Cogeco Communications

Press release details

ORGANIC GROWTH AND ACQUISITIONS ARE KEY FOR COGECO CABLE IN FISCAL 2008 THIRD-QUARTER

PRESS RELEASE
For immediate release
Organic growth and acquisitions are key for Cogeco Cable
in fiscal 2008 third-quarter
Montreal, July 9, 2008 Today, Cogeco Cable Inc. (TSX: CCA) announced its financial results for
the third quarter and first nine months ended May 31, 2008.
For the third quarter and first nine months of 2008:
Consolidated revenue increased by 14.3% to $274.9 million and by 14% to $791.9 million,
respectively;
Consolidated operating income before amortization grew by 20% to reach $117.5 million
and by 20.9% to $324.3 million, respectively;
Consolidated net income amounted to $31.1 million, up by $10.8 million in the third quarter,
and to $101.4 million, up by $53.1 million for the first nine months as compared to the prior
year;
Free cash flow
(1)
reached $36.9 million in the third quarter and $77.8 million for the first nine
months;
Operating margin grew to 42.7% from 40.7% and to 41% from 38.6%, in the third quarter
and for the first nine months, respectively;
Revenue-generating units (RGUs)
(2)
grew by 50,889 and 190,109 net additions, respectively,
for a total of 2,675,774 RGUs at May 31, 2008.
External growth:
In order to further develop its business telecommunications activities, the Corporation
pursued its growth strategy and concluded the acquisition of all the assets of MaXess
Networx®, ENWIN Energy Ltd.’s telecommunications division (City of Windsor’s energy
company). In addition, the Corporation announced the acquisition of all the assets of
FibreWired Burlington Hydro Communications (Burlington Hydro Electric’s
telecommunications division). On June 13, Cogeco Cable announced its entry into the
Greater Toronto Area market through the acquisition of all the shares of Toronto Hydro
Telecom Inc., the telecommunications subsidiary of Toronto Hydro Corporation, subject to
certain conditions, including regulatory approval by the Commissioner of Competition.
(1)
Free cash flow does not have standard definitions prescribed by Canadian generally accepted accounting principles (GAAP) and should be treated
accordingly. For more details, please consult the “Non-GAAP financial measures” section.
(2)
Represents the sum of Basic Cable, High Speed Internet (HSI), Digital Television and Telephony service customers.
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“We are very pleased with our third-quarter results. Cogeco Cable’s internal growth continued at a
steady pace. Consequently, we are on track to attain our revised projections of last April, and expect
that revenue should stand at $1,060 million, operating income before amortization at $440 million, net
income at $123 million and free cash flow at $70 million for fiscal 2008,” declared Louis Audet,
President and CEO of Cogeco Cable. “Cogeco Cable is also pursuing its external growth strategy, as
shown by the acquisitions of MaXess Networx® and FibreWired Burlington Hydro Communications,
which will enhance our Cogeco Business Solutions offering. As for the acquisition of Toronto Hydro
Telecom, this is a great growth opportunity for the Corporation as it provides us the ability to serve
the business telecommunication market through the addition of owned and operated points of
presence throughout the Greater Toronto Area, linked to our other broadband facilities extending
over the dense telecommunications corridor from Windsor to Cornwall in Ontario”.
Fiscal 2009 Preliminary Financial Guidelines:
The Corporation announces its 2009 preliminary guidelines, setting revenue outlook at about
$1,165 million, an increase of $105 million compared to the revised fiscal 2008 projections issued in
April 2008. Operating income before amortization should increase to approximately $495 million, an
improvement of $55 million compared to the revised fiscal 2008 projections, and free cash flow
(1)
should grow by approximately $35 million to reach $105 million.
FINANCIAL HIGHLIGHTS
Quarters ended May 31, Nine months ended May 31,
($000, except percentages and per
share data)
2008 2007 Change 2008 2007 Change
$ $ % $ $ %
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 274,944 240,612 14.3 791,879 694,566 14.0
Operating income before
amortization
117,490
97,874
20.0
324,308
268,327
20.9
Net income 31,142 20,381 52.8 101,416 48,323 –
Cash flow from operations
(1)
95,829 76,416 25.4 260,855 200,740 29.9
Less:
Capital expenditures and
increase in deferred charges
58,928 57,817 1.9 183,040 185,044 (1.1)
Free cash flow
(1)
36,901 18,599 98.4 77,815 15,696 –
Earnings per share
Basic 0.64 0.45 42.2 2.09 1.14 83.3
Diluted 0.64 0.45 42.2 2.08 1.13 84.1
(1)
Cash flow from operations and free cash flow do not have standardized definitions prescribed by Canadian generally accepted accounting
principles (“GAAP”) and therefore, may not be comparable to similar measures presented by other companies. For more details, please consult
the “Non-GAAP financial measures” section.
FORWARD-LOOKING STATEMENTS
Certain statements in this press release may constitute forward-looking information within the meaning of
securities laws. Forward-looking information may relate to our future outlook and anticipated events, our
business, our operations, our financial performance, our financial condition or our results, and, in some cases,
can be identified by terminology such as "may"; "will"; "should"; "expect"; "plan"; "anticipate"; "believe"; "intend";
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"estimate"; "predict"; "potential"; "continue"; "foresee", "ensure" or other similar expressions concerning matters
that are not historical facts. In particular, statements regarding our future operating results and economic
performance and our objectives and strategies are forward-looking statements. These statements are based on
certain factors and assumptions, including expected growth, results of operations, performance and business
prospects and opportunities, which we believe are reasonable as of the current date. While we consider these
assumptions to be reasonable based on information currently available to us, they may prove to be incorrect.
Forward-looking information is also subject to certain factors, including risks and uncertainties (described in the
“Uncertainties and main risk factors” section of the Corporation’s 2007 annual MD&A) that could cause actual
results to differ materially from what we currently expect. These factors include technological changes, changes
in market and competition, governmental or regulatory developments, general economic conditions, the
development of new products and services, the enhancement of existing products and services and the
introduction of competing products having technological or other advantages, many of which are beyond our
control. Therefore, future events and results may vary significantly from what we currently foresee. You should
not place undue importance on forward-looking information and should not rely upon this information as of any
other date. While we may elect to, we are under no obligation (and expressly disclaim any such obligation), and
do not undertake, to update or alter thi s inform ation before next quarter.
This analysis should be read in conjunction with the Corporation’s financial statements, and the notes thereto,
prepared in accordance with Canadian GAAP and the MD&A included in the Corporation’s 2007 Annual
Report. Throughout this discussion, all amounts are in Canadian dollars unle s s otherwise indicated.
MANAGEMENT’S DISCUSSION AND ANALYSIS (MD&A)
CORPORATE STRATEGIES AND OBJECTIVES
Cogeco Cable’s objectives are to improve profitability and create shareholder value. The strategies
for reaching those objectives are sustained growth through the diversification and the improvement of
products and services, as well as of clientele and territories; the continuous improvement of networks
and equipment and tight cost control over business processes. The Corporation measures its
performance, with regard to these objectives, by monitoring revenue growth, RGU
(1)
growth and free
cash flow
(2)
. Below are the recent achievements in furthering of Cogeco Cable’s objectives.
Continuous improvement of the service offering and expansion of the customer base
Canadian operations
Acquisitions:
o June 30, conclusion of the acquisition of all assets of FibreWired Burlington Hydro
Communications, Burlington Hydro Electric’s telecommunications division (City of
Burlington’s energy company) to expand Cogeco Business Solutions’ commercial
broadband service offering in Burlington, Ontario;
o June 13, announcement of the acquisition of all the shares of Toronto Hydro Telecom
Inc., the telecommunications subsidiary of Toronto Hydro Corporation (City of
Toronto’s energy company); subject to certain conditions, including regulatory
approval by the Commissioner of Competition, in order to further develop Cogeco
Cable’s business telecommunications activities by entering the Greater Toronto Area
market;
o
March 31, conclusion of the acquisition of all the assets of MaXess Networx®, ENWIN
Energy Ltd.’s telecommunications division (City of Windsor’s energy company) to
strengthen Cogeco Business Solutions’ Data offering in Windsor, Ontario.
High Speed Internet service:
o June 7, launch of Wi-Fi Internet access at LaSalle Park in Burlington, Ontario;
o
May 7, launch of Wi-Fi Internet access in Québec with the deployment of the first
seven Québec hotspots in Trois-Rivières.
(1)
See the “Customer statistics” section for detailed explanations.
(2)
See the “Non-GAAP financial measures” section for explanations.
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Digital Television services:
o June 24, launch of Food Network On Demand, HGTV On Demand and National
Geographic On Demand in Ontario territories;
o May 6, launch of RDI HD and ARTV HD, two new High Definition (HD) channels in
Québec;
o
March 4, launch of Family On Demand in Ontario, a new On Demand service.
Telephony service:
o June 24, launch of Telephony in Maitland and Prescott, Ontario;
o June 17, launch of Telephony in Wickham, St-Cyrille-de-Wendover, Morin-Heights,
Shawbridge, St-Germain-de-Grantham and St-Prosper-de-Dorchester, Québec;
o June 4, launch of Telephony in Tillbury, Ontario;
o During the third quarter, the Telephony service was launched in the following cities:
o St-Pie, St-Damase, Ste-Madeleine, Acton Vale, St-Thomas d’Aquin,
St-Dominique-de-Bagot, Val-David, St-Donat-de-Montcalm, St-Faustin,
St-Adolphe-d’Howard, Bic, Ste-Luce, Ste-Blandine, St-Fabien, St-Gédéon and
St-Martin-de-Beauce in Québec;
o Kemptville, Acton, Winona, Smithville, Ridgeway, Huntsville, Bracebridge and
Gravenhurst, in Ontario.
Customer service:
o Opening of a Cogeco Cable store located in Drummondville, Québec.
European operations
Digital Television services:
o Cabovisão - Televisão por Cabo, S.A. (“Cabovisão”) continued its Digital Television
service deployment.
Customer service:
o Opening of two (2) new Cabovisão stores located in Paivas (Seixal) and Castelo
Branco.
Continuous improvement of networks and equipment
During the first nine months of fiscal 2008, the Corporation has invested approximately
$71.8 million in its infrastructure including headends and upgrade/rebuild.
Tight cost control over business processes
For the third quarter of 2008, consolidated operating costs increased by 10.3% while revenue
grew by 14.3%;
The Portuguese cable subsidiary maintained tight control over its costs and continued to
improve its business processes;
The design of internal controls over financial reporting as per National Instrument 52-109 is
still underway. As discussed in the 2007 annual MD&A, the Corporation had identified certain
material weaknesses in the design of internal controls over financial reporting and there have
been improvements in the design of internal controls on some significant processes during
the quarter. The documentation and remediation of internal controls weaknesses are
progressing normally.
RGU growth
During the first nine months ended May 31, 2008, the consolidated number of RGUs increased by
190,109, or 7.6% to reach 2,675,774 units, which is in line with the Corporation’s revised RGU
growth projections of 225,000 units, representing approximately 9%, for the fiscal year ending August
31, 2008. Please consult the fiscal 2008 revised projections in the “Fiscal 2009 preliminary financial
guidelines” section for further details.
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Revenue growth
Fiscal 2008 third-quarter revenue increased by $34.3 million, or 14.3%, to reach $274.9 million.
During the first nine months of 2008, revenue increased by $97.3 million, or 14%, to reach
$791.9 million. For fiscal 2008, the Corporation expects revenue to reach $1,060 million. Please
consult the fiscal 2008 revised projections in the “Fiscal 2009 preliminary financial guidelines” section
for further details.
Free cash flow
In the third quarter of fiscal 2008, Cogeco Cable generated free cash flow of $36.9 million, compared
to $18.6 million for the same period last year. For the nine-month period ended May 31, 2008, the
Corporation generated free cash flow of $77.8 million compared to $15.7 million the year before. The
free cash flow improvements resulted mainly from an increase in operating income before
amortization and a reduction in financial expense. Fiscal 2008 third-quarter and first nine month
periods capital expenditures and deferred charges remained essentially the same compared to the
corresponding periods of the prior year. Due to the usual higher level of capital expenditures in the
fourth quarter, the Corporation projects free cash flow of $70 million for the fiscal year ending
August 31, 2008. Please consult the fiscal 2008 revised projections in the “Fiscal 2009 preliminary
financial guidelines” section for further details.
