition of theScore on 
April 30, 2013, revenue growth would have been 5% and 1%, respectively, 
compared to the corresponding three and six month periods of 2012.

Media Operating Expenses

The increase in Media's operating expenses reflects higher player salaries at 
the Toronto Blue Jays, and increased programming spending at Sportsnet due to 
the increased NHL games aired on Sportsnet as a result of the NHL lockout 
earlier in the season, which together approximated $35 million of additional 
expenses versus the prior year, partially offset by cost management 
initiatives. Excluding the impact of the acquisition of theScore and the 
residual impacts from the NHL lockout, Media operating expenses would have 
increased 7% and 2%, respectively, compared to the corresponding three and six 
month periods of 2012.

Media Adjusted Operating Profit

The decline in Media's adjusted operating profit for the three and six months 
ended June 30, 2013, compared to the corresponding periods of 2012, primarily 
reflects the revenue and expense changes discussed above. Excluding the 
impacts of the acquisition of theScore and the residual impacts from the NHL 
lockout, the change in adjusted operating profit for the three and six months 
ended June 30, 2013, compared to the corresponding periods of 2012, would have 
been a decrease of 8% and 0%, respectively.

ADDITIONS TO PP&E
                                                                       
                Three months ended June 30,            Six months ended June 30,

(In millions     2013       2012      % Chg          2013      2012        % Chg
of dollars) 
                                                                                  

Additions to                                                                      
PP&E
    Wireless  $      191 $      215                  $      $      438            
                                         (11)          430                     (2)
    Cable                                                                          
                    267        199         34          448        387           16
    RBS                                                                            
                     31         15        107           46         30           53
    Media                                                                          
                     16         11         45           27         21           29
    Corporate                                                                      
                     20         18         11           38         31           23

Total        $      525 $      458                  $      $      907             
additions to                               15          989                       9
PP&E

Wireless Additions to PP&E

Wireless additions to PP&E decreased for the three and six months ended June 
30, 2013, compared to the corresponding periods in 2012, due to timing of the 
continued deployment of our LTE network as well as ongoing upgrades to the 
network to improve the LTE and HSPA+ user experience and improve network 
quality and reliability.

Cable Additions to PP&E

The increase in Cable additions to PP&E for the three and six months ended 
June 30, 2013, compared to the corresponding periods in 2012, reflects the 
timing of certain initiatives related to service enhancements on our video and 
data platforms, as well as higher investments in customer premise equipment 
related to the rollout of Nextbox 2.0 digital set-top boxes and analog to 
digital subscriber migration activities.

The analog to digital strategic migration will continue to further strengthen 
the customer experience and, once complete, will enable the reclamation of 
significant amounts of network capacity, as well as reduce network operating 
and maintenance costs. The analog to digital migration, expected to be 
completed in 2015, entails incremental PP&E as each of the remaining analog 
homes are fitted with digital converters and various analog filtering 
equipment is removed.

RBS Additions to PP&E

RBS' PP&E additions for the three and six months ended June 30, 2013 increased 
compared to the corresponding periods in 2012, due to increased expenditures 
on customer specific network expansions.

Media Additions to PP&E

Media's PP&E additions during the three and six months ended June 30, 2013 
reflect expenditures on digital and broadcast systems, as well as upgrades for 
Sports Entertainment facilities.

2013 FINANCIAL AND OPERATING GUIDANCE

We have no specific revisions at this time to the 2013 annual consolidated 
guidance ranges that we provided as at February 14, 2013. See the section 
entitled "Caution Regarding Forward-Looking Statements, Risks and Assumptions" 
below and in our 2012 Annual MD&A.

