ROGERS COMMUNICATIONS INC — Major Shareholding Notification 2021

Feb 12, 2021

SC 13G/A 1 d118943dsc13ga.htm SC 13G/A SC 13G/A

UNITED STATES

Securities and Exchange Commission

Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No. 1)

ROGERS COMMUNICATIONS INC

(Name of Issuer)

CL B

(Title of Class of Securities)

775109200

(CUSIP Number)

Dec 31, 2020

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☒ Rule 13d-1(b)

☐ Rule 13d-1(c)

☐ Rule 13d-1(d)

• The remainder of this cover page shall be filled out for a reporting person’s initial filing in this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

SCHEDULE 13G/A/A

CUSIP No. 775109200

1)	Name of Reporting Person Bank Of Montreal
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization Canada

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power: 18,039,074
6)	Shared Voting Power:
7)	Sole Dispositive Power: 20,387,046
8)	Shared Dispositive Power: 1,214

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 20,394,360
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 5.1792%
12)	Type of Reporting
Person HC

SCHEDULE 13G/A/A

CUSIP No. 775109200

1)	Name of Reporting Person BMO Capital Markets Corp.
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization United
States

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power: 3,597,138
6)	Shared Voting Power:
7)	Sole Dispositive Power: 3,597,138
8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 3,597,138
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 0.9135%
12)	Type of Reporting
Person FI

SCHEDULE 13G/A/A

CUSIP No. 775109200

1)	Name of Reporting Person BMO NESBITT BURNS INC.
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization Canada

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power: 4,089,149
6)	Shared Voting Power:
7)	Sole Dispositive Power: 4,089,149
8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 4,089,149
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 1.0384%
12)	Type of Reporting
Person FI

SCHEDULE 13G/A/A

CUSIP No. 775109200

1)	Name of Reporting Person BMO PRIVATE INVESTMENT COUNSEL INC.
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization Canada

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power: 1,664,667
6)	Shared Voting Power:
7)	Sole Dispositive Power: 1,664,667
8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 1,664,667
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 0.4227%
12)	Type of Reporting
Person IA

SCHEDULE 13G/A/A

CUSIP No. 7751092200

1)	Name of Reporting Person BMO ASSET MANAGEMENT INC.
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization Canada

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power: 8,680,721
6)	Shared Voting Power:
7)	Sole Dispositive Power: 11,028,693
8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 11,028,693
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 2.8007%
12)	Type of Reporting
Person IA

SCHEDULE 13G/A

CUSIP No. 775109200

1)	Name of Reporting Person BMO Asset Management Limited
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization United
Kingdom

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power:
6)	Shared Voting Power:
7)	Sole Dispositive Power:
8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 6,100
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 0.0015%
12)	Type of Reporting
Person IA

SCHEDULE 13G/A

CUSIP No. 775109200

1)	Name of Reporting Person BMO ASSET MANAGEMENT CORP.
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization United
States

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power: 7,021
6)	Shared Voting Power:
7)	Sole Dispositive Power: 7,021
8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 7,021
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 0.0017%
12)	Type of Reporting
Person IA

SCHEDULE 13G/A

CUSIP No. 775109200

1)	Name of Reporting Person BMO FAMILY OFFICE LLC
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization United
States

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power:
6)	Shared Voting Power:
7)	Sole Dispositive Power:
8)	Shared Dispositive Power: 1,214

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 1,214
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 0.0003%
12)	Type of Reporting
Person IA

SCHEDULE 13G/A

CUSIP No. 775109200

1)	Name of Reporting Person BMO Global Asset Management (Asia) Limited
2)	Check the Appropriate Box
if a Member of a Group (a) ☐ (b) ☐
3)	SEC Use Only
4)	Citizenship or Place of
Organization Hong
Kong

Number of Shares Beneficially Owned by Each Reporting Person With:	Sole Voting Power: 378
6)	Shared Voting Power:
7)	Sole Dispositive Power: 378
8)	Shared Dispositive Power:

9)	Aggregate Amount Beneficially Owned by Each Reporting Person 378
10)	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares ☐
11)	Percent of
Class Represented by Amount in Row (9) 0%
12)	Type of Reporting
Person IA

SCHEDULE 13G/A

CUSIP No. 775109200

ITEM 1(a). Name of Issuer.

ROGERS COMMUNICATIONS INC

ITEM 1(b). Address of Issuer’s Principal Executive Offices.

333 Bloor Street East

10 th Floor

Toronto, Ontario A6 M4W 1G9

ITEM 2(a). Names of Persons Filing.