OPERATING RESULTS – CONSOLIDATED OVERVIEW
Quarters ended May 31, Nine months ended May 31,
($000,except perc enta ges )
2008 2007 Change 2008
2007 Change
$ $ % $ $ %
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 274,944 240,612 14.3 791,879 694,566 14.0
Operating costs 157,454 142,738 10.3 458,857 417,671 9.9
Management fees -
COGECO Inc. – – 8,714 8,568 1.7
Operating income before
amortization
117,490 97,874 20.0 324,308 268,327 20.9
Operating margin 42.7% 40.7% 41.0% 38.6%
Revenue
Fiscal 2008 third-quarter consolidated revenue improved by $34.3 million, or 14.3%, to reach
$274.9 million, and, for the first nine-month period by $97.3 million, or 14% to reach $791.9 million.
Driven by an increased number of RGUs comb ined with rate increases, 2008 third quarter Canadian
operations revenue went up by $28.2 million, or 15.4%, and 2008 first nine-month period by
$86.7 million, or 16.5%.
Fiscal 2008 third-quarter European operations revenue increased by $6.2 million, or 10.7%, to reach
$64 million, and 2008 nine-month period by $10.6 million, or 6.3%, to reach $179.5 million compared
to the same periods last year. European operations implemented rate increases and have generated
lower RGU growth. Furthermore, the strength of the Euro against the Canadian dollar compared with
last year has increased revenue growth when translated to Canadian dollars.
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Operating costs
For the third quarter and the first nine months of fiscal 2008, operating costs, excluding management
fees payable to COGECO Inc., increased by $14.7 million, or 10.3% and $41.2 million, or 9.9%,
compared to last year, to reach $157.5 million and $458.9 million, respectively. The increase in
operating costs for the third quarter and first nine-month period of 2008 was mainly attributable to
servicing additional RGUs in Canada and Portugal. In addition, for the first nine-month period,
operating costs were impacted by the timing of certain marketing initiatives in Portugal, including a
major campaign to increase brand awareness, and costs related to the design of internal controls and
review of business processes to comply with National Instrument 52-109.
Operating income before amortization
Fiscal 2008 third-quarter and first nine-month period operating income before amortization increased
by $19.6 million, or 20%, to reach $117.5 million and by $56 million, or 20.9%, to reach
$324.3 million, respectively, as a result of various rate increases and RGU growth generating
additional revenues which outpaced operating cost increases. Cogeco Cable’s 2008 third-quarter
operating margin increased to 42.7% from 40.7% for the third quarter of fiscal 2007. The operating
margin in Canada improved for the third-quarter of 2008 to 44.3% from 43.2% and in Europe to
37.7% from 32.7% compared to the same period of the prior year.
For the first nine months of fiscal 2008, the operating margin improved to 41% from 38.6% due to the
reasons described above with the Canadian operating margin improving to 42.6% from 40.2% and
the European operating margin to 35.4% from 33.7% when compared to the same period the year
before.
RELATED PARTY TRANSACTIONS
Cogeco Cable is a subsidiary of COGECO Inc., which holds 32.3% of the Corporation’s equity
shares, representing 82.7% of the votes attached to the Corporation’s voting shares. Under a
management agreement, the Corporation pays COGECO Inc. monthly management fees equal to
2% of its total revenue for certain executive, administrative, legal, regulatory, strategic and financial
planning and additional services. In 1997, management fees were capped at $7 million per year,
subject to annual upwards adjustments based on increases in the Consumer Price Index in Canada.
Accordingly, for fiscal 2008, management fees have been set at a maximum of $8.7 million, which
was reached in the second quarter, and therefore, no management fees were paid in this third
quarter. For fiscal 2007, management fees were set at a maximum of $8.6 million, and were fully paid
in the first six months of the year.
Furthermore, Cogeco Cable granted 22,683 stock options to COGECO’s employees during the first
nine months of 2008, compared to 319,647 for the same period last year. Of these 319,647 stock
options granted in the first nine months of fiscal 2007, 262,400 were conditional on the achievement
of certain yearly financial objectives by the Portuguese subsidiary over a period of three years.
During the third quarter and first nine months of fiscal 2008, Cogeco Cable charged COGECO Inc. an
amount of $0.1 million and $0.3 million, respectively, with regards to Cogeco Cable’s options granted
to COGECO’s employees. Details regarding the management agreement and stock options granted
to COGECO Inc.’s employees are provided in the MD&A of the Corporation’s 2007 Annual Report.
There were no other material related party transactions during the first nine months of 2008.
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FIXED CHARGES
Quarters ended May 31, Nine months ended May 31,
($000, except percentages)
2008 2007 Change 2008 2007 Change
$ $ % $ $ %
(unaudited) (unaudited) (unaudited) (unaudited)
Amortization 58,209 47,278 23.1 166,885 135,159 23.5
Financial expense 17,372 21,273 (18.3)
51,243 66,045 (22.4)
Fiscal 2008 third quarter and first nine-month period amortization amounted to $58.2 million and to
$166.9 million compared to $47.3 million and $135.2 million for the same periods the year before.
Amortization expense increased for both periods mainly due to the following factors: the completion,
in the fourth quarter of fiscal 2007 of the purchase price allocation of the Cabovisão acquisition,
which includes the revaluation of tangible and intangible assets for an additional amortization
expense of approximately $6.2 million and $16.4 million in the third quarter and first nine months,
respectively, and additional capital expenditures arising from the required customer premise
equipment to sustain RGU growth and to support the deployment of the Digital Television service in
Portugal.
Fiscal 2008 third quarter and first nine-month period financial expense decreased by $3.9 million and
$14.8 million, respectively, compared to the same periods in fiscal 2007 due to the reduction of the
level of Indebtedness (defined as bank indebtedness and long-term debt) from the net proceeds of
subordinate voting shares issued during fiscal 2007 as well as free cash flow generated during those
periods. In addition, during the first nine-month period of fiscal 2007, the Corporation recorded a one-
time charge of $2.6 million related to the early repayment of the Second Secured Debentures,
Series A.
INCOME TAXES
Fiscal 2008 third quarter income tax expense amounted to $10.8 million compared to $8.9 million in
fiscal 2007. The effective tax rate for the three months ended Ma y 31, 2008 was 25.7% compared to
30.5% for the same period of 2007, mainly due to lower corporate income tax rates in Canada and to
income tax reductions in European operations resulting from the revaluation of tangible and
intangible assets upon the completion of the Cabovisão purchase price allocation in the fourth
quarter of fiscal 2007.
For the first nine months of fiscal 2008, income tax expense amounted to $4.8 million compared to
$18.8 million in 2007. Included in first nine-month 2008 expense is a recovery of $24 million related
to the reduction in corporate income tax rates announced on October 16, 2007 by the Canadian
federal government in its Economic Statement. According to the new tax initiatives, corporate income
tax rates have been further reduced from 20.5% to 19.5% effective January 1, 2008, from 20% to
19% effective January 1, 2009, from 19% to 18% effective January 1, 2010, from 18.5% to 16.5%
effective January 1, 2011, and to 15% effective January 1, 2012. These corporate income tax rates
were considered substantively enacted on December 14, 2007. The effective tax rates for the first
nine months of 2008 and 2007 were 4.5% and 28%, respectively. Excluding the effect of the tax rate
reductions, the effective tax rate for the first nine months of 2008 was 27.1%.
NET INCOME
Fiscal 2008 third quarter net income amounted to $31.1 million, or $0.64 per share, compared to
$20.4 million, or $0.45 per share, for the same period in 2007, an increase of 52.8% and 42.2%. First
- 8 -
nine-month period net income amounted to $101.4 million, or $2.09 per share. Excluding the effect of
the fiscal 2008 income tax rate reductions of $24 million, net income for the first nine months would
have amounted to $77.4 million, or $1.60 per share, compared to $48.3 million, or $1.14 per share, in
2007, an increase of 60.2% and 40.4%, respectively. Net income progre ssion, excluding the effect of
the income tax rate reductions, has resulted mainly from the growth in operating income before
amortization exceeding that of fixed charges.
CASH FLOW AND LIQUIDITY
Quarters ended May 31, Nine months ended May 31,
($000)
2008 2007 2008 2007
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Operating activities
Cash flow from operations 95,829 76,416 260,855 200,740
Changes in non-cash operating items 16,970 (23,029) (11,720) (101,545)
112,799 53,387 249,135 99,195
Investing activities
(1)
(74,014) (53,548) (196,655) (179,801)
Financing activities
(1)
17,957 (14,920) (36,466) 30,260
Effect of exchange rate changes on cash and cash
equivalents denominated in foreign currencies
1,063 (1,774) 1,265 1,486
Net change in cash and cash equivalents
57,805 (16,855) 17,279 (48,860)
Cash and cash equivalents at beginning
23,682 39,511 64,208 71,516
Cash and cash equivalents at end
81,487 22,656 81,487 22,656
(1)
Excludes assets acquired under capital leases.
Fiscal 2008 third quarter cash flow from operations reached $95.8 million, 25.4% higher than the
comparable period last year, primarily due to the increase in operating income before amortization
and to the reduction in financial expense. Changes in non-cash operating items generated higher
cash inflows compared to the same period last year, mainly as a result of an increase in accounts
payable and accrued liabilities and in income tax liabilities.
Fiscal 2008 first nine-month period cash flow from operations reached $260.9 million, an increase of
29.9% compared to the same period the year before, primarily due to the growth in operating income
before amortization and to the reduction in financial expense. Changes in non-cash operating items
generated lower cash outflows than for the same period last year, mainly as a result of a smaller
decrease in accounts payable and accrued liabilities and an increase in income tax liabilities. The
larger reduction in accounts payable and accrued liabilities in the first nine months of fiscal 2007 was
due to non-recurring payments made by the Portuguese subsidiary in accordance with the terms of
the acquisition.
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Investing activities, including capital expenditures segmented according to the National Cable
Television Association (NCTA) standard reporting categories, are as follows:
Quarters ended May 31, Nine months ended May 31,
($000)
2008
2007 2008 2007
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Customer Premise Equipment
(1)
20,238 18,985 70,477 76,188
Scalable Infrastructure 8,627 10,940 30,726 31,700
Line Extensions 2,160 2,598 7,738 7,798
Upgrade / Rebuild 15,498 13,936 41,105 41,967
Support Capital 5,355 5,358 12,433 8,133
Total Capital Expenditures
(2)
51,878 51,817 162,479 165,786
Deferred charges and Others 7,002 5,571 20,488 18,790
Business acquisition and related adjustments 16,105 (3,279)
16,105 (1,894)
Decrease in restricted cash (88)
Total investing activities 74,985 54,109 199,072 182,594
(1)
Includes mainly new and replacement drops as well as home terminal devices.
(2)
Includes capital leases, which are excluded from the statements of cash flow.
Fiscal 2008 third quarter Total Capital Expenditures amounted to $51.9 million, essentially the same
level when compared to the corresponding last year period, due to the following factors:
An increase in customer premise equipment capital spending resulted from higher RGU
growth fuelled in part by increased interest for High Definition technology for the Canadian
operations combined with the deployment of Digital Television in Portugal, partly offset by
lower RGU growth in Portugal.
A decrease in scalable infrastructure capital spending mainly due to the timing of the
expansion and headend improvements, system powering and equipment reliability to sustain
increased customer demand for HSI and Telephony services.
An increase in capital expenditures associated with network upgrades and rebuilds due to the
construction costs incurred to increase the number of homes passed in Portugal.
Fiscal 2008 first nine-month period Total Capital Expenditures decreased to $162.5 million from
$165.8 million for the same period last year due to the following factors:
A reduction in customer premise equipment resulted from the timing to acquire such
equipment in fiscal 2007, in the Canadian operations, to ensure the availability of equipment
required to sustain expected RGU growth, partly offset by the deployment of Digital Television
service in Portugal.
An increase in support capital is due to the improvement in information systems to sustain the
business operations and to the acquisition of vehicles.
Deferred charges and Others are mainly attributable to reconnect costs. Fiscal 2008 third quarter and
first nine-month period capital spending amounted to $7 million and $20.5 million compared to
$5.6 million and $18.8 million for the same periods the year before. The higher reconnect costs
associated with RGUs in Canada combined with the deployment of the Digital Television service in
Portugal explained the increases recorded so far in 2008.