NON-GAAP MEASURES

Adjusted operating profit, free cash flow and the 'adjusted' amounts presented 
below are reviewed regularly by management and our Board of Directors in 
assessing our performance and in making decisions regarding the ongoing 
operations of the business and the ability to generate cash flows. These 
measures do not have standardized meanings prescribed by IFRS and therefore 
may not be comparable to similar measures presented by other issuers. These 
measures are also used by investors and lending institutions as an indicator 
of our operating performance, our ability to incur and service debt, and as 
measurement to value companies in the telecommunications industry. We have 
reconciled these non-GAAP measures to their most directly comparable measure 
calculated in accordance with IFRS in the tables below.
    --  Adjusted operating profit or loss and related margin;
    --  Adjusted net income;
    --  Adjusted basic and diluted earnings per share;
    --  Pre-tax and after-tax free cash flow; and
    --  Adjusted net debt.

Reconciliation of Non-GAAP Measures

Adjusted operating profit:

The term adjusted operating profit does not have any standardized meaning 
under IFRS. Therefore, it is unlikely to be comparable to similar measures 
presented by other companies. We define adjusted operating profit as operating 
income before stock-based compensation expense, integration, restructuring and 
acquisition expenses, impairment of assets and depreciation and amortization. 
We use adjusted operating profit to evaluate the performance of our businesses 
and in making decisions regarding the ongoing operations of the business and 
the ability to generate cash flows. We believe that certain investors and 
analysts use adjusted operating profit to measure our ability to service debt 
and to meet other payment obligations. Adjusted operating profit also is one 
component in the determination of short-term incentive compensation for all 
management employees. The most comparable IFRS financial measure is operating 
income. The following table provides a reconciliation of operating income to 
adjusted operating profit.
                                                                                        
                              Three months ended June 30,                      Six months ended June 30,

(In millions of                2013                  2012                      2013                2012
dollars)
                                                                                                            

Operating            $               828   $               789           $               $             1,372
income                                                                           1,490

Add (deduct):                                                                                               

  Depreciation                       463                                                                    
  and                                                      466                     913                   929
  amortization

  Stock-based                                                                                               
  compensation                         1                  (12)                      59                   (6)
  expense
  (recovery)

  Integration,                                                                                              
  restructuring                       14                    33                      23                    75
  and
  acquisition
  expenses

Adjusted              $            1,306    $            1,276            $               $            2,370
operating                                                                        2,485
profit

Adjusted net income and adjusted basic and diluted earnings per share:

The terms adjusted net income and adjusted basic and diluted earnings per 
share do not have any standardized meaning under IFRS. Therefore, they are 
unlikely to be comparable to similar measures presented by other companies. We 
define adjusted net income as net income before stock-based compensation 
expense, integration, restructuring and acquisition expenses, losses on 
redemption of long-term debt, impairment of assets, gain on spectrum 
distribution, gain on sale of investments, and the related income tax impacts 
of the preceding items and the legislative tax rate changes. We use adjusted 
net income and adjusted earnings per share, among other measures, to assess 
the performance of our businesses without the effects of the preceding items 
because they affect the comparability of our financial results and could 
potentially distort the analysis of trends in business performance. Excluding 
these items does not imply they are non-recurring. The most comparable IFRS 
financial measures are net income and earnings per share. The following table 
is a reconciliation of net income to adjusted net income on a consolidated 
basis.
                                                                                            
                                Three months ended June 30,                         Six months ended June 30,

(In millions of                2013                     2012                     2013                     2012
dollars)
                                                                                                                   

Net income from      $               532     $                413      $               885      $               737
continuing
operations

Add (deduct):                                                                                                      

  Stock-based                                                                                                     
  compensation                         1                     (12)                       59                      (6)
  expense 

  Integration,                                                 33                       23                       75
  restructuring                       14
  and
  acquisition
  expenses

  Gain on sale                      (47)                                              (47)                         
  of investment                                                 -                                                 -

Income tax                                                                                                     (22)
impact of above                     (11)                     (10)                     (17)
items

Income tax                                                     54                                                54
adjustment,                            8                                                 8
legislative tax
change