Bank Of Montreal

BMO CAPITAL MARKETS CORP.

BMO NESBITT BURNS INC.

BMO PRIVATE INVESTMENT COUNSEL INC.

BMO ASSET MANAGEMENT INC.

BMO ASSET MANAGEMENT LIMITED

BMO ASSET MANAGEMENT CORP.

BMO FAMILY OFFICE LLC

BMO GLOBAL ASSET MANAGEMENT (ASIA) LIMTED

ITEM 2(b). Address of Principal Business Office or, if none, Residence.

Bank of Montreal

1 First Canadian Place

Toronto, Ontario, Canada M5X 1A1

BMO Capital Markets Corp.

3 Times Square

New York, NY 10036

BMO Nesbitt Burns, Inc.

IBG Finance Dept.

FCP – 7 th Floor

Toronto, ON, Canada M5X 1H3

BMO Private Investment Counsel Inc.

1 First Canadian Place

P.O. Box 150

9 th Floor

Toronto, ON, Canada M5X 1H3

BMO Asset Management, Inc.

Royal Trust Tower

77 King Street West

Suite 4200

Toronto, ON, Canada M5K 1J5

BMO Asset Management Limited

Exchange House, 8 th Floor, Primrose Street

London, EC2A 2NY

BMO Asset Management Corp.

190 South LaSalle Street

Chicago, IL 60603

BMO Family Office, LLC

111 W. Monroe Street, Suite 12W

Chicago, IL 60603

BMO Global Asset Management (Asia) Limited

3808 One Exchange Square Central

Hong Kong, Hong Kong

ITEM 2(c). Citizenship or Place of Organization.

Bank Of Montreal is organized under the laws of Canada

BMO Capital Markets Corp. is organized under the laws of United States

BMO NESBITT BURNS INC. is organized under the laws of Canada

BMO PRIVATE INVESTMENT COUNSEL INC. is organized under the laws of Canada

BMO ASSET MANAGEMENT INC. is organized under the laws of Canada

BMO Asset Management Limited is organized under the laws of United Kingdom

BMO ASSET MANAGEMENT CORP. is organized under the laws of United States

BMO FAMILY OFFICE LLC is organized under the laws of United States

BMO Global Asset Management (Asia) Limited is organized under the laws of Hong Kong

ITEM 2(d). Title of Class of Securities.

CL B

ITEM 2(e). CUSIP Number.

775109200

ITEM 3. If this statement is filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(a) ☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o);

(b) ☒ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c);

(c) ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c);

(d) ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);

(e) ☒ An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E);

(f) ☐ An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F);

(g) ☒ A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G);

(h) ☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i) ☐ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

(j) ☒ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J);

(k) ☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K).

ITEM 4. Ownership.

The information contained in Items 5 – 11 on the cover pages is incorporated herein by reference.

ITEM 5. Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☐.

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.

Bank of Montreal is reporting on this Schedule 13G/A securities held through its subsidiaries, BMO Capital Markets Corp., BMO Nesbitt Burns Inc., BMO Private Investment Counsel Inc., BMO Asset Management Inc., BMO Asset Management Limited, BMO Asset Management Corp, BMO Family Office, LLC and BMO Global Asset Management (Asia) Limited as fiduciaries for certain employee benefit plans, trust and/or customer accounts. As a result, participants in the plans, trust beneficiaries and customers are entitled to receive, or have the power to direct the receipt of, dividends and proceeds from the sale of such securities. No such person is known to have such an interest relating to more than five percent of the class of subject securities.

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person

Bank of Montreal is the ultimate parent company of BMO Capital Markets Corp., a broker-dealer registered under Section 15 of the Securities Exchange Act of 1934 and an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a U.S. institution, BMO Nesbitt Burns Inc., a non-U.S. institution, BMO Private Investment Counsel Inc., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a non-U.S. institution, BMO Asset Management Inc., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a non-U.S. institution, and BMO Asset Management Limited, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and non-U.S. institution, BMO Asset Management Corp., an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a U.S. institution, BMO Family Office, LLC, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a U.S. institution and BMO Global Asset Management (Asia) Limited, an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and a non-U.S. institution.

ITEM 8. Identification and Classification of Members of the Group.

Not Applicable

ITEM 9. Notice of Dissolution of Group.

Not Applicable

ITEM 10. Certifications.

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated as of the 12 th day of February, 2021.

BANK OF MONTREAL
/s/ Eric Moss
Eric Moss
Senior Vice President, Deputy General
Counsel & Chief Compliance Officer