In the third quarter and first nine months of fiscal 2008, the Corporation generated free cash flow
amounting to $36.9 million and $77.8 million, respectively, compared to $18.6 million and
$15.7 million for the same periods of the preceding year. The free cash flow improvements over last
- 10 -
year’s same periods are mainly due to an increase in operating income before amorti zation and to a
reduction in financial expense. The aggregate amount of Total Capital Expenditures and Deferred
charges increased by $1.1 million in the 2008 third quarter and decreased by $2 million for the first
nine-month period compared to the corresponding periods of last year due to the factors explained
above.
Indebtedness increased by $22.7 million in the third quarter of fiscal 2008. This increase is primarily
due to the issuance by the Corporation on March 5, 2008 of a $100 million senior unsecured
debenture by way of a private placement, the proceeds of which were used in part to reimburse the
bank indebtedness of $17.7 million and to finance the acquisition of MaXess Networx® for
$16.1 million. The debenture bears interest at a fixed rate of 5.936%, is redeemable at the
Corporation’s option at any time, in whole or in part, prior to maturity, at 100% of the principal amount
plus a make-whole premium and will mature on March 5, 2018. The increase in Indebtedness was
partly offset by repayments on the revolving credit facility of $58.6 million from the generated free
cash flow of $36.9 million and the increase in non-cash operating items of $17 million. For the same
period last year, Indebtedness decreased by $13.6 million. The reduction was mainly due to the
generated free cash flow of $18.6 million and the net change of $16.9 million in cash and cash
equivalents, partly offset by a decline of $23 million in non-cash operating items. In addition, during
the third quarter of fiscal 2008, a dividend of $0.10 per share was paid to the holders of subordinate
and multiple voting shares, totalling $4.9 million, compared to a dividend of $0.06 per share, or
$2.7 million, for the third quarter of fiscal 2007.
During the first nine months of fiscal 2008, the level of Indebtedness decreased by $25.3 million
mainly due to a net reduction of $123.1 million on the revolving credit facility. This decrease was
partly offset by the issuance of a senior unsecured debenture as discussed above. For the same
period last year, Indebtedness decreased by $153.1 million, mainly due to the completion of a public
offering of 5,000,000 subordinate voting shares for a net proceeds of approximately $184.2 million,
the generated free cash flow of $15.7 million and the net change of $48.9 million in cash and cash
equivalents, partly offset by a decline of $101.5 million in non-cash operating items. In addition,
quarterly dividends of $0.10 per share were paid to the holders of subordinate and multiple voting
shares totalling $14.5 million during the first nine months of fiscal 2008 compared to quarterly
dividends of $0.04 per share in the first quarter and $0.06 per share in the second and third quarters
totalling $6.7 million for the same period the year before.
As at May 31, 2008, the Corporation had a working capital deficiency of $345.9 million compared to
$120.7 million as at August 31, 2007. The greater deficiency is mainly attributable to the
US$ 150 million Senior Secured Notes, Series A and the related derivative financial instruments of
$91.3 million for an aggregate amount of $240.1 million due on October 31, 2008. Due to the nature
of its business, Cogeco Cable maintains a working capital deficiency due to a low level of accounts
receivable since the majority of the Corporation’s customers pay before their services are rendered,
contrary to accounts payable and accrued liabilities, which are paid after products or services are
rendered, thus enabling the Corporation to use cash and cash equivalents to reduce Indebtedness.
As at May 31, 2008, the Corporation had used $366.8 million of its $900 million Term Facility, for a
remaining availability of $533.2 million.
FINANCIAL POSITION
Since August 31, 2007, there have been major changes to the balance of Fixed assets, Cash and
cash equivalents, Accounts payable and accrued liabilities, Income tax liabilities, Accounts
receivable, Future income tax assets, Future income tax liabilities, Goodwill, Accumulated other
comprehensive income (loss), Derivative financial instruments and Indebtedness.
- 11 -
The $55.5 million fixed assets rise is mainly related to increased capital expenditures to sustain RGU
growth and by the appreciation of the Euro over the Canadian dollar. The $17.3 million increase in
cash and cash equivalents is mainly related to the net proceeds of issuance of senior unsecured
debentures, as discussed in the “Cash Flow and Liquidity” section, as well as the free cash flow
generated of $77.8 million, partly offset by the net reduction of the revolving credit facility of
$123.1 million, the acquisition of MaXess Networx® for $16.1 million, and dividends paid of
$14.5 million. The $16.1 million reduction in accounts payable and accrued liabilities is related to the
timing of payments made to suppliers. The $14.2 million increase in income tax liabilities is due to the
utilization of most of the Corporation’s tax losses carry forwards before fiscal 2008. The $5.7 million
accounts receivable increase is essentially due to revenue growth and its related level of receivables.
The $9.8 million reduction in future income tax assets is mainly due to the utilization of tax losses
carried forward from prior years, and the $20.4 million future income tax liabilities reduction is mainly
due to the corporate income tax rate reductions announced by the Canadian federal government and
considered substantively enacted on December 14, 2007. The $25.2 million goodwill increase is due
to the appreciation of the Euro over the Canadian dollar. The $15.1 million increase in accumulated
other comprehensive income (loss) is mainly the result of the appreciation of the Euro over the
Canadian dollar, partly offset by the changes in accounting policies related to financial instruments.
The derivative financial instruments have increased by $91.3 million and Indebtedness has
decreased by $83.4 million as a result of accounting changes and factors previously discussed in the
“Cash Flow and Liquidity” section, net of the unfavourable impact of the appreciation of the Euro over
the Canadian dollar. Please consult “Accounting policies and estimates” section for further details.
A description of Cogeco Cable’s share data as of June 30, 2008 is presented in the table below:
Number of
shares/options
Amount
($000)
Common shares
Multiple voting shares
Subordinate voting shares
15,691,100
32,813,371
98,346
890,228
Options to purchase Subordinate voting shares
Outstanding options
Exercisable options
862,237
332,210
In the normal course of business, Cogeco Cable has incurred financial obligations, primarily in the
form of long-term debt, operating and capital leases and guarantees. Cogeco Cable’s obligations, as
discussed in the 2007 annual MD&A, have not materially changed since August 31, 2007, with the
exception of the new financing discussed in the “Cash Flow and Liquidity” section.
On June 30, 2008, Cogeco Cable completed the acquisition of all the assets of FibreWired Burlington
Hydro Communications, Burlington Hydro Electric’s telecommunications division (City of Burlington’s
energy company) for a total consideration of $12.5 million. FibreWired Burlington Hydro
Communications operates a broadband network equipped with next generation Ethernet technology,
provides Burlington organizations with the broadband capacity they need for data networking, high-
speed Internet access, hosting services, e-business applications, video conferencing and other
advanced communications. Cogeco Cable will use this network to expand its commercial broadband
service offering in the area, which is in Cogeco Cable’s footprint.
On June 13, 2008, Cogeco Cable announced the acquisition of all of the shares of Toronto Hydro
Telecom Inc., the telecommunications subsidiary of Toronto Hydro Corporation (City of Toronto’s
energy company), subject to certain conditions, including regulatory approval by the Commissioner of
Competition. Toronto Hydro Telecom Inc. offers data communications and other telecommunications
services such as Ethernet, private line, Voice-over-Internet protocol (“VoIP”), high-speed Internet
access, dark fibre, data storage, data security and co-location to a wide range of business customers
and organizations throughout the Greater Toronto Area (“GTA”). This agreement will allow Cogeco
Cable to further the development of its business telecommunications activities.
- 12 -
On March 31, 2008, Cogeco Cable completed the acquisition of all the assets of MaXess Networx®,
ENWIN Energy Ltd.’s telecommunications division (City of Windsor’s energy company), for a total
cost, including acquisition costs, of $16.1 million. MaXess Networx® operates a broadband network
equipped with next generation ATM and Ethernet technology and provides organizations in south-
western Ontario with the broadband capacity required for data networking, high-speed Internet
access, e-business applications, video conferencing and other advanced communications.
DIVIDEND DECLARATION
At its July 9, 2008 meeting, the Board of Directors of Cogeco Cable declared a quarterly eligible
dividend of $0.10 per share for subordinate and multiple voting shares, payable on August 6, 2008, to
shareholders of record on July 23, 2008.
FOREIGN EXCHANGE MANAGEMENT
Cogeco Cable has entered into cross-currency swap agreements to set the liability for interest and
principal payments on its US$150 million Senior Secured Notes. These agreements have the effect
of converting the U.S. interest coupon rate of 6.83% per annum to an average Can adian dollar xed
interest rate of 7.254% per annum. The exchange rate applicable to the principal portion of the debt
has been xed at CAN$1.5910. Amounts due under the US$150 million Senior Secured Notes,
Series A decreased by CAN$9.5 mi llion at the end of the third quarter compared to August 31, 2007
due to the Canadian dollar’s appreciation. The fair value of cross-currency swaps increased by a net
amount of $7.8 million, of which $9.5 million offsets the foreign exchange gain on the $US debt. The
difference of $1.7 million was recorded as an increase of other comprehensive income.
As noted in the MD&A of the 2007 Annual Report, the Corporation’s investment in the Portuguese
subsidiary, Cabovisão, is exposed to market risk attributable to fluctuations in foreign currency
exchange rates, primarily changes in the values of the Canadian dollar versus the Euro. This risk is
mitigated since the major part of the purchase price for Cabovisão was borrowed directly in Euros.
This debt is designated as a hedge of net investments in self-sustaining foreign subsidiaries and,
accordingly, the Corporation realized a foreign exchange gain of CAN$16.2 million in the first nine
months of 2008, which is presented in other comprehensive income. The exchange rate used to
convert the Euro into Canadian dollars for the balance sheet accounts as at May 31, 2008 was
$1.5448 per Euro compared to $1.4390 per Euro as at August 31, 2007. The average exchange
rates prevailing during the third quarter and first nine months of 2008 used to convert the operating
results of the European operations were $1.5694 and $1.4851 per Euro, respectively, compared to
$1.5202 and $1.4946 per Euro respectively, for the same periods last year.
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CANADIAN OPERATIONS
CUSTOMER STATISTICS
Net additions (losses) % of Penetration
(1)
May 31,
Quarters ended
May 31,
Nine months ended
May 31,
May 31,
2008 2008 2007 2008 2007 2008 2007
RGUs
(2)
1,948,999 36,658 35,768 160,491 192,916
Basic Cable service
customers
858,570 (520)
(2,910)
9,413 18,607
HSI service
customers 464,668 8,480 11,030 48,832 60,393 57.5 50.7
Digital Television
service customers
425,596 11,585 8,583 45,717 43,768 50.4 44.5
Telephony service
customers 200,165 17,113 19,065 56,529 70,148 28.1 18.5
(1)
As a percentage of Basic Cable service customers in areas served.
(2)
Represents the sum of Basic Cable service, HSI service, Digital Television service and Telephony service customers.
Fiscal 2008 third quarter RGU net additions were higher than for the same period last year but the
growth rate reflects an early sign of maturation in some services. The number of net losses for Basic
Cable stood at 520 customers compared to 2,910 customers for the same period last year. Third-
quarter Basic Cable service customer losses are due to the end of the school year for college and
university students. In addition, 2007 third-quarter net losses were unusually high due to an
aggressive promotional offer that ended in the third quarter of fiscal 2007 which resulted in a
significant number of customer disconnections. Telephony customers grew by 17,113 to reach
200,165 compared to 19,065 for the same period last year. The lower growth is mostly attributable to
the increased penetration in areas where the service is already offered and to fewer new areas
where the service was launched. Telephony service coverage, as a percentage of homes passed,
has now reached 83% compared to 77% last year.
The number of HSI net additions stood at 8,480 customers compared to 11,030 customers for the
same period last year. During the third quarter of 2008, the growth in HSI customer net additions
continues to stem from the enhancement of the product offering, the impact of the bundled offer
(Cogeco Complete Connection) of Television, HSI and Telephony services, and promotional
activities.
The Digital Television service net additions stood at 11,585 customers compared to 8,583 customers
for the same period last year due to targeted marketing initiatives in 2008 to improve the penetration
rate. It also reflects the continuing strong interest for High Definition technology.
