Telus completes privatization of Telus International

Executive Summary

• Telus Corp. has completed the privatization and acquisition of all outstanding shares of Telus Digital (Telus International (Cda) Inc.), resulting in Telus owning 100% of the company.
• The transaction involved an aggregate consideration of approximately $539 million (U.S.), paid in a mix of cash and Telus common shares, with no fractional shares issued.
• Telus expects the integration to generate approximately $150 million in annualized cash synergies through operational efficiencies, including AI-driven automation and business simplification.

Key Details

• Transaction Structure: Telus acquired all outstanding multiple voting and subordinate voting shares of Telus Digital not already owned by Telus.
• Total Consideration: Approximately $539 million (U.S.).
• Payment Terms: Shareholders could elect to receive:
  • (a) $4.50 (U.S.) in cash;
  • (b) 0.273 of a Telus common share; or
  • (c) $2.25 (U.S.) in cash and 0.136 of a Telus share.
• Shareholder Elections:
  • 106,755,480 shares elected cash consideration.
  • 448,976 shares elected share consideration.
  • 12,697,517 shares elected combination consideration.
• Final Payout: Telus issued an aggregate of 1,849,374 Telus shares (representing less than 1% of outstanding Telus shares) and paid $508,970,041.54 (U.S.) in cash.
• Synergies: Expected $150 million in annualized cash synergies via accelerated AI-driven automation, business simplification, and strategic cross-promotion.
• Delisting: Telus Digital subordinate voting shares are expected to be delisted from the Toronto Stock Exchange (TSX) and New York Stock Exchange (NYSE) shortly. Telus Digital will cease to be a reporting issuer under Canadian securities laws and deregister under the U.S. Securities Exchange Act of 1934.
• Pre-Closing Ownership: Telus beneficially owned 100% of multiple voting shares and ~5.4% of subordinate voting shares prior to closing, representing 92.7% of total voting rights.
• Regulatory Approval: Approved by Telus Digital shareholders on Oct. 27, 2025, and granted a final order by the Supreme Court of British Columbia on Oct. 29, 2025.

Notable Quotes

• Darren Entwistle, President and CEO of Telus: "This acquisition marks an important milestone for Telus and Telus Digital... Together, leveraging our collective technological and human innovation, we will drive superior outcomes for our customers in Canada and globally, while also propelling enhanced growth opportunities for our shareholders."
• Josh Blair, Co-chair of Telus Digital's Special Committee: "This transaction is the culmination of a rigorous independent process, delivering immediate, compelling value to shareholders and positioning the combined organization to thrive in an increasingly competitive global marketplace."