CRTC denies requests to delay hearing on Rogers’s proposed takeover of Shaw

Canada’s telecom regulator has denied requests to delay a coming hearing into Rogers Communications Inc.’s $26-billion takeover of Shaw Communications Inc., after a B.C. Supreme Court ruling resolved uncertainty surrounding who sits on Rogers’s board.

Advocacy groups and two rival telecoms, BCE Inc. BCE-T and Telus Corp. T-T, asked the Canadian Radio-television and Telecommunications Commission to postpone its Nov. 22 hearing in light of the boardroom and family drama that has engulfed Rogers in recent weeks.

Earlier this month, a B.C. Supreme Court judge ruled that a move by chair Edward Rogers to reconstitute the company’s board without holding a shareholder meeting is legally valid.

In a Nov. 12 letter, the CRTC’s secretary-general, Claude Doucet, said the Nov. 5 ruling by Justice Shelley Fitzpatrick has resolved uncertainty surrounding the control of Rogers and that the coming hearing will proceed as planned.

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“We look forward to appearing in front of the CRTC on November 22 and sharing in detail the benefits of this transaction to Canadians, to the broadcasting system and to Canada’s economy,” Andrew Garas, director of media relations at Rogers, said in a statement.

However, Telus argued in a letter dated Nov. 8 that there remains “considerable uncertainty” regarding the company’s leadership, adding that Mr. Rogers has made inconsistent statements about the company’s chief executive officer, Joe Natale. Mr. Rogers said in an affidavit filed with the B.C. court last month that he had long-standing concerns about Mr. Natale’s performance. But more recently, Mr. Rogers said Mr. Natale has the board’s support.

Three federal bodies are reviewing the Shaw acquisition. In addition to regulatory approval from the CRTC, the deal requires approvals from the Competition Bureau and the Ministry of Innovation, Science and Economic Development.

The CRTC is reviewing whether Rogers should be permitted to acquire Shaw’s broadcasting distribution business, which includes a satellite TV service called Shaw Direct, and cable networks in British Columbia, Alberta, Saskatchewan, Manitoba and Northern Ontario.

In a letter dated Nov. 10, the CRTC said Rogers has excluded the value of Shaw’s ground-based video on demand and pay-per-view services because it is not planning to operate those services, nor is it seeking permission to acquire them.

“Certain interveners have questioned the exclusion of the revenues associated with these services from the value of the transaction,” Mr. Doucet wrote.

“The Commission hereby notifies Rogers that it intends to question its proposed calculation of the value of the transaction at the hearing and may ask … Rogers to submit a revised calculation for the value of the transaction and its associated tangible benefits package following this questioning.”

The power struggle at Rogers erupted after Mr. Rogers attempted to replace Mr. Natale with then-chief financial officer Tony Staffieri. The move met resistance from the company’s independent directors and from Mr. Rogers’s mother, Loretta Rogers, as well as his sisters Martha Rogers and Melinda Rogers-Hixon.

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