Offer to purchase CLEARNET.pdf - About TELUS

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Schedule II — TELUS CORPORATION UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS Index Compilation Report ............................................................ Page II-3 Pro Forma Consolidated Financial Statements and notes thereto (December 31, 1999) ........... II-4 Pro Forma Consolidated Financial Statements and notes thereto (June 30, 2000) ................ II-14 II-2
COMPILATION REPORT To the Directors of TELUS Corporation We have reviewed, as to compilation only, the accompanying unaudited pro forma consolidated balance sheets of TELUS Corporation as at December 31, 1999 and June 30, 2000 and the unaudited pro forma consolidated statements of income for the year ended December 31, 1999 and the six months ended June 30, 2000 which have been prepared for inclusion in the Offers to Purchase of TELUS Corporation dated September 20, 2000 relating to the purchase of outstanding Class A Non-Voting Shares, Class B Shares, Class C Subordinate Voting Shares and Class D Subordinate Voting Shares of Clearnet Communications Inc. In our opinion, the unaudited pro forma balance sheets and statements of income have been properly compiled to give effect to the proposed acquisition and the assumptions described in the accompanying notes thereto. ARTHUR ANDERSEN LLP Chartered Accountants Vancouver, Canada September 20, 2000 II-3
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No securities commission or similar
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QUESTIONS AND ANSWERS ABOUT THE OFF
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outstanding voting shares of Clearn
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WHERE YOU CAN OBTAIN MORE INFORMATI
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SUMMARY The following is a summary
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Commitment to Accept the Offers by
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Selected Historical and Pro Forma C
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DEFINITIONS In the accompanying Sum
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‘‘Governmental Entity’’ mea
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‘‘Shareholders Agreements’’
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Shares and the amount of cash recei
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shares into the Depositary’s acco
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the person or persons specified by
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(l) neither TELUS nor the Banks bec
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condition of the Offers specified u
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(f) the Holdco Shareholder properly
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Notice of any determination regardi
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The Offers are not being made to, n
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On July 14, 2000, Darren Entwistle,
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espect of such Acquisition Proposal
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etter positioned to take advantage
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The funds obtained pursuant to the
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part of its national strategy, TELU
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to require holders of TELUS Non-Vot
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‘‘Dividends’’ in TELUS’ A
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systems. Change in the regulation o
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(b) the management proxy circular o
Page 55 and 56: COMMITMENTS TO ACQUIRE SECURITIES O
Page 57 and 58: the proposed transaction is likely
Page 59 and 60: ACQUISITION OF CLEARNET SHARES NOT
Page 61 and 62: least equal in value to the conside
Page 63 and 64: Beneficial owners of Clearnet Conve
Page 65 and 66: separately dispose of the balance o
Page 67 and 68: also be taxable Canadian property w
Page 69 and 70: No brokerage fees or commissions wi
Page 71 and 72: CONSENT OF AUDITORS To: British Col
Page 73 and 74: CERTIFICATE OF 612459 B.C. LTD. The
Page 75 and 76: MANAGEMENT’S REPORT Management is
Page 77 and 78: TELUS CORPORATION (FORMERLY BCT.TEL
Page 87 and 88: 4. FINANCING COSTS TELUS CORPORATIO
Page 105: SCHEDULE II TELUS CORPORATION UNAUD
Page 109 and 110: TELUS CORPORATION PRO FORMA CONSOLI
Page 111 and 112: TELUS CORPORATION NOTES TO THE PRO
Page 119 and 120: TELUS CORPORATION PRO FORMA CONSOLI
Page 127 and 128: SCHEDULE III TELUS CORPORATION U.S.
Page 129 and 130: The following table restates the ma
Page 131 and 132: ANNEX A ADDITIONAL INFORMATION ADDI
Page 133 and 134: Fares F. Salloum President — Inte
Page 135 and 136: Officers Name and Position held wit
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