- 14 -
OPERATING RESULTS
Quarters ended
May 31,
Nine months ended
May 31,
($000, except percentages)
2008 2007 Change 2008 2007 Change
$ $ % $ $ %
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 210,928 182,763 15.4 612,337 525,620 16.5
Operating costs 117,580 103,778 13.3 342,949 305,733 12.2
Management fees - COGECO Inc. – – 8,714 8,568 1.7
Operating income before
amortization 93,348 78,985 18.2 260,674 211,319 23.4
Operating margin 44.3% 43.2% 42.6% 40.2%
Revenue
Fiscal 2008 third quarter and first nine months revenue rose by $28.2 million, or 15.4%, and
$86.7 million, or 16.5%, to reach $210.9 million and $612.3 million, respectively. This growth is
explained mainly by an increase in the number of Telephony, Digital Television and HSI service
customers as mentioned in the “Customer Statistics” section, combined with the following rate
increases implemented by the Corporation:
In the second half of fiscal 2007:
o In March 2007; a monthly rate increase of $3 per Digital Television service customer
in Ontario;
o In April 2007; a monthly rate increase of $3 per Digital Television service customer in
Québec and a rate increase of $1.50 per Analogue Value Pak service customer in
Ontario.
These rate increases represent an average increase of approximately $1.25 per Basic Cable
service customer.
In the first quarter of fiscal 2008:
o In October 2007 in Québec; a rate increase of between $1 and $2 per Analogue
Basic Cable service customer without a bundle, a rate increase of $0.50 per basic
and tier service customer without a bundle, and rate increases from $2 to $5 per HSI
Lite service customer and $5 per HSI Standard stand-alone service customer;
o In November 2007 in Ontario; a rate increase of between $1 and $2 per Analogue
Basic Cable service customer without a bundle, and rate increases from $2 to $5 per
HSI Lite service customer and $5 per HSI Standard stand-alone service customer.
o Finally, a rebate of $5 per Telephony service customer with two services bundled
offers was also introduced in fiscal 2008 in Ontario and in Québec.
These rate adjustments implemented in fiscal 2008 represent an average increase of
approximately $0.50 per Basic Cable service customer.
Operating costs
Fiscal 2008 third quarter and first nine months operating costs, excluding management fees payable
to COGECO Inc., increased by $13.8 million, or 13.3%, and $37.2 million, or 12.2%, to reach
$117.6 million and $342.9 million, respectively. The operating costs increase is mainly attributable to
servicing additional RGUs.
- 15 -
Operating income before amortization
Fiscal 2008 third quarter and first nine months operating income before amortization rose by
$14.4 million, or 18.2%, to reach $93.3 million and by $49.4 million, or 23.4%, to reach
$260.7 million, respectively. The operating income before amortization has risen due to the increased
revenue outpacing the operating costs growth. Cogeco Cable’s Canadian operations third-quarter
operating margin increased to 44.3% from 43.2%, and for the nine-month period increased to 42.6%
from 40.2%, mainly as a result of RGU growth and implemented rate increases.
EUROPEAN OPERATIONS
CUSTOMER STATISTICS
Net additions (losses) % of Penetration
(1)
May 31,
Quarters ended
May 31,
Nine months ended
May 31,
May 31,
2008 2008 2007 2008 2007 2008 2007
RGUs
(2)
726,775 14,231 16,666 29,618 58,196
Basic Cable service
customers 300,591 (1,069)
5,694 6,588 19,553
HSI service
customers 164,310 (1,615)
5,424 4,287 20,809 54.7 54.3
Digital Television
service customers 14,470 14,470 14,470 4.8
Telephony service
customers 247,404 2,445 5,548 4,273 17,834 82.3 83.3
(1)
As a percentage of Basic Cable service customers in areas served.
(2)
Represents the sum of Basic Cable service, HSI service and Telephony service customers.
Fiscal 2008 third-quarter and first nine-month periods were marked by an unfavourable economic
environment, aggressive marketing campaigns from competitors, including periodic intense price
competition, and the arrival of multiple triple-play providers in the Portuguese market. Cabovisão was
not matching the competition’s highly discounted offering at all times. These factors were the main
contributors to net customer losses in the Basic Cable and HSI services and lower customer growth
in Telephony services compared to the same period last year. The Digital Television service was
launched in the third quarter of 2008, with net additions of 14,470 customers in that period,
surpassing management expectations. Fiscal 2008 third-quarter Basic Cable service decreased by
1,069 customers compared to a growth of 5,694 in 2007, HSI service decreased by 1,615 customers
compared to an increase of 5,424 in 2007, and Telephony service grew by 2,445 customers
compared to 5,548 for the same period of the preceding year. Management considers the current
competitive dynamics in Portugal to be transitory. Cabovisão’s performance since its acquisition by
Cogeco Cable has exceeded management’s original business plan and growth prospects for the
long-term remain excellent in management’s view.
- 16 -
OPERATING RESULTS
Quarters ended May 31, Nine months ended May 31,
($000, except percentages)
2008
2007 Change 2008 2007 Change
$ $ % $ $ %
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 64,016 57,849 10.7 179,542 168,946 6.3
Operating costs 39,874 38,960 2.3 115,908 111,938 3.5
Operating income before
amortization
24,142 18,889 27.8 63,634 57,008 11.6
Operating margin 37.7% 32.7% 35.4% 33.7%
Revenue
Fiscal 2008 third-quarter and first nine months revenue increased by $6.2 million and $10.6 million to
reach $64 million and $179.5 million, respectively, an increase of 10.7% and 6.3%, compared to
fiscal 2007. This growth for the third quarter is mainly due to the following monthly rate increases
implemented by Cabovisão: an increase of $1 (€0.65) per Basic Cable service customer effective in
March 2007, an increase averaging $1.50 (€1) per Basic Cable customer and an increase averaging
$0.90 (€0.60) per HSI customer effective in January 2008, and the launch of Digital Television
services. The growth for the first nine-month period is mainly due to the increase in the number of
Basic Cable, HSI and Telephony service customers, and to the monthly rate increases described
above, as well as the launch of Digital Television services. Revenue from the European operations in
its local currency, for the third quarter and first nine months of fiscal 2008, amounted to €40.8 million
and €120.8 million, an increase of €2.7 million, or 7.2%, and €7.9 million, or 6.9%, respectively.
Operating costs
For the third quarter and the first nine months of fiscal 2008, operating costs increased by
$0.9 million and $4 million to reach $39.9 million and $115.9 million, respectively, an increase of
2.3% and 3.5% compared to last year. The increase in operating costs for the third quarter of 2008 is
mainly attributable to the launch of Digital Television services as well as servicing additional RGUs.
The operating costs increase for the nine-month period is due to servicing additional RGUs, timing of
certain marketing initiatives, including a major campaign to increase brand awareness, and costs
related to the design of internal controls and review of business processes to comply with National
Instrument 52-109. Operating costs from the European operations in its local currency, for the third
quarter and first nine months of fiscal 2008, amounted to €25 million and €77.7 million, a decrease of
€0.7 million, or 2.6%, and an increase of €2.8 million, or 3.8%, respectively.
Operating income before amortization
Fiscal 2008 third quarter and first nine months operating income before amortization increased from
$18.9 million to $24.1 million, an increase of 27.8% and from $57 million to $63.6 million, an increase
of 11.6%, respectively. The operating income before amortization increased due to revenue growth
outpacing the rise in operating costs. Fiscal 2008 third quarter European operations operating margin
increased from 32.7% to 37.7%. For the first nine-month period of 2008, the operating margin
increased from 33.7% to 35.4%. Operating income before amortization from the European operations
in its local currency, for the third quarter and first nine months of fiscal 2008, amounted to €15.8
million and €43.1 million, an increase of €3.4 million, or 27.3%, and €5 million, or 13%, respectively.
- 17 -
FISCAL 2009 PRELIMINARY FINA NCIAL GUIDELINES
The fiscal 2009 preliminary financial guidelines exclude the acquisition of Toronto Hydro Telecom
Inc., which is subject to the approval by the Commissioner of Competition. The revised guidelines,
with other changes as required, will be presented upon completion of the transaction and the release
of the 2008 year-end results.
For fiscal 2009, Cogeco Cable expects to grow revenue and operating income before amortization.
The preliminary guidelines take into consideration the global economical slowdown that is occurring
and should continue during 2009. In Canada and Portugal, mortgage interest rate increases and
higher commodity prices are leaving consumers with a lower level of disposable income. In addition,
Portugal’s anticipated gross domestic product growth for 2009 will be negatively impacted as the
Government deficit will be one of the highest of the European Union in recent history, while the
competitive landscape should remain unchanged. Results from this scenario should generate slower
growth when compared to prior years.
The revenue increase of approximately 10% should come from the combined Canadian and
European operations. The Canadian operations revenue should increase by approximately 13% from
continued deployment of Telephony service, by expanded penetration of HSI service and Digital
Television services in fiscal 2008 and 2009 and the impact of the rate increases implemented in fiscal
2008 in Ontario and in Québec, averaging $1.75 per Basic Cable service customer for both divisions.
Cogeco Cable plans to expand its Canadian Basic Cable Service clientele through consistently
effective marketing, competitive product offerings and superior customer service. As the penetration
of HSI, Telephony and Digital Television services increase, the demand for these products should
slow, reflecting maturity. Revenue from European operations should increase by approximately 3.5%
from €162 million to €168 million mainly from rate increases of approximately €1.30 (CDN$2) per
Basic Cable service customer implemented in fiscal 2008, sustained RGU growth from fiscal 2008
and 2009 and from the launch of Digital Television service in the second half of fiscal 2008.
European operations should contribute to approximately 2% in revenue growth due to the effect of
foreign exchange translation. For fiscal 2008, the expected Canadian dollar value of the Euro should
be approximately $1.48 per Euro while for fiscal 2009, it is anticipated that the Euro should be
converted at a rate of approximately $1.44 per Euro.
Growth in revenue and sustained cost control should help achieve a significant increase in operating
income before amortization by approximately 12% to 13%. Cogeco Cable expects to achieve an
operating margin of approximately 42.5%.
Cogeco Cable expects the amortization of capital assets and deferred charges to increase by
$25 million, mainly due to capital expenditures and deferred charges for RGU additions in fiscal 2008
and 2009. Management expects that cash flows generated by operations will finance capital
expenditures and deferred charges, expected to amount to $275 million, essentially the same as for
fiscal 2008. The Corporation expects to generate free cash flow in the order of $105 million, an
increase of approximately $35 million compared to fiscal 2008 projections. Generated free cash flow
should be used primarily to reduce Indebtedness, thus improving the Corporation’s leverage ratios.
Given the anticipated decrease in Indebtedness, financial expense will decline by approximately
$7 million. Net income of approximately $125 million should be achieved as a result of growth in
operating income before amortization exceeding the increase in fixed charges.
- 18 -
Consolidated
($ million, except customer data and operating margin)
Preliminary
Projections
Fiscal 2009
Revised Projections
April 10, 2008
Fiscal 2008
$ $
Financial Guidelines
Revenue 1,165 1,060
Operating income before amortization 495 440
Operating margin 42.5% 41% to 42%
Financial expense 65 72
Amortization 250 225
Net income 125 123
Capital expenditures and deferred charges 275 275
Free cash flow 105 70
Customer Addition Guidelines
RGUs 175,000 225,000
The exchange rate used for the fiscal 2009 preliminary projections is $1.4400 per Euro compared to
$1.4670 per Euro for the April 2008 revised projections.
UNCERTAINTIES AND MAIN RISK FACTORS
There has been no significant change in the risk factors and uncertainties facing Cogeco Cable as
described in the Corporation’s MD&A of the 2007 annual report, except for the Part II Licence Fees
payable to the Canadian Radio-television and Telecommunications Commission (CRTC). On
December 14, 2006, the Federal Court of Canada ruled that the Part II Licence Fees payable to the
CRTC are an unlawful tax. Both the Plaintiffs (the members of the Canadian Association of
Broadcasters, Videotron Ltee and CF Cable TV Inc.) and the Defendant (the Crown) have appealed
this decision to the Federal Court of Appeal. The Defendant was seeking to reverse the Court
decision that Part II Licence Fees are unlawful and the Plaintiffs were seeking a Court order requiring
a refund of past fees paid. The Appeal hearing was held on December 4 and 5 in Ottawa and a
decision was rendered on April 28, 2008 in favour of the Crown, to the effect that the fees are valid
regulatory charges. On June 26 and 27, 2008, the Plaintiffs filed applications for leave to appeal to
the Supreme Court of Canada. The Defendant must respond to these applications within 60 days.