Adjusted net          $              497      $               478      $               911       $              838
income

Free cash flow:

The terms pre-tax and after-tax free cash flow do not have any standardized 
meanings under IFRS. Therefore, they are unlikely to be comparable to similar 
measures presented by other companies. We define pre-tax free cash flow as 
adjusted operating profit less property, plant and equipment expenditures and 
interest expense on long-term debt (net of capitalization). After-tax free 
cash flow is pre-tax free cash flow less cash income taxes paid. We consider 
free cash flow to be an important indicator of the financial strength and 
performance of our business because it shows the amount of cash that is 
available to repay debt and reinvest in our company. We believe that certain 
investors and analysts use free cash flow to value a business and its 
underlying assets. The most comparable IFRS financial measure is cash flows 
from operating activities. The following table is a reconciliation of cash 
flows from operating activities to free cash flow on a consolidated basis.
                                                                                         
                              Three months ended June 30,                        Six months ended June 30,

(In millions of                2013                  2012                       2013                2012
dollars)
                                                                                                             

Cash provided by    $              1,061   $             1,079            $               $             1,607
operating                                                                         1,866
activities

Add (deduct):                                                                                                

  PP&E                             (525)                                                                    
  expenditures                                           (458)                    (989)                 (907)

  Interest on                      (179)                                                                    
  long-term debt                                         (162)                    (351)                 (319)
  expense, net
  of
  capitalization

  Integration,                                                                                               
  restructuring                       14                    33                       23                    75
  and
  acquisition
  expenses

  Cash income                                                                       212                      
  taxes                               97                    23                                             95

  Interest paid                      125                                                                     
                                                            87                      347                   332

  Other                                                                                                      
  adjustments                          9                    54                       37                   261

Pre-tax free                         602                   656                    1,145                 1,144
cash flow

  Cash income                                                                     (212)                     
  taxes                             (97)                  (23)                                           (95)

After-tax free      $                505  $                633               $              $           1,049
cash flow                                                                           933

Adjusted net debt:

The term adjusted net debt does not have any standardized meaning under IFRS. 
Therefore, it is unlikely to be comparable to similar measures presented by 
other companies. We define adjusted net debt as long-term debt before deferred 
transactions costs, plus Debt Derivatives, short-term borrowings less cash and 
cash equivalents. We use adjusted net debt to conduct valuation-related 
analysis and make capital structure related decisions. We believe this is 
useful to investors and analysts in enabling them to analyze our enterprise 
and equity value and to assess various leverage ratios as performance 
measures. The most comparable IFRS financial measure is long-term debt. The 
following table provides a reconciliation of long-term debt to adjusted net 
debt.
                                                  

(In millions                       June 30, 2013                    December 31, 2012
of dollars)
                                                                                     

Long-term       $                         10,547     $                         10,441
debt

Current                                                                           348
portion of                                 1,157
long-term
debt
                                          11,704                               10,789

Add                                                                                  
(deduct):

  Net                                                                             524
  derivative                                 211
  liabilities
  for Debt
  Derivatives

  Deferred                                                                           
  transaction                                 79                                   69
  costs

  Short-term                                                                         
  borrowings                                 650                                    -

  Cash and                                                                      (213)
  cash                                     (875)
  equivalents

Adjusted net    $                         11,769     $                         11,169
debt



Rogers Communications Inc. 
Unaudited Interim Condensed Consolidated Statements of Income 
(In millions of Canadian dollars, except per share amounts) 


                                  Three months ended      Six months ended
                                      June 30,               June 30,
                                2013          2012       2013      2012

Operating revenue            $  3,212  $     3,106   $  6,239  $  6,049

Operating expenses:                                                    

  Operating costs               1,907        1,818      3,813     3,673

  Integration, restructuring
  and                                                 
  acquisition costs                14           33         23        75

  Depreciation and                                    
  amortization                    463          466        913       929

