VANCOUVER, British Columbia, November 01, 2025 — TELUS Corporation (“TELUS”) (TSX: T, NYSE: TU) and TELUS International (Cda) Inc. (“TELUS Digital”) (NYSE & TSX: TIXT) today announced the successful completion of TELUS’ previously announced acquisition of all outstanding multiple voting shares and subordinate voting shares of TELUS Digital not already owned by TELUS, for US$4.50 per share in cash and/or TELUS common shares, representing aggregate consideration of approximately US$539 million. Following closing, TELUS now owns 100% of TELUS Digital.
“This acquisition marks an important milestone for TELUS and TELUS Digital,” said Darren Entwistle, President and CEO of TELUS. “Together, we will accelerate the integration of world-leading digital customer experience solutions, AI-driven platforms and SaaS innovation across all lines of our business, including telecommunications, TELUS Health and TELUS Agriculture & Consumer Goods. As we integrate TELUS Digital within our TELUS family, our deep commitment to our customers and our talented team will remain our top priority. 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. Notably, we expect this integration to generate approximately $150 million in annualized cash synergies through operational efficiencies, including accelerated AI-driven automation, business simplification and strategic cross-promotion of services, further strengthening our financial performance and prioritizing high impact opportunities to create significant shareholder value.”
The transaction was overwhelmingly approved by TELUS Digital shareholders at a special meeting held on October 27, 2025, following the unanimous recommendation of TELUS Digital’s Special Committee of independent directors and Board of Directors (with interested directors abstaining). A final order of the Supreme Court of British Columbia in respect of the transaction was granted on October 29, 2025.
“The Special Committee was committed to securing the best outcome for TELUS Digital and its minority shareholders,” said 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.”
Results of Consideration Elections
Under the terms of the arrangement, TELUS Digital shareholders had the right to elect to receive: (a) US$4.50 in cash (the “Cash Consideration”), (b) 0.273 of a common share of TELUS (the “TELUS Shares” and such consideration, the “Share Consideration”), or (c) US$2.25 in cash and 0.136 of a TELUS Share (the “Combination Consideration”), for each TELUS Digital share (collectively, the “Consideration”), subject to proration such that no more than 25% of the aggregate Consideration to be paid to the shareholders would consist of TELUS Shares.
The results of the elections received from TELUS Digital shareholders (excluding TELUS and its subsidiaries) prior to the election deadline of October 22, 2025 at 9:00 a.m. (Vancouver time) are as follows:
Shareholders representing 106,755,480 outstanding TELUS Digital shares elected to receive the Cash Consideration;
Shareholders representing 448,976 outstanding TELUS Digital shares elected to receive the Share Consideration; and
Shareholders representing 12,697,517 outstanding TELUS Digital shares elected or were deemed to have elected the Combination Consideration.
The final Consideration was not subject to proration.
No fractional TELUS Shares were issued pursuant to the arrangement and therefore the Consideration received by any individual shareholder may be subject to adjustment as set forth in the plan of arrangement and as described in the management information circular of TELUS Digital.
Pursuant to the arrangement, TELUS issued an aggregate of 1,849,374 TELUS Shares representing less than 1% of the outstanding TELUS Shares and paid an aggregate of US$508,970,041.54 in cash as Consideration.
Delisting of TELUS Digital Subordinate Voting Shares
The subordinate voting shares of TELUS Digital are expected to be delisted shortly from both the Toronto Stock Exchange (TSX) and the New York Stock Exchange (NYSE). TELUS Digital has applied to cease to be a reporting issuer under applicable Canadian securities laws and will deregister the subordinate voting shares under the Securities Exchange Act of 1934.
Early Warning Information
Immediately prior to closing of the arrangement, TELUS beneficially owned and had direction and/or control over an aggregate of 152,004,019 multiple voting shares and 6,874,822 subordinate voting shares, representing 100% of the outstanding multiple voting shares and approximately 5.4% of the outstanding subordinate voting shares. On a combined basis, the multiple voting shares and subordinate voting shares held by TELUS represented 92.7% of the outstanding voting rights attached to all TELUS Digital shares.
Following closing of the arrangement, TELUS now beneficially owns 100% of the issued and outstanding TELUS Digital shares. An early warning report will be filed by TELUS in accordance with applicable securities laws and will be available on SEDAR+ at www.sedarplus.ca or may be obtained directly from TELUS Investor Relations upon request at 1-800-667-4871 or at TELUS Corporation, 23rd Floor, 510 West Georgia Street, Vancouver, British Columbia, Canada V6B 0M3.