Cogeco Cable has accrued the full amount with respect to these fees for fiscal year 2007 and the first
nine months of fiscal 2008.
ACCOUNTING POLICIES AND ESTIMATES
There has been no significant change in Cogeco Cable’s accounting policies and estimates and
future accounting pronouncements since August 31, 2007, except as described below. A description
of the Corporation’s policies and estimates can be found in the 2007 annual MD&A.
Financial instruments
Effective September 1, 2007, the Corporation adopted the Canadian Institute of Chartered
Accountants (“CICA”) Handbook Section 1530, Comprehensive Income, Section 3855, Financial
Instruments – Recognition and Measurement, Section 3861, Financial Instruments – Disclosure and
Presentation, and Section 3865, Hedges.
- 19 -
Statement of Comprehensive Income
A new statement entitled consolidated statements of comprehensive income was added to the
Corporation’s consolidated financial statements and includes net income as well as other
comprehensive income. Other comprehensive income represents changes in shareholders’ equity
arising from transactions and events from non-owner sources, such as changes in foreign currency
translation adjustments of net investments in self-sustaining foreign subsidiaries and long-term debt
designated as a hedge of net investments in self-sustaining foreign subsidiaries and changes in the
fair value of effective cash flow hedging instruments.
Recognition and Measurement of Financial Instruments
Under these new standards, all financial assets, including derivatives, must be classified as available
for sale, held for trading, held to maturity, or loans and receivables. All financial liabilities, including
derivatives, must be classified as held for trading or other liabilities. All financial instruments classified
as available for sale or held for trading are recognized at fair value on the consolidated balance sheet
while financial instruments classified as loans and receivables or other liabilities will continue to be
measured at amortized cost using the effective interest rate method. The standards allow the
Corporation to designate certain financial instruments, on initial recognition, as held for trading.
All of the Corporation's financial assets are classified as held for trading or loans and receivables.
The Corporation has classified its cash and cash equivalents as held for trading. Accounts receivable
have been classified as loans and receivables. All of the Corporation’s financial liabilities were
classified as other liabilities, except for the cross-currency swaps, which were classified as held for
trading. Held for trading assets and liabilities are carried at fair value on the balance sheet, with
changes in fair value recorded in the consolidated statement of income, except for the changes in fair
value of the cross-currency swaps, which are designated as cash flow hedges of the Senior Secured
Notes, Series A and are recorded in other comprehensive income. Loans and receivables and all
financial liabilities are carried at amortized cost using the effective interest method. Upon adoption,
the Corporation determined that none of its financial assets are classified as available for sale or held
to maturity. Except for the treatment of transaction costs and derivative financial instruments
mentioned below, the provisions of the new accounting standards had no impact on the consolidated
financial statements on September 1, 2007 and May 31, 2008.
Transaction costs
Effective September 1, 2007, transaction costs are capitalized on initial recognition and presented as
a reduction of the related financing, except for transaction costs on the revolving loan and the
swingline facility, which are presented as deferred charges. These costs are amortized over the term
of the related financing using the effective interest rate method, except for transaction costs on the
revolving loan and the swingline facility, which are amortized over the term of the related financing on
a straight-line basis. Previously, all transaction costs were capitalized and amortized on a straight-
line basis over the term of the related financing, over a period not exceeding five years. The impact of
these adjustments reduced deferred charges by $1.2 million, reduced long-term debt by $3.1 million,
increased future income tax liabilities by $0.6 million and increased retained earnings by $1.3 million.
Cash flow hedge
All derivatives are measured at fair value with changes in fair value recorded in the consolidated
statements of income unless they are effective cash flow hedging instruments. The changes in fair
value of cash flow hedging derivatives are recorded in other comprehensive income, to the extent
effective, until the variability of cash flows relating to the hedged asset or liability is recognized in the
consolidated statements of income. Any hedge ineffectiveness is recognized in the consolidated
statement of income immediately. Accordingly, the Corporation’s cross-currency swaps must be
measured at fair value in the consolidated financial statements. Since these cross-currency swaps
- 20 -
are used to hedge cash flows on Senior Secured Notes, Series A denominated in U.S. dollars, the
changes in fair value are recorded in other comprehensive income. The impact of measuring the
cross-currency swaps at fair value on the interim consolidated financial statements on September 1,
2007, increased derivative financial instrument liabilities by $83.5 million, decreased deferred credit
presented in long-term debt by $80.2 million, decreased future income tax liabilities by $1.1 million
and decreased opening accumulated other comprehensive income by $2.2 million. The impact of
measuring the cross-currency swaps at fair value on the interim consolidated financial statements for
the three month period ended May 31, 2008 decreased derivative financial instrument liabilities by
$1.6 million, increased future income tax liabilities by $0.1 million and increased accumulated other
comprehensive income by $0.2 million. The impact of measuring the cross-currency swaps at fair
value on the interim consolidated financial statements for the nine month period ended May 31, 2008
increased derivative financial instrument liabilities by $7.8 million, decreased future income tax
liabilities by $0.6 million and increased accumulated other comprehensive income by $1.1 million.
Net investment hedge
Financial statements of self-sustaining foreign subsidiaries are translated using the rate in effect at
the balance sheet date for asset and liability items, and using the average exchange rates during the
period for revenue and expenses. Adjustments arising from this translation are deferred and recorded
as foreign currency translation adjustments in accumulated other comprehensive income and are
included in income only when a reduction in the investment in these foreign subsidiaries is realized.
Unrealized foreign exchange gains and losses on long-term debt denominated in foreign currencies,
that is designated as a hedge of net investments in self-sustaining foreign subsidiaries are recorded
as foreign currency translation adjustments in accumulated other comprehensive income, net of
income taxes. As a result, an amount of $3.1 million was reclassified as at August 31, 2007 from the
foreign currency translation adjustment to the accumulated other comprehensive income and the
Corporation’s comparative financial statements were restated in accordance with transitional
provisions.
Embedded derivatives
All embedded derivatives that are not closely related to the host contracts, are measured at fair
value, with changes in fair value recorded in the consolidated statement of income. On September 1,
2007, and at May 31, 2008, there are no significant embedded derivatives or non-financial derivatives
that require separate fair value recognition on the consolidated balance sheet. In accordance with the
new standards, the Corporation selected September 1, 2002, as its transition date for adopting the
standard related to embedded derivatives.
Upcoming standards
In 2006, the CICA issued Handbook Section 3862, Financial Instruments – Disclosures, and Section
3863, Financial Instruments – Presentation. These Sections are to be applied to interim and annual
financial statements relating to fiscal years beginning on or after October 1, 2007. The Corporation is
currently evaluating the impact of these new standards.
Accounting changes
In July 2006, the CICA issued Section 1506, Accounting Changes, which modifies certain aspects of
the previous standard. A reporting entity may not change its accounting method unless required by
primary source of GAAP or to provide a more reliable and relevant presentation of the financial
statements. In addition, changes in accounting methods must be applied retroactively and additional
information must be disclosed. This Section applies to interim and annual financial statements
relating to fiscal years beginning on or after January 1, 2007. During the first quarter of fiscal 2008,
the Corporation adopted this new standard and concluded that it had no significant impact on these
consolidated financial statements.
- 21 -
NON-GAAP FINANCIAL MEASURES
This section describes non-GAAP financial measures used by Cogeco Cable throughout this MD&A.
It also provides reconciliations between these non-GAAP measures and the most comparable GAAP
financial measures. These financial measures do not have standard definitions prescribed by
Canadian GAAP and therefore, may not be comparable to similar measures presented by other
companies. These measures include cash flow from operations and free cash flow.
Cash flow from operations
Cash flow from operations is used by Cogeco Cable’s management and investors to evaluate cash
flow generated by operating activities, excluding the impact of changes in non-cash operating items.
This allows the Corporation to isolate the cash flow from operating activities from the impact of cash
management decisions. Cash flow from operations is subsequently used in calculating the non-
GAAP measure, “free cash flow”. Cash flow from operations is calculated as follows:
Quarters ended May 31, Nine months ended May 31,
2008 2007 2008 2007
($000)
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Cash flow from operating activities 112,799 53,387 249,135 99,195
Changes in non-cash operating items (16,970)
23,029 11,720 101,545
Cash flow from operations 95,829 76,416 260,855 200,740
Free cash flow
Free cash flow is used, by Cogeco Cable’s management and investors, to measure its ability to repay
debt, distribute capital to its shareholders and finance its growth. Free cash flow is calculated as
follows:
Quarters ended May 31, Nine months ended May 31,
2008 2007 2008 2007
($000)
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Cash flow from operations 95,829 76,416 260,855 200,740
Acquisition of fixed assets (50,907)
(51,256)
(160,062) (162,993)
Increase in deferred charges (7,050)
(6,000)
(20,561) (19,258)
Assets acquired under capital leases – as per
Note 12b) (971)
(561)
(2,417) (2,793)
Free cash flow 36,901 18,599 77,815 15,696
ADDITIONAL INFORMATION
This MD&A was prepared on July 9, 2008. Additional information relating to the Corporation,
including its Annual Information Form, is available on the SEDAR website at www.sedar.com.
- 22 -
ABOUT COGECO CABLE
Cogeco Cable (www.cogeco.ca), a telecommunications company offering a diverse range of services
to its customers in Canada and Portugal, is the second largest cable operator in Ontario, Québec and
Portugal, in terms of the number of Basic Cable service customers served. Through its two-way
broadband cable networks, Cogeco Cable provides its residential and commercial customers with
Analogue and Digital Television, High Speed Internet and Telephony services. The Corporation
provides approximately 2,676,000 revenue generating units (RGUs) to 2,410,000 homes passed in
its Canadian and Portuguese service territories. Cogeco Cable’s subordinate voting shares are listed
on the Toronto Stock Exchange (TSX: CCA).
– 30 –
Source: Cogeco Cable Inc.
Pierre Gagné
Vice President, Finance and Chief Financial Officer
Tel.: 514 764-4700
Information: Media
Marie Carrier
Director, Corporate Communications
Tel.: 514 764-4700
Analyst Conference Call: Thursday, Jul y 10, 2008 at 11:00 A.M. (EDT)
Media representatives may attend as listeners only.
Please use the following dial-in number to have access to the
conference call by dialing five minutes before the start of the
conference:
Canada/USA Access Number: 1 866 321-8231
International Access Number: + 1 416 642-5213
Confirmation Code: 4152342
By Internet at www.cogeco.ca/investors
A rebroadcast of the conference call will be available until July 17, by
dialing:
Canada and USA access number: 1 888 203-1112
International access number: + 1 647 436-0148
Confirmation code: 4152342
- 23 -
Supplementary Quarterly Financial Information
(unaudited)
Quarters ended May 31, February 29 / 28, November 30, August 31,
2008
(1)
2007
(1)
2008
(1)
2007
(1)
2007
(1)
2006
(1)
2007
(1)
2006
(1)
($000, except percentages and
per share data)
$ $ $ $ $ $ $ $
Revenue 274,944 240,612 265,102 231,952 251,833 222,002 244,314 174,875
Operating income before
amortization
117,490 97,874 108,481 86,791 98,337 83,662 102,426 72,864
Operating margin 42.7% 40.7% 40.9% 37.4% 39.0% 37.7% 41.9% 41.7%
Amortization 58,209 47,278 55,989 43,572 52,687 44,309 54,164 34,801
Financial expense 17,372 21,273 16,959 23,551 16,912 21,221 18,524 16,374
Income taxes 10,767 8,942 (14,378)
4,261 8,375 5,597 (6,630)
(12,298)
Net income 31,142 20,381 49,911 15,407 20,363 12,535 36,368 33,987
Cash flow from operations 95,829 76,416 85,273 62,264 79,753 62,060 83,825 56,714
Earnings per share
Basic 0.64 0.45 1.03 0.37 0.42 0.31 0.79 0.85
Diluted 0.64 0.45 1.02 0.37 0.42 0.31 0.78 0.85
(1)
Include operating results of the cable subsidiary, Cabovisão, since the date of acquisition of control on August 1, 2006.