Operating income                  828          789      1,490     1,372

Finance costs                   (185)        (159)      (366)     (319)

Other income, net                  60            7         70        15

Income before income taxes        703          637      1,194     1,068

Income tax expense                171          224        309       331

Net income for the period                             
from                                                                   

  continuing operations           532          413        885       737

Loss from discontinued                                
operations,                                                            

  net of tax                        -         (13)          -      (32)

Net income for the period    $    532  $       400   $    885  $    705

Earnings per share - basic:                                            

  Earnings per share from                                              
    continuing operations    $   1.03  $      0.79   $   1.72  $   1.41

  Loss per share from                                                  
    discontinued                                      
    operations                      -       (0.02)          -    (0.06)

Earnings per share - basic   $   1.03  $      0.77   $   1.72  $   1.35

Earnings per share -                                  
diluted:                                                               

  Earnings per share from                                              
    continuing operations    $   0.93  $      0.77   $   1.69 $    1.38

  Loss per share from                                                  
    discontinued                                      
    operations                      -       (0.02)          -    (0.06)

Earnings per share -         $                       $
diluted                          0.93  $      0.75       1.69  $   1.32



Rogers Communications Inc. 
Unaudited Interim Condensed Consolidated Statements of Financial
Position 
(In millions of Canadian dollars) 
                                       June 30,      December 31,  
                                         2013              2012 
Assets                                                              
Current assets:                                                     
Cash and cash equivalents           $       875   $           213 
Accounts receivable                       1,416             1,536 
Other current assets                        567               464 
Current portion of derivative                      
  instruments                                  43                 8 
                                        2,901             2,221 
Property, plant and equipment               9,848             9,576 
Goodwill                                    3,648             3,215 
Intangible assets                           3,219             2,951 
Investments                                 1,408             1,484 
Derivative instruments                        127                42 
Other long-term assets                        324                98 
Deferred tax assets                            26                31 
                                  $    21,501   $        19,618 
Liabilities and Shareholders' Equity                                
Current liabilities:                                                
Short-term borrowings               $       650   $             - 
Accounts payable and accrued                       
  liabilities                               1,986             2,135 
Income tax payable                           78                24 
Current portion of provisions                 6                 7 
Current portion of long-term debt         1,157               348 
Current portion of derivative                      
  instruments                                 269               144 
Unearned revenue                            344               344 
                                        4,490             3,002 
Provisions                                     34                31 
Long-term debt                             10,547            10,441 
Derivative instruments                        135               417 
Other long-term liabilities                   438               458 
Deferred tax liabilities                    1,603             1,501 


                                           17,247            15,850

Shareholders' equity                        4,254             3,768
                                      $    21,501   $        19,618
    

Rogers Communications Inc.

Unaudited Interim Condensed Consolidated Statements of Cash Flows

(In millions of Canadian dollars)
                                                    Three months       Six months ended
                                                    ended 
                                                   June 30,               June 30,
                                                 2013     2012        2013      2012

Cash provided by (used in):                                                          

Operating activities:                                                                

  Net income for the period                  $     532 $   400    $     885 $     705

  Adjustments to reconcile net                                                       
    income to net cash flows                                                         
    provided by operating activities:                                                
      Depreciation and amortization                463     466          913       929
      Gain on sale of                             (47)       -         (47)         -
      investment                
      Program rights amortization                   11      27           24        49
      Finance
      costs                                        185     159          366       319
        
      Income tax expense                           171     220          309       321
      Pension contributions, net of expense       (14)    (14)         (17)      (18)
      Stock-based compensation expense               1    (12)           59       (6)
      (recovery)                       
      Other                                        (9)     (4)         (10)      (12)
                                                 1,293   1,242        2,482     2,287

  Change in non-cash operating working            (10)    (53)         (57)     (253)
  capital items 
                                                 1,283   1,189        2,425     2,034

  Interest paid                                  (125)    (87)        (347)     (332)

