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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K/A
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For
the month of January, 2008
(Commission File Number: 000-24876)
TELUS Corporation
(Translation of registrants name into English)
21st Floor, 3777 Kingsway
Burnaby, British Columbia V5H 3Z7
Canada
(Address of principal registered offices)
Indicate by check mark whether the registrant files or will
file annual reports under cover of Form 20-F or Form 40-F.
Indicate by check mark whether the registrant by furnishing
the information contained in this Form
is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the
Securities Exchange Act of 1934.
This Form 6-K consists of the following:
News
Release dated January 17, 2008
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Dated: January 24, 2008
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TELUS Corporation
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/s/ Audrey Ho
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Name: |
Audrey Ho |
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Title: |
Senior Vice President,
General Counsel and Corporate Secretary |
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January 17, 2008
TELUS announces successful acquisition of Emergis
Creates leading electronic health care solutions provider
Vancouver, B.C. and Montréal, QC TELUS Corporation (TSX: T, T.A; NYSE: TU) and Emergis
Inc. (TSX: EME) today announced that 6886116 Canada Ltd., an indirect wholly-owned subsidiary of
TELUS, has been successful in its bid to acquire Emergis under its previously announced offer to
acquire all of the common shares of Emergis (including common shares issuable upon the exercise or
surrender of any options). A total of approximately 84,876,494 common shares
representing approximately 94% of the outstanding common shares of Emergis (on a fully-diluted
basis) were validly deposited to the offer, which expired at 5:00 p.m. (Eastern Standard Time) on
January 16, 2008. With all conditions of the offer having been satisfied, 6886116 Canada Ltd. has
taken up the tendered shares and will pay to the Depositary $8.25 per share in cash for these
shares on January 17, 2008.
We are very pleased with the strong acceptance of our offer, said Joe Natale, President of TELUS
Business Solutions, and we welcome the Emergis team and its CEO François Côté to the TELUS team.
We look forward to helping lead the transformation of healthcare in Canada by providing advanced
electronic health record, claims processing and pharmacy solutions. In addition, Emergis strong
suite of financial services solutions complements TELUS strength in the financial services
sector.
This is a great opportunity for our employees and for the customers of both our organizations,
said François Côté, President and CEO of Emergis. Combining our proven capabilities with TELUS
customer base, strong brand, and financial resources positions us to lead the development of
electronic solutions for the healthcare and financial services industries.
TELUS, through its wholly-owned subsidiary, intends to exercise its statutory rights under the
Canada Business Corporations Act to purchase all of the remaining shares by compulsory acquisition.
Upon completion of the compulsory acquisition, it intends to de-list the Emergis common shares from
The Toronto Stock Exchange and to apply to securities regulatory authorities for Emergis to cease
to be a reporting issuer.
About Emergis
Emergis is an IT leader in Canada that focuses on the health and financial services sectors. It
develops and manages solutions that automate transactions and the secure exchange of information to
increase the process efficiency and quality of service of its customers. Emergis has expertise in
electronic health-related claims processing, health record systems, pharmacy management solutions,
cash management and loan document processing and registration. In Canada, Emergis delivers
solutions to major insurance companies, top financial institutions, government agencies, hospitals,
large corporations, real estate lawyers and notaries and 3,100 pharmacies.
About TELUS
TELUS (TSX: T, T.A; NYSE: TU) is a leading national telecommunications company in Canada, with $9
billion of annual revenue and 11 million customer connections including 5.4 million wireless
subscribers, 4.4 million wireline network access lines and 1.2 million Internet subscribers. TELUS
provides a wide range of communications products and services including data, Internet protocol
(IP), voice, entertainment and video. Committed to being Canadas premier corporate citizen, we
give where we live. Since 2000, TELUS and our team members have contributed more than $91 million
to charitable and non-profit organizations and volunteered more than 1.7 million hours of service
to local communities. Eight TELUS Community Boards across Canada lead our local philanthropic
initiatives. For more information about TELUS, please visit www.telus.com.
TELUS will be filing a report under National Instrument 62-103 of the Canadian securities
regulatory administrators in connection with the transaction, a copy of which may be obtained from
SEDAR at www.sedar.com or EDGAR at www.sec.gov.
Forward Looking Statements
This news release contains forward-looking statements about TELUS and Emergis that are intended to
be covered by the safe harbour for forward-looking statements provided by the Private Securities
Litigation Reform Act of 1995. All statements other than statements of historical fact included in
this news release are forward-looking statements. Forward-looking statements may prove to not be
accurate and readers are cautioned to not place undue reliance on them.
Statements that address activities, events or developments that TELUS or Emergis expects, believes
or anticipates will or may occur in the future are forward-looking statements. These statements
include but are not limited to those regarding: strategic plans and expectations; business and
financial prospects; expected efficiencies and economies of scale from the transaction; future
financial or operating performance and cash flows, including improved growth and returns; and
statements regarding strategies, objectives, goals and targets.
Such forward-looking statements are subject to inherent risks and uncertainties, many of which are
difficult to predict and are generally beyond the control of TELUS and Emergis that could cause
actual results to differ materially from the future results expressed in or implied or projected by
the forward-looking statements. These risks and uncertainties include but are not limited to the
risk factors disclosed and identified in TELUS and Emergis public filings made with securities
regulatory authorities in Canada (on SEDAR at www.sedar.com) and the Securities and Exchange
Commission in the United States (on EDGAR at www.sec.gov), as applicable, and also include the
following risks, uncertainties and other possibilities: approvals required to be obtained by
Emergis from regulatory and other agencies and bodies will not be obtained in a timely manner;
anticipated benefits, efficiencies and cost savings from the business combination or related
divestitures cannot be fully realized; costs or difficulties related to the integration of Emergis
and TELUS operations will
be greater than expected; business and economic conditions in the principal markets for the
companies products and other anticipated and unanticipated costs and expenses and other risk
factors relating to Emergis and TELUS, as well as risk factors relating to the business of Emergis,
including: adverse industry events, the adoption rate of Emergis solutions, its ability to deliver
development and implementation projects in a timely manner, the obtaining of any necessary customer
consents, the non-renewal of major contracts which expire in the near term, complexities and timing
of signing large customer contracts, exposure under contract indemnities, defects in software or
failures in the processing of transactions and security and privacy breaches.
The forward-looking statements included in this news release represent TELUS and Emergis views as
of the date hereof. While the companies anticipate that subsequent events and developments may
cause their views to change, they specifically disclaim any obligation to update any
forward-looking statements contained in this news release or any other forward-looking statement,
whether written or oral, that may be made from time to time by or on behalf of either of them. The
forward-looking statements contained in this news release should not be relied upon as representing
their views as of any date other than the date hereof.
Legal Notice
This news release is provided for informational purposes only and does not constitute an offer to
purchase or a solicitation of an offer to sell securities of Emergis.
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For more information, please contact:
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TELUS Media Relations
Allison Vale
(416) 629-6425
allison.vale@telus.com
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Emergis Media and Investor Relations
John Gutpell
(450) 928-6856
ir@emergis.com |
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TELUS Investor Relations
Robert Mitchell
(416) 279-3219
ir@telus.com |
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