Cogeco Cable’s operating results are not generally subject to material seasonal uctuations.
However, the loss of Basic Service customers is usually greater, and the addition of HSI service
customers is generally lower, in the third quarter, mainly due to students leaving campuses at the
end of the school year. Cogeco Cable offers its services in several university and college towns, such
as Kingston, Windsor, St. Catharines, Hamilton, Peterborough, Trois-Rivières and Rimouski in
Canada. Furthermore, the third and fourth quarters’ operating margin is usually higher as lower or no
management fees are paid to COGECO Inc. Under a Management Agreement, Cogeco Cable pays
a fee equal to 2% of its total revenue subject to a maximum amount. For more details, please refer to
the “Related Party Transactions” section.
COGECO CABLE INC. - 24 -
Customer Statistics
May 31, August 31,
2008 2007
Homes Passe
d
Ontario
(1)
1 023 089 997 498
Québec 498 863 486 592
Canada 1 521 952 1 484 090
Portugal 887 476 859 376
Total 2 409 428 2 343 466
Revenue Generating Unit
s
Ontario 1 365 81
6
1 256 244
Québec 583 183 532 264
Canada 1 948 999 1 788 508
Portugal 726 77
5
697 157
Total 2 675 77
4
2 485 66
5
Basic Cable Service Customer
s
Ontario 600 000 594 889
Québec 258 570 254 268
Canada 858 570 849 157
Portugal 300 591 294 003
Total 1 159 161 1 143 160
Discretionnary Service Customer
s
Ontario 495 082 468 764
Québec 212 033 204 585
Canada 707 11
5
673 349
Portugal - -
Total 707 11
5
673 349
Pay TV Service Customer
s
Ontario 98 01
4
88 835
Québec 45 540 42 180
Canada 143 55
4
131 015
Portugal 57 671 54 723
Total 201 22
5
185 738
High Speed Internet Service Customer
s
Ontario 349 27
4
316 363
Québec 115 39
4
99 473
Canada 464 668 415 836
Portugal 164 310 160 023
Total 628 978 575 859
Digital Television Service Customers
Ontario 277 274 246 267
Québec 148 322 133 612
Canada 425 596 379 879
Portugal 14 470 -
Total 440 066 379 879
Telephony Service Customer
s
Ontario 139 268 98 725
Québec 60 897 44 911
Canada 200 16
5
143 636
Portugal 247 40
4
243 131
Total 447 569 386 767
(1) An audit of homes passed in Ontario was completed during the first quarter of fiscal 2007 and, as a result,
the number of homes passed was reduced by 42,386
- 25 -
COGECO CABLE INC.
CONSOLIDATED STATEMENTS OF INCOME
Three months ended May 31,
Nine months ended May 31,
(In thousands of dollars, except per share data) 2008
2007
2008
2007
$
$
$
$
(unaudited)
(unaudited) (unaudited)
(unaudited)
Revenue
Service 273,736
239,862
786,820
691,846
Equipment 1,208
750
5,059
2,720
274,944
240,612
791,879
694,566
Operating costs 157,454
142,738
458,857
417,671
Management fees – COGECO Inc.
8,714
8,568
Operating income before amortization 117,490
97,874
324,308
268,327
Amortization (note 4) 58,209
47,278
166,885
135,159
Operating income 59,281
50,596
157,423
133,168
Financial expense (note 5) 17,372
21,273
51,243
66,045
Income before income taxes 41,909
29,323
106,180
67,123
Income taxes (note 6) 10,767
8,942
4,764
18,800
Net income 31,142
20,381
101,416
48,323
Earnings per share (note 7)
Basic 0.64
0.45
2.09
1.14
Diluted 0.64
0.45
2.08
1.13
- 26 -
COGECO CABLE INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Three months ended May 31,
Nine months ended May 31,
(In thousands of dollars) 2008
2007 2008
2007
$
$
$
$
(unaudited)
(unaudited)
(unaudited)
(unaudited)
Net income 31,142
20,381
101,416
48,323
Other comprehensive income
Unrealized gains (losses) on derivative financial instruments
designated as cash flow hedges, net of income taxes expense
of $279,000 and income taxes recovery of $908,000
1,272
(6,879)
Reclassification of realized losses (gains) to net income on
derivative financial instruments designated as cash flow
hedges, net of income taxes recovery of $199,000 and income
taxes expense of $1,465,000
(1,091)
8,015
Unrealized gains (losses) on translation of net investments in
self-sustaining foreign subsidiaries
23,042
(47,474)
47,432
9,584
Unrealized gains (losses) on translation of long-term debts
designated as hedge of net investments in self-sustaining
foreign subsidiaries (net of income taxes recovery of
$1,703,000 in 2007)
(16,019)
32,813
(31,282)
(8,357)
7,204
(14,661)
17,286
1,227
Comprehensive income 38,346
5,720
118,702
49,550
- 27 -
COGECO CABLE INC.
CONSOLIDATED STATEMENTS OF RETAINED EARNINGS
Nine months ended May 31,
(In thousands of dollars) 2008
2007
$
$
(unaudited) (unaudited)
Balance at beginning, as reported 181,952
117,760
Changes in accounting policies (note 1) 1,307
Balance at beginning, as restated 183,259
117,760
Net income 101,416
48,323
Subordinate voting shares issue costs, net of related income taxes of $2,560,000
(5,729)
Dividends on multiple voting shares (4,707)
(2,510)
Dividends on subordinate voting shares (9,834)
(4,210)
Balance at end 270,134
153,634
- 28 -
COGECO CABLE INC.
CONSOLIDATED BALANCE SHEETS
(In thousands of dollars)
May 31, 2008
August 31, 2007
$
$
(unaudited) (audited)
Assets
Current
Cash and cash equivalents 81,487
64,208
Accounts receivable 52,630
46,945
Income taxes receivable 1,186
1,112
Prepaid expenses 6,198
7,606
Future income tax assets 8,145
17,986
149,646
137,857
Income taxes receivable 1,444
1,345
Fixed assets 1,174,975
1,119,498
Deferred charges 56,393
54,645
Intangible assets (note 8) 1,057,287
1,058,410
Goodwill (note 8) 367,772
342,584
2,807,517
2,714,339
Liabilities and Shareholders’ equity
Liabilities
Current
Accounts payable and accrued liabilities 194,385
210,496
Income tax liabilities 15,186
953
Deferred and prepaid income 28,471
29,837
Derivative financial instruments 91,285
Current portion of long-term debt (note 9) 166,252
17,292
495,579
258,578
Long-term debt (note 9) 778,231
1,010,634
Deferred and prepaid income 11,765
11,501
Pension plan liabilities and accrued employees benefits 2,561
1,918
Future income tax liabili ties 245,622
266,042
1,533,758
1,548,673
Shareholders’ equity
Capital stock (note 10) 988,574
984,405
Contributed surplus – stock-based compensation 3,106
2,419
Retained earnings 270,134
181,952
Accumulated other comprehensive income (loss) (note 11) 11,945
(3,110)
1,273,759
1,165,666
2,807,517
2,714,339
- 29 -
COGECO CABLE INC.
CONSOLIDATED STATEMENTS OF CASH FLOW
Three months ended May 31,
Nine months ended May 31,
(In thousands of dollars)
2008
2007
2008
2007
$
$
$
$
(unaudited) (unaudited) (unaudited) (unaudited)
Cash flow from operating activities
Net income 31,142
20,381
101,416
48,323
Adjustments for:
Amortization (note 4) 58,209
47,278
166,885
135,159
Amortization of deferred financing cos ts 730
532
2,183
1,713
Future income taxes (note 6) 4,782
7,861
(12,480)
13,535
Stock-based compensation 739
803
1,961
2,036
Loss (gain) on disposal of fixed assets 152
(130)
391
(169)
Other 75
(309)
499
143
95,829
76,416
260,855
200,740
Changes in non-cash operating items (note 12a)) 16,970
(23,029)
(11,720)
(101,545)
112,799
53,387
249,135
99,195
Cash flow from investing activities
Acquisition of fixed assets (note 12b)) (50,907)
(51,256)
(160,062)
(162,993)
Increase in deferred charges (7,050)
(6,000)
(20,561)
(19,258)
Decrease in restricted cash
88
Business acquisition and related adjustments (note 2) (16,105)
3,279
(16,105)
1,894
Other 48
429
73
468
(74,014)
(53,548)
(196,655)
(179,801)
Cash flow from financing activities
Decrease in bank indebtedness (17,697)
Increase in long-term debt 99,759
22,861
99,759
22,861
Repayment of long-term debt (59,317)
(36,475)
(125,038)
(175,947)
Issue of subordinate voting shares 62
1,434
3,354
198,355
Subordinate voting shares issue costs
(23)
(8,289)
Dividends on multiple voting shares (1,569)
(941)
(4,707)
(2,510)
Dividends on subordinate voting shares (3,281)
(1,776)
(9,834)
(4,210)
17,957
(14,920)
(36,466)
30,260
Effect of exchange rate changes on cash and cash equivalents
denominated in foreign currencies
1,063
(1,774)
1,265
1,486
Net change in cash and cash equivalents 57,805
(16,855)
17,279
(48,860)
Cash and cash equivalents at beginning 23,682
39,511
64,208
71,516
Cash and cash equivalents at end 81,487
22,656
81,487
22,656
See supplemental cash flow information in note 12.
- 30 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
1. Basis of Presentation
In the opinion of management, the accompanying unaudited interim consolidated financial statements, prepared in
accordance with Canadian generally accepted accounting principles (“GAAP”), contain all adjustments necessary to
present fairly the financial position of Cogeco Cable Inc. (“the Corporation”) as at May 31, 2008 and August 31, 2007
as well as its results of operations and its cash flow for the three and nine-month periods ended May 31, 2008 and
2007.
While management believes that the disclosures presented are adequate, these unaudited interim consolidated
financial statements and notes should be read in conjunction with Cogeco Cable Inc.’s annual consolidated financial
statements for the year ended August 31, 2007. These unaudited interim consolidated financial statements follow the
same accounting policies as the most recent annual consolidated financial statements, except for the adoption of the
new accounting policies on financial instruments described below.
Financial instruments
Effective September 1, 2007, the Corporation adopted the Canadian Institute of Chartered Accountants (“CICA”)
Handbook Section 1530, Comprehensive Income, Section 3855, Financial Instruments – Recognition and
Measurement, Section 3861, Financial Instruments – Disclosure an d Presentation and Section 3865, Hedges.
Statement of Compreh ensive Income
A new statement, entitled Consolidated Statements of Comprehensive Income, was added to the Corporation’s
consolidated financial statements and includes net income as well as other comprehensive income. Other
comprehensive income represents changes in shareholders’ equity arising from transactions and events from non-
owner sources, such as changes in foreign currency translation adjustments of net investments in self-sustaining
foreign subsidiaries and long-term debt designated as a hedge of net investments in self-sustaining foreign
subsidiaries and changes in the fair value of effective cash flow hedging in struments.
Recognition and Measurement of Financial Instruments
Under these new standards, all financial assets, including derivatives, must be classified as available for sale, held for
trading, held to maturity, or loans and receivables. All financial liabilities, including derivatives, must be classified as
held for trading or other liabilities. All financial instruments classified as available for sale or held for trading are
recognized at fair value on the consolidated balance sheet while financial instruments classified as loans and
receivables or other liabilities will continue to be measured at amortized cost using the effective interest rate method.
The standards allow the Corporation to designate certain financial instruments, on initial recognition, as held for
trading.
All of the Corporation's financial assets are classified as held for trading or loans and receivables. The Corporation
has classified its cash and cash equivalents as held for trading. Accounts receivable has been classified as loans and
receivables. All of the Corporation’s financial liabilities were classified as other liabilities, except for the cross-currency
swaps, which were classified as held for trading. Held for trading assets and liabilities are carried at fair value on the
consolidated balance sheet, with changes in fair value recorded in the consolidated statements of income, except for
the changes in fair value of the cross-currency swaps, which are designated as cash flow hedges of the Senior
Secured Notes Series A and are recorded in other comprehensive income. Loans and receivables and all financial
liabilities are carried at amortized cost using the effective interest method. Upon adoption, the Corporation determined
that none of its financial assets are classified as available for sale or held to maturity. Except for the treatment of
transaction costs and derivative financial instruments mentioned below, the provisions of the new accounting
standards had no impact on the con solidated financial statements on September 1, 2007 a nd May 31, 2008.