  Income taxes paid                               (97)    (23)        (212)      (95)

Cash provided by operating activities            1,061   1,079        1,866     1,607

Investing activities:                                                                

  Additions to property, plant and equipment     (525)   (458)        (989)     (907)
  ("PP&E") 

  Change in non-cash working capital items        (83)     (7)        (135)     (102)
  related to PP&E 

  Acquisitions, net of cash and                                                      
      cash equivalents acquired                  (341)       -        (591)         -



  Spectrum license option deposit                (200)       -        (250)         - 
  
Proceeds on sale of investment                     -       -           59         - 


    

  Additions to program rights                     (12)     (3)         (26)      (21)

  Other                                            (1)     (8)         (25)      (14)

Cash used in investing activities              (1,162)   (476)      (1,957)   (1,044)

Financing activities:                                                                

  Issuance of long-term                              -   1,500        1,030     2,090
  debt                  

  Repayment of long-term debt                    (356)   (890)        (356)   (1,240)

  Payment on settlement of                                                           
      cross-currency interest rate exchange                                          
      agreement and forward contracts            (766)       -        (766)         -

  Proceeds on settlement of                                                          
      cross-currency interest rate exchange                                          
      agreement and forward contracts              662       -          662         -

  Transaction costs incurred                       (2)     (9)         (17)       (9)

  Repurchase of Class B Non-Voting shares         (22)   (350)         (22)     (350)

  Proceeds on short-term borrowings                250       -          650         -

  Dividends paid                                 (224)   (207)        (428)     (394)

Cash provided (used) by financing                (458)      44          753        97
activities 

Change in cash and cash equivalents              (559)     647          662       660

Cash and cash equivalents, beginning of          1,434    (44)          213      (57)
period 

Cash and cash equivalents, end of period     $     875 $   603    $     875 $     603

The change in non-cash operating working                                             
capital items is as follows:

  Accounts receivable                        $    (23) $  (50)    $     150 $     200

  Other current assets                            (73)    (59)        (118)     (211)

  Accounts payable and accrued liabilities          98      61         (85)     (249)

  Unearned revenue                                (12)     (5)          (4)         7
                                             $    (10) $  (53)   $     (57) $   (253)

Caution Regarding Forward-Looking Statements, Risks and Assumptions

This earnings release includes "forward-looking information" within the 
meaning of applicable securities laws and assumptions concerning, among other 
things our business, its operations and its financial performance and 
condition approved by management on the date of this earnings release. This 
forward-looking information and these assumptions include, but are not limited 
to, statements with respect to our objectives and strategies to achieve those 
objectives, as well as statements with respect to our beliefs, plans, 
expectations, anticipations, estimates or intentions. This forward-looking 
information also includes, but is not limited to, guidance and forecasts 
relating to revenue, adjusted operating profit, property plant and equipment 
expenditures, cash income tax payments, free cash flow, dividend payments, 
expected growth in subscribers and the services to which they subscribe, the 
cost of acquiring subscribers and the deployment of new services continued 
cost reductions and efficiency improvements, and all other statements that are 
not historical facts. The words "could", "expect", "may", "anticipate", 
"assume", "believe", "intend", "estimate", "plan", "project", "guidance", and 
similar expressions are intended to identify statements containing 
forward-looking information, although not all forward-looking statements 
include such words. Conclusions, forecasts and projections set out in 
forward-looking information are based on our current objectives and strategies 
and on estimates and other factors and expectations and assumptions, most of 
which are confidential and proprietary, that we believe to be reasonable at 
the time applied, but may prove to be incorrect, including, but not limited 
to: general economic and industry growth rates, currency exchange rates, 
product pricing levels and competitive intensity, subscriber growth, usage and 
churn rates, changes in government regulation, technology deployment, device 
availability, the timing of new product launches, content and equipment costs, 
the integration of acquisitions, industry structure and stability.

