Thomson Reuters
Announces Preliminary Results of its Substantial Issuer Bid/Tender
Offer
TORONTO, Oct. 3, 2018 /PRNewswire/ -- Thomson Reuters
(TSX/NYSE: TRI) today announced the preliminary results of its
substantial issuer bid/tender offer (SIB) to purchase from
shareholders for cancellation up to US$9
billion of its outstanding common shares. The SIB expired at
11:59 p.m. (Toronto time) on October 2, 2018. Based on preliminary results,
approximately US$6.5 billion of
shares were tendered under the SIB (including shares tendered by
notice of guaranteed delivery).
In accordance with the terms and conditions of the SIB and based
on a preliminary count by Computershare Trust Company of
Canada, as depositary for the SIB,
Thomson Reuters expects to take up and purchase for cancellation
approximately 138.7 million shares at a purchase price of
US$47.00 per share. The shares
expected to be purchased under the SIB represent approximately
19.8% of the shares issued and outstanding on a non-diluted basis
at the time that the SIB was announced. After giving effect to the
SIB, approximately 562 million shares are expected to be issued and
outstanding.
The number of shares to be purchased under the SIB and the
purchase price are preliminary, subject to verification by the
depositary and assume that all shares tendered through notice of
guaranteed delivery will be delivered within the two trading day
settlement period. Thomson Reuters will announce the final results
following completion of take-up of the shares.
The company's principal shareholder, The Woodbridge Company
Limited and its affiliates (Woodbridge) made a proportionate tender, which
maintains its proportionate equity ownership in Thomson Reuters of
approximately 64% following completion of the SIB.
As the number of shares tendered under the SIB was less than the
US$9 billion target, Thomson Reuters plans to provide
additional information regarding completing returns to shareholders
in connection with announcing final results of the SIB on
October 8, 2018.
This news release is for informational purposes only and does
not constitute an offer to buy or the solicitation of an offer to
sell shares.
Thomson Reuters
Thomson Reuters (TSX/NYSE: TRI) is the world's leading provider of
news and information-based tools to professionals. Our worldwide
network of journalists and specialist editors keep customers up to
speed on global developments, with a particular focus on legal,
regulatory and tax changes. Thomson Reuters shares are listed on
the Toronto and New York Stock
Exchanges. For more information on Thomson Reuters, visit tr.com
and for the latest world news, reuters.com.
SPECIAL NOTE REGARDING FORWARD-LOOKING
STATEMENTS
Certain statements in this news
release are forward-looking, including the final size and purchase
price for the SIB, the expected number of shares outstanding after
the SIB, and the company's expectation to provide additional
returns to shareholders. These forward-looking statements are based
on certain assumptions and reflect our company's current
expectations. As a result, forward-looking statements are subject
to a number of risks and uncertainties that could cause actual
results or events to differ materially from current expectations,
including other factors discussed in materials that Thomson Reuters
from time to time files with, or furnishes to, the Canadian
securities regulatory authorities and the U.S. Securities and
Exchange Commission. There is no assurance that the SIB will be
completed or that other events described in any forward-looking
statement will materialize. Except as may be required by applicable
law, Thomson Reuters disclaims any obligation to update or revise
any forward-looking statements.
CONTACTS |
MEDIA
David Crundwell
Senior Vice President, Corporate Affairs
+1 416 649 9904
david.crundwell@tr.com |
INVESTORS
Frank J. Golden
Senior Vice President, Investor Relations
+1 646 223 5288
frank.golden@tr.com |
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