- 31 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
1. Basis of Presentation (continued)
Transaction costs
Effective September 1, 2007, transaction costs are capitalized on initial recognition and presented as a reduction of
the related financing, except for transaction costs on the revolving loan and the swingline facility, which are presented
as deferred charges. These costs are amortized over the term of the related financing using the effective interest rate
method, except for transaction costs on the revolving loan and the swingline facility, which are amortized over the
term of the related financing on a straight-line basis. Previously, all transaction costs were capitalized and amortized
on a straight-line basis over the term of the related financing, over a period not exceeding five years. The impact of
these adjustments reduced deferred charges by $1.2 million, reduced long-term debt by $3.1 million, increased future
income tax liabilities by $0.6 million and increased retained earnings by $1.3 million.
Cash flow hedge
All derivatives are measured at fair value with changes in fair value recorded in the consolidated statements of income
unless they are effective cash flow hedging instruments. The changes in fair value of cash flow hedging derivatives
are recorded in other comprehensive income, to the extent effective, until the variability of cash flows relating to the
hedged asset or liability is recognized in the consolidated statements of income. Any hedge ineffectiveness is
recognized in the consolidated statements of income immediately. Accordingly, the Corporation’s cross-currency
swaps must be measured at fair value in the consolidated financial statements. Since these cross-currency swaps are
used to hedge cash flows on Senior Secured Notes Series A denominated in U.S. dollars, the changes in fair value
are recorded in other comprehensive income. The impact of measuring the cross-currency swaps at fair value on the
interim consolidated financial statements on September 1, 2007, increased derivative financial instrument liabilities by
$83.5 million, decreased deferred credit presented in long-term debt by $80.2 million, decreased future income tax
liabilities by $1.1 million and decreased opening accumulated other comprehensive income by $2.2 million. The
impact of measuring the cross-currency swaps at fair value on the interim consolidated financial statements for the
three-month period ended May 31, 2008 decreased derivative financial instrument liabilities by $1.6 million, increased
future income tax liabilities by $0.1 million and increased accumulated other comprehensive income by $0.2 million.
The impact of measuring the cross-currency swaps at fair value on the interim consolidated financial statements for
the nine-month period ended May 31, 2008 increased derivative financial instrument liabilities by $7.8 million,
decreased future income tax liabilities by $0.6 million and increased accumulated other comprehensive income by
$1.1 million.
Net investment hedge
Financial statements of self-sustaining foreign subsidiaries are translated using the rate in effect at the balance sheet
date for asset and liability items, and using the average exchange rates during the period for revenue and expenses.
Adjustments arising from this translation are deferred and recorded as foreign currency translation adjustments in
accumulated other comprehensive income and are included in income only when a reduction in the investment in
these foreign subsidiaries is realized. Unrealized foreign exchange gains and losses on long-term debt denominated
in foreign currency, that is designated as a hedge of net investments in self-sustaining foreign subsidiaries are
recorded as foreign currency translation adjustments in accumulated other comprehensive income, net of income
taxes. As a result, an amount of $3.1 million was reclassified as at August 31, 2007 from the foreign currency
translation adjustment to the accumulated other comprehensive income and the Corporation’s comparative financial
statements were restated in accordance with transitional provisions.
- 32 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
1. Basis of Presentation (continued)
Embedded derivatives
All embedded derivatives that are not closely related to the host contracts are measured at fair value, with changes in
fair value recorded in the consolidated statements of income. On September 1, 2007 and as at May 31, 2008, there
are no significant embedded derivatives or non-financial derivatives that require separate fair value recognition on the
consolidated balance sheet. In accordance with the new standards, the Corporation selected September 1, 2002, as
its transition date for adopting the standard related to embedded derivatives.
Upcoming standards
In 2006, the CICA issued Handbook Section 3862, Financial Instruments – Disclosures, and Section 3863, Financial
Instruments – Presentation. These Sections are to be applied to interim and annual financial statements relating to
fiscal years beginning on or after October 1, 2007. The Corporation is currently evaluating the impact of these new
standards.
Accounting changes
In July 2006, the CICA issued Section 1506, Accounting Changes, which modifies certain aspects of the previous
standard. A reporting entity may not change its accounting method unless required by primary source of GAAP or to
provide a more reliable and relevant presentation of the financial statements. In addition, changes in accounting
methods must be applied retroactively and additional information must be disclosed. This Section applies to interim
and annual financial statements relating to fiscal years beginning on or after January 1, 2007. During the first quarter,
the Corporation adopted this new standard and concluded that it had no significant impact on these consolidated
financial statements.
Future accounting pronouncements
Goodwill and intangible assets
In February 2008, the CICA issued Section 3064, Goodwill and intangible assets, replacing Section 3062, Goodwill
and other intangible assets and Section 3450, Research and development costs. The new Section establishes
standards for the recognition, measurement, presentation and disclosure of goodwill subsequent to its initial
recognition and of intangible assets by profit-oriented enterprises. Standards concerning goodwill are unchanged from
the standards included in the previous Section 3062. The new Section will be applicable to interim and annual
financial statements relating to fiscal years beginning on or after October 1, 2008. The Corporation is currently
evaluating the impact of the adoption of this new Section on its consolid ated financial statements.
- 33 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
2. Business acquisition
Acquisition of MaXess Networx®
On March 31, 2008, the Corporation completed the acquisition of all the assets of MaXess Networx®, ENWIN Energy
Ltd.’s telecommunications division (City of Windsor’s energy company) for a total consideration of $15.6 million.
MaXess Networx® operates a broadband network equipped with next generation ATM and Ethernet technology and
provides organizations in south-western Ontario with the broadband capacity required for data networking, high-speed
Internet access, e-business applications, video conferencing and other advanced commu nications.
The acquisition was accounted for using the purchase method. The results of MaXess Networx® have been
consolidated as of the acquisition date.
The allocation of the purchase price of the acquisition is as follow:
$
(unaudited)
Consideration paid
Assets purchase price 15,555
Acquisition costs 550
16,105
Net assets acquired
Accounts receivable 276
Prepaid expenses
511
Fixed assets
13,794
Customer relationships
1,890
Accounts payable and ac c rued lia bilities assume d
(350)
Deferred and prepaid income
(16)
16,105
- 34 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
3. Segmented Information
The Corporation’s activities are comprised of Cable Television, High Speed Internet and Telephony services. The
Corporation considers its Cable Television, High Speed Internet and Telephony activities as a single operating
segment. The Corporation’s activities are carried out in Canada and Europe.
The principal financi al information per business segment is pre sente d in the tables below:
Canada Europe Consolidated
Three months ended May 31,
(unaudited)
2008
2007
2008
2007
2008
2007
$
$
$
$
$
$
Revenue 210,928
182,763
64,016
57,849
274,944
240,612
Operating costs 117,580
103,778
39,874
38,960
157,454
142,738
Operating income before amort iz ati o n 93,348
78,985
24,142
18,889
117,490
97,874
Amortization 38,219
33,624
19,990
13,654
58,209
47,278
Operating income 55,129
45,361
4,152
5,235
59,281
50,596
Financial expens e (revenu e) 17,493
19,191
(121)
2,082
17,372
21,273
Income taxes 12,157
8,629
(1,390)
313
10,767
8,942
Net income 25,479
17,541
5,663
2,840
31,142
20,381
Net assets employed
(1) (2)
1,806,367
1,744,616
685,042
653,681
2,491,409
2,398,297
Total assets
(2)
2,009,214
1,955,218
798,303
759,121
2,807,517
2,714,339
Fixed assets
(2)
855,634
811,982
319,341
307,516
1,174,975
1,119,498
Goodwill
(2)
367,772
342,584
367,772
342,584
Acquisition of fixed assets 39,572
43,237
12,306
8,580
51,878
51,817
(1)
Total assets less cash and cash equivalents, accounts payable and accrued liabilities and deferred and prepaid income.
(2)
As at May 31, 2008 and August 31, 2007.
- 35 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
3. Segmented Information (continued)
Canada Europe Consolidated
Nine months ended May 31,
(unaudited)
2008
2007
2008
2007
2008
2007
$
$
$
$
$
$
Revenue 612,337
525,620
179,542
168,946
791,879
694,566
Operating costs 342,949
305,733
115,908
111,938
458,857
417,671
Management fees – COGECO Inc. 8,714
8,568
8,714
8,568
Operating income before amort iz ati o n 260,674
211,319
63,634
57,008
324,308
268,327
Amortization 110,990
96,391
55,895
38,768
166,885
135,159
Operating income 149,684
114,928
7,739
18,240
157,423
133,168
Financial expens e (revenu e) 51,327
64,256
(84)
1,789
51,243
66,045
Income taxes 8,341
16,086
(3,577)
2,714
4,764
18,800
Net income 90,016
34,586
11,400
13,737
101,416
48,323
Net assets employed
(1) (2)
1,806,367
1,744,616
685,042
653,681
2,491,409
2,398,297
Total assets
(2)
2,009,214
1,955,218
798,303
759,121
2,807,517
2,714,339
Fixed assets
(2)
855,634
811,982
319,341
307,516
1,174,975
1,119,498
Goodwill
(2)
367,772
342,584
367,772
342,584
Acquisition of fixed assets 125,042
136,815
37,437
28,971
162,479
165,786
(1)
Total assets less cash and cash equivalents, accounts payable and accrued liabilities and deferred and prepaid income.
(2)
As at May 31, 2008 and August 31, 2007.
4. Amortization
Three months ended May 31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited)
(unaudited) (unaudited)
(unaudited)
Fixed assets 49,953 42,268 142,646 120,026
Deferred charges 5,481 5,010 16,473 15,133
Intangible assets 2,775 7,766
58,209 47,278 166,885 135,159
- 36 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
5. Financial expense
Three months ended May 31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited)
(unaudited) (unaudited)
(unaudited)
Interest on long-term debt 17,455 17,944 50,534 60,523
Amortization of deferred financing costs 408 532 1,222 1,713
Other (491) 2,797 (513) 3,809
17,372 21,273 51,243 66,045
6. Income Taxes
Three months ended May31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited)
(unaudited) (unaudited)
(unaudited)
Current 5,985 1,081 17,244 5,265
Future 4,782 7,861 (12,480) 13,535
10,767 8,942 4,764 18,800
The following table provides the reconciliation between Canadian statutory federal and provincial income taxes and
the consolidated income tax expense:
Three months ended May 31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited)
(unaudited) (unaudited)
(unaudited)
Income before income taxes 41,909 29,323 106,180 67,123
Combined income tax rate 33.51 % 34.96 % 33.51 % 34.96 %
Income taxes at combined income tax rate 14,044 10,251 35,581 23,466
Loss or income subject to lower or higher tax rates (1,006) (707) (1,688) (473)
Decrease in future income taxes as a result of decreases
in substantively enacted tax rates
(24,002)
Income taxes arising from non-deductible expenses 292 193 585 523
Effect of foreign income tax rate differences (2,821) (788) (6,198) (3,037)
Benefit related to prior years’ minimum income taxes paid (1,475)
Other 258 (7) 486 (204)
Income taxes at effective income tax rate 10,767 8,942 4,764 18,800
- 37 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
7. Earnings per Share
The following table provides the recon ciliation between basic and diluted earnings per share:
Three months ended May 31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Net income 31,142 20,381 101,416 48,323
Weighted average number of multiple voting and subordinate
voting shares outstanding
48,502,621
45,254,307
48,460,946
42,290,852
Effect of dilutive stock options
(1)
247,271 405,175 294,950 323,832
Weighted average number of diluted multiple voting and
subordinate voting shares outstanding
48,749,892
45,659,482
48,755,896
42,614,684
Earnings per share
Basic 0.64 0.45 2.09 1.14
Diluted 0.64 0.45 2.08 1.13
(1)
For t he three and nine-mo nth p eriod s end ed May 31, 2008, 114, 87 9 and 103, 963 s tock opti ons (7 13 an d 47,8 45 in 2007) w ere exc luded from the calculati on
of diluted earnings per share since the exercise price of the options was greater than the average share price of the subordinate voting shares.