Except as otherwise indicated, this earnings release and our forward-looking 
statements do not reflect the potential impact of any non-recurring or other 
special items or of any dispositions, monetizations, mergers, acquisitions, 
other business combinations or other transactions that may be considered or 
announced or may occur after the date the statement containing the 
forward-looking information is made.

We caution that all forward-looking information, including any statement 
regarding our current objectives, strategies and intentions and any factor, 
assumptions, estimate or expectation underlying the forward-looking 
information, is inherently subject to change and uncertainty and that actual 
results may differ materially from those expressed or implied by the 
forward-looking information. A number of risks, uncertainties and other 
factors could cause actual results and events to differ materially from those 
expressed or implied in the forward-looking information or could cause our 
current objectives, strategies and intentions to change, including but not 
limited to: new interpretations and new accounting standards from accounting 
standards bodies, economic conditions, technological change, the integration 
of acquisitions, unanticipated changes in content or equipment costs, changing 
conditions in the entertainment, information and communications industries, 
regulatory changes, litigation and tax matters, the level of competitive 
intensity and the emergence of new opportunities.

Many of these factors are beyond our control and current expectation or 
knowledge. Should one or more of these risks, uncertainties or other factors 
materialize, our objectives, strategies or intentions change, or any other 
factors or assumptions underlying the forward-looking information prove 
incorrect, our actual results and our plans could vary significantly from what 
we currently foresee. Accordingly, we warn investors to exercise caution when 
considering statements containing forward-looking information and that it 
would be unreasonable to rely on such statements as creating legal rights 
regarding our future results or plans. We are under no obligation (and we 
expressly disclaim any such obligation) to update or alter any statements 
containing forward-looking information or the factors or assumptions 
underlying them, whether as a result of new information, future events or 
otherwise, except as required by law. All of the forward-looking information 
in this earnings release is qualified by the cautionary statements herein.

Before making any investment decisions and for a detailed discussion of the 
risks, uncertainties and environment associated with our business, fully 
review the sections of our second quarter MD&A entitled "Update to Risks and 
Uncertainties" and "Government Regulation and Regulatory Developments" and 
also fully review the "Operating Environment" sections entitled "Risks and 
Uncertainties Affecting our Businesses" and "Government Regulation and 
Regulatory Developments" in our 2012 Annual MD&A. Our annual and quarterly 
reports can be found online at rogers.com/investors, sedar.com and sec.gov or 
are available directly from Rogers.

About Rogers Communications Inc.

Rogers Communications is a diversified public Canadian communications and 
media company. We are Canada's largest provider of wireless communications 
services and one of Canada's leading providers of cable television, high-speed 
Internet and telephony services. Through Rogers Media, we are engaged in radio 
and television broadcasting, televised shopping, magazines and trade 
publications, sports entertainment, and digital media. We are publicly traded 
on the Toronto Stock Exchange (TSX: RCI.A and RCI.B) and on the New York Stock 
Exchange (NYSE: RCI). For further information about the Rogers group of 
companies, please visit rogers.com. Information contained in or connected to 
our website is not part of and not incorporated into this earnings release.

Quarterly Investment Community Conference Call

As previously announced by press release, a live webcast of our quarterly 
results teleconference with the investment community will be broadcast via the 
Internet at rogers.com/webcast beginning at 8:30 a.m. ET today, July 24, 2013. 
A rebroadcast of this teleconference will be available on the Events and 
Presentations page of Rogers' Investor Relations website, 
rogers.com/investors, for a period of at least two weeks following the 
teleconference.



Investment Community Contacts

Bruce M. Mann, 416.935.3532,bruce.mann@rci.rogers.com Dan R. Coombes, 
416.935.3550,dan.coombes@rci.rogers.com

Media Contact

Terrie Tweddle, 416.935.4727,terrie.tweddle@rci.rogers.com

SOURCE: Rogers Communications Inc.

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