8. Goodwill and Other Intangible Assets
May 31, 2008 August 31, 2007
$ $
(unaudited) (audited)
Customer relationships 67,735 68,858
Customer base
989,552 989,552
1,057,287 1,058,410
Goodwill
367,772 342,584
1,425,059 1,400,994
- 38 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
8. Goodwill and Other Intangible Assets (continued)
a) Intangible assets
During the first nine months, intangible assets variations were as follows:
Customer
relationships
Customer
base
Total
$ $ $
(unaudited) (unaudited) (unaudited)
Balance as at August 31, 2007 68,858 989,552 1,058,410
Business acquisition (note 2) 1,890 – 1,890
Amortization (7,766) – (7,766)
Foreign currency translation adjustment 4,753 – 4,753
Balance as at May 31, 2008 67,735 989,552 1,057,287
b) Goodwill
During the first nine months, goodwill variation was as follows:
$
(unaudited)
Balance as at August 31, 2007 342,584
Foreign currency translation adjustment
25,188
Balance as at May 31, 2008 367,772
- 39 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
9. Long-Term Debt
Maturity Interest rate May 31, 2008 Augus t 31, 20 07
% $
$
(unaudited)
(audited)
Parent company
Term Facility
Term loan – €104,551,500 2011 5.56
(1)
160,631
150,450
Term loan – €17,358,700 2011 5.06
(1)
26,638
24,979
Revolving loan – €115,500,000 (€196,725,000 as at August 31, 2007) 2011 5.19
(1)
178,424
283,087
Senior Secured Debentures Series 1 2009 6.75 149,753
150,000
Senior – Secured Notes
Series A – US$150 million 2008 6.83
(2)
148,782
158,430
Series B 2011 7.73 174,291
175,000
Senior Unsecured Debenture
(3)
2018 5.94 99,759
Deferred credit
(4)
2008
80,220
Subsidiaries
Obligations under capital leases 2012 6.42 – 8.30 6,205
5,760
944,483
1,027,926
Less current portion 166,252
17,292
778,231
1,010,634
(1)
Average interest rate on debt as at May 31, 2008, including stamping fees.
(2)
Cross-currency swap agreements have resulted in an effective interest rate of 7.254% on the Canadian dollar equivalent of the U.S. denominated debt.
(3)
On January 8, 2008, the Corporation and the Solidarity Fund QFL entered into an agreement to issue a $100 million senior unsecured debenture by way of
a private placem ent, subject to usua l market conditions . The debenture is redee mable at the Corporat ion’s option at any ti me, in whole or in part, prior t o
maturity, at 100% of the principal amount plus a make-whole premium.
(4)
The def erred credit represents the amount tha t was deferred for hedge accounting pur poses as at August 31, 2007 under cros s-currency swaps entered
into by the Corpor ation to hedge Senior Secured Notes Series A deno minated in U.S. dollars . In accordance with the stan dards on financ ial instruments,
the Corporation’s cross-currency swaps are now presented as derivative financial instrument liabilities (see note 1).
- 40 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
10. Capital Stock
Authorized, an unlimited number
Class A Preference shares, without voting rights, redeemable by the Corporation and retractable at the option of the
holder at any time at a price of $1 per share, carrying a cumulative preferential cash dividend at a rate of 11% of the
redemption price per year.
Class B Preference shares, without voting rights, could be issued in series.
Multiple voting shares, 10 votes per share.
Subordinate voting shares, 1 vote per share.
May 31, 2008 August 31, 2007
$ $
(unaudited) (audited)
Issued
15,691,100 multiple voting shares 98,346 98,346
32,813,371 subordinate voting shares (32,663,587 as at August 31, 2007) 890,228 886,059
988,574 984,405
During the period, subordinate voting share transactions were as follows:
Nine months ended Twelve months ended
May 31, 2008 August 31, 20 07
Number of shares Amount Number of shares Amount
$ $
(unaudited) (unaudited) (audited) (audited)
Balance at beginning 32,663,587 886,059 24,308,112 532,112
Shares issued for cash consideration – – 8,000,000 345,950
Shares issued for cash under the Employee Stock Purchase Plan and
the Stock Option Plan
149,784
3,354
355,475
7,014
Compensation expense previously recorded in contributed surplus for
options exercised
815
983
Balance at end 32,813,371 890,228 32,663,587 886,059
- 41 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
10. Capital Stock (continued)
Stock-based plans
The Corporation offers, for the benefit of its employees and those of its subsidiaries, an Employee Stock Purchase
Plan and a Stock Option Plan for certain executives, which are described in the Corporation’s annual consolidated
financial statements. During the first nine months, the Corporation granted 113,084 stock options (201,587 in 2007)
with an exercise price of $41.45 to $49.82 ($26.63 to $44.54 in 2007) of which 22,683 stock options (57,247 in 2007)
were granted to COGECO Inc.’s employees. In 2007, the Corporation also granted 376,000 conditional stock options
with an exercise price of $26.63, of which 262,400 stock options were granted to COGECO Inc.’s employees. These
conditional options vest over a period of three years beginning one year after the day such options are granted and
are exercisable over ten years. The vesting of these options is conditional to the achievement of certain yearly
financial objectives by the Portuguese subsidiary, Cabovisão — Televisão por Cabo, S.A., over a period of three
years. During the three and nine-month periods ended May 31, 2008, the Corporation charged an amount of $99,000
and $280,000 with regards to the Corporation’s options granted to Cogeco Inc.’s employees. The Corporation records
compensation expense for options granted on or after September 1, 2003. As a result, a compensation expense of
$496,000 and $1,222,000 ($538,000 and $1,439,000 in 2007) was recorded for the three and nine-month periods
ended May 31, 2008.
The fair value of stock options granted for the nine-month period ended May 31, 2008 was $12.59 ($7.39 in 2007) per
option. The fair value of each option granted was estimated at the grant date for purposes of determining the stock-
based compensation expense using the binomial option pricing model based on the following assumptions:
2008 2007
% %
(unaudited) (audited)
Expected dividend yield
0.90 1.27
Expected volatility
27 32
Risk-free interest rate
4.25 4.05
Expected life in years
4.0 4.0
As at May 31, 2008, the Corporation had outstanding stock options providing for the subscription of 862,237
subordinate voting shares. These stock options, which include 250,667 conditional stock options, can be exercised at
various prices ranging from $7.05 to $4 9.82 and at various dates up to May 17, 2018.
The Corporation also had a Performance Unit Plan for key employees, which was terminated in June 2007. A
compensation expense of $265,000 and $597,000 was recorded for the three and nine-month periods ended May 31,
2007 related to this plan.
In April 2007, the Corporation established a deferred share unit plan (“DSU Plan”) which is described in the
Corporation’s annual consolidated financial statements. During the first nine months, the Corporation awarded 3,559
deferred share units to the participants in connection with the DSU Plan. A compensation expense of $144,000 was
recorded for the three and nine month p eriods ended May 31, 2008 related to this plan.
- 42 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
11. Accumulated Other Com prehensive Income (Loss)
Translation of net
investments in self-
sustaining foreign
subsidiaries
Cash flow hedges
Total
$ $ $
(unaudited) (unaudited) (unaudited)
Balance as at August 31, 2007 (3,110) – (3,110)
Cumulative effect of changes in accounting policy (note 1) – (2,231) (2,231)
Other comprehensive income 16,150 1,136 17,286
Balance as at May 31, 2008 13,040 (1,095) 11,945
12. Statements of Cash Flow
a) Changes in non-cash operating items
Three months ended May 31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Accounts receivable (174) 4,665 (4,594) (4,374)
Income taxes receivable 32 1,679 4 (2,586)
Prepaid expenses 1,209 (993) 1,778 (586)
Accounts payable and ac c rued lia bilities 10,133 (28,876) (22,366) (97,382)
Income tax liabilities 5,511 2 14,352 349
Deferred and prepaid income 259 494 (894) 3,034
16,970 (23,029) (11,720) (101,545)
b) Other information
Three months ended May 31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Fixed asset acquisitions through capital leases 971 561 2,417 2,793
Financial expense paid 20,215 25,098 52,099 69,082
Income taxes paid (received) 524 (681) 2,997 6,983
- 43 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
13. Employee Future Benefits
The Corporation and its Canadian subsidiaries offer their employees contributory defined benefit pension plans, a
defined contribution pension plan or a collective registered retirement savings plan, which are described in the
Corporation’s annual consolidated financial statements. The total expenses rel ated to these plans are as follows:
Three months ended May 31, Nine months ended May 31,
2008 2007 2008 2007
$ $ $ $
(unaudited) (unaudited) (unaudited) (unaudited)
Contributory defined benefit pension plans 283 230 847 690
Defined contribution pension plan and collective registered
retirement savings plan
767
678
2,206
1,703
1,050 908 3,053 2,393
14. Contingent liability
The Canadian Radio-television and Telecommunications Commission (“CRTC”) collects two different types of fees
from broadcast licensees. These are known as Part I and Part II fees. In 2003 and 2004, lawsuits were commenced in
the Federal Court, alleging that the Part II licence fees are taxes rather than fees and that the regulations authorizing
them are unlawful. On December 14, 2006, the Federal Court ruled that the CRTC did not have the jurisdiction to
charge Part II fees. The Court ruled that licensees were not entitled to a refund of past fees paid. Both the Crown and
the applicants have appealed this case to the Federal Court of Appeal. The applicants are seeking an order requiring
a refund of past fees paid. The Crown is seeking to reverse the finding that Part II fees are unlawful. On October 1
st
,
2007, the CRTC sent a letter to all broadcast licensees, including Cogeco Cable Inc. The letter stated that the CRTC
will not collect Part II license fees due on November 30, 2007, and subsequent years, unless the Federal Court of
appeal or the Supreme Court of Canada (should the case be appealed to that level) reverses the Federal Court’s
decision. The Appeal hearing was held on December 4
th
and 5
th
, 2007 in Ottawa and a decision was rendered on
April 28, 2008 in favour of the Crown, to the effect that the fees are valid regulatory charges. On June 26 and 27,
2008, the Plaintiffs filed applications for leave to appeal to the Supreme Court of Canada. The Defendant must
respond to these applications within 60 days. The Corporation have accrued the full amount with respect to these fees
for fiscal year 2007 and the first nine months of fiscal 2008.
- 44 -
COGECO CABLE INC.
Notes to Consolidated Financial Statements
May 31, 2008
(unaudited)
(amounts in tables are in thousands of dollars, except number of shares and per share data)
15. Subsequent events
Acquisition of FibreWired Burlington Hydro Communications
On May 1, 2008, the Corporation announced the acquisition of all the assets of FibreWired Burlington Hydro
Communications, Burlington Hydro Electric's telecommunications division (City of Burlington’s energy company) for a
total purchase price of $12.5 million. FibreWired Burlington Hydro Communications operates a broadband network
equipped with next generation ATM and Ethernet technology. This enables FibreWired Burlington Hydro
Communications to provide organizations in Burlington with the broadband capacity required for data networking,
high-speed Internet access, e-business applications, video conferencing and other advanced communications. The
Corporation, which also offers broadband services to organizations in Burlington, will use this network to expand its
service offering in the area. FibreWired Burlington Hydro Communications customers will also benefit from the
Corporation’s suite of business products and gain access to the Corporation’s extensive fibre network spanning
Ontario and Quebec. The acquisition was completed on June 30, 2008.
Acquisition of Toronto Hydro Telecom Inc.
On June 13, 2008 the Corporation announced the acquisition of all of the shares of Toronto Hydro Telecom Inc.
(“THTI”), the telecommunications subsidiary of Toronto Hydro Corporation (City of Toronto’s energy company) for a
total purchase price of $200 million, subject to certain conditions, including regulatory approval by the Commissioner
of Competition. In addition, the Corporation will assume a working capital deficiency and liabilities of approximately
$4 million.
THTI offers data communications and other telecommunications services such as Ethernet, private line,
Voice-over-Internet protocol (“VoIP”), high-speed Internet access, dark fibre, data storage, data security and co-
location to a wide range of business customers and organizations throughout the Greater Toronto Area (“GTA”). This
agreement will allow the Corporation to further the development of its business telecommunications activities.
16. Comparative figures
Certain comparative figures have been reclassified to conform to the current year’